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L3HARRIS TECHNOLOGIES, INC. /DE/ Major Shareholding Notification 2005

Feb 9, 2005

29993_mrq_2005-02-09_03ed7fc0-e556-43ab-9582-de0e920fa8e9.zip

Major Shareholding Notification

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SC 13G/A 1 l11618asc13gza.htm HARRIS CORPORATION SC 13G/A HARRIS CORPORATION PAGEBREAK

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934 (Amendment No. 4)*

AIRNET COMMUNICATIONS CORPORATION

(Name of Issuer)

Common Stock, par value $.001 per share

(Title of Class of Securities)

00941 P 10 6

(Cusip Number)

December 31, 2004

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1 (b)

þ Rule 13d-1 (c)

þ Rule 13d-1 (d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes).

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13G — CUSIP No. 00941 P 10 6 Page 2 of 8
1. NAME OF REPORTING PERSON Harris Corporation, a Delaware corporation I.R.S. Identification No. of above person (entities only): I.R.S. IDENTIFICATION NUMBER 34-0276860
2. CHECK THE APPROPRIATE BOX IF
A MEMBER OF A GROUP (See Instructions)
Not Applicable (a) o
(b) o
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION Corporation organized under the laws of the State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER - 0 -
6. SHARED VOTING POWER 123,959
7. SOLE DISPOSITIVE POWER - 0 -
8. SHARED
DISPOSITIVE POWER 123,959
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 123,959 Shares
10. CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES o (See Instructions) Not
Applicable
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.3%*
12. TYPE
OF REPORTING PERSON (See Instructions) CO
  • Based on approximately 9,603,722 shares of common stock outstanding as of December 2, 2004 (after adjusting for the one-for-ten reverse stock split effective as of December 9, 2004) as reported in the press release attached as Exhibit 99 to the Current Report on Form 8-K filed with the Commission by AirNet Communications Corporation on December 3, 2004.

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13G — CUSIP No. 00941 P 10 6 Page 3 of 8
1. NAME OF REPORTING PERSON VFC Capital, Inc., a Delaware corporation I.R.S. Identification No. of above person (entities only): I.R.S. IDENTIFICATION NUMBER 52-2029396
2. CHECK THE APPROPRIATE BOX IF
A MEMBER OF A GROUP (See Instructions)
Not Applicable (a) o
(b) o
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION Corporation organized under the laws of the State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER - 0 -
6. SHARED VOTING POWER 123,959
7. SOLE DISPOSITIVE POWER - 0 -
8. SHARED
DISPOSITIVE POWER 123,959
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 123,959 Shares
10. CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o (See Instructions) Not
Applicable
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.3%*
12. TYPE
OF REPORTING PERSON (See Instructions) CO
  • Based on approximately 9,603,722 shares of common stock outstanding as of December 2, 2004 (after adjusting for the one-for-ten reverse stock split effective as of December 9, 2004) as reported in the press release attached as Exhibit 99 to the Current Report on Form 8-K filed with the Commission by AirNet Communications Corporation on December 3, 2004.

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CUSIP NO. 00941 P 10 6 Page 4 of 8 pages

Item 1(a) NAME OF ISSUER:
AirNet Communications Corporation
Item 1(b) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
3950 Dow Road, Melbourne, Florida 32934
Item 2(a) NAME OF PERSON FILING:
This statement is being filed by Harris Corporation. VFC Capital,
Inc. is a wholly-owned subsidiary of Harris Corporation and the
owner of the shares of Common Stock of AirNet
Communications Corporation to which this statement relates.
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
1025 West NASA Boulevard, Melbourne, Florida 32919
Item 2(c) CITIZENSHIP:
Corporation organized under the laws of the State of Delaware
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.001 per share
Item 2(e) CUSIP NUMBER:
00941 P 10 6
Item 3. NOT APPLICABLE
Item 4. OWNERSHIP:
(a) Amount beneficially owned:
123,959 Shares
(b) Percent of class:
1.3%*
(c) Number of shares as to which the Reporting Persons have:

| (i) | Sole power to vote
or to direct the vote – 123,959 |
| --- | --- |
| (ii) | Shared power to vote or direct the vote – 0 |
| (iii) | Sole power to
dispose or to direct the disposition of – 123,959 |
| (iv) | Shared power to dispose or to direct the disposition of — 0 |

  • Based on approximately 9,603,722 shares of common stock outstanding as of December 2, 2004 (after adjusting for the one-for-ten reverse stock split effective as of December 9, 2004) as reported in the press release attached as Exhibit 99 to the Current Report on Form 8-K filed with the Commission by AirNet Communications Corporation on December 3, 2004.

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CUSIP NO. 00941 P 10 6 Page 5 of 8 pages

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
If this statement is being filed to report the fact that as of the
date hereof each Reporting Person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following þ .
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
NOT APPLICABLE
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
NOT APPLICABLE
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
NOT APPLICABLE
Item 9. NOTICE OF DISSOLUTION OF GROUP:
NOT APPLICABLE
Item 10. CERTIFICATION:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.

PAGEBREAK

CUSIP NO. 00941 P 10 6 Page 6 of 8 pages

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, each of Harris Corporation and VFC Capital, Inc. certifies that the information set forth in this statement is true, complete and correct.

| February 9,
2005 | |
| --- | --- |
| (Date) | |
| HARRIS CORPORATION | |
| By: | /s/ Scott T. Mikuen |
| Name: | Scott T. Mikuen |
| Title: | Vice President
– Associate General Counsel and Corporate Secretary |
| VFC CAPITAL, INC. | |
| By: | /s/ Scott T. Mikuen |
| Name: | Scott T. Mikuen |
| Title: | Vice President and
Corporate Secretary |

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CUSIP NO. 00941 P 10 6 Page 7 of 8 pages

EXHIBIT INDEX

Exhibit

Exhibit A: Agreement of Joint Filing

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CUSIP NO. 00941 P 10 6 Page 8 of 8 pages

Exhibit A

Agreement of Joint Filing

The undersigned hereby agree that they are filing jointly pursuant to Rule 13d-1 of the Act the statement dated February 9, 2005, containing the information required by Schedule 13G, for the 123,959 shares of the Common Stock of AirNet Communications Corporation held by VFC Capital, Inc.

Dated: February 9, 2005
HARRIS CORPORATION
By: /s/ Scott T. Mikuen
Name: Scott T. Mikuen
Title: Vice President
– Associate General Counsel and Corporate Secretary
VFC CAPITAL, INC.
By: /s/ Scott T. Mikuen
Name: Scott T. Mikuen
Title: Vice President and
Corporate Secretary