SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the Month of July 2004
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ELBIT SYSTEMS LTD.
(Translation of Registrant's Name into English)
Advanced Technology Center, P.O.B. 539, Haifa 31053, Israel
(Address of Principal Corporate Offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F:
|X| Form 20-F |_| Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): |_|
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a
Form 6-K if submitted solely to provide an attached annual report to security
holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): |_|
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a
Form 6-K submitted to furnish a report or other document that the registrant
foreign private issuer must furnish and make public under the laws of the
jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
|_| Yes |X| No
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-______________
Attached hereto as Exhibit 1 and Exhibit 2 and incorporated herein by
reference are the Registrant's press releases, each dated July 28, 2004.
SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
ELBIT SYSTEMS LTD.
(Registrant)
By: /s/ Ilan Pacholder
-----------------------------------
Name: Ilan Pacholder
Title: Corporate Secretary
Dated: July 28, 2004
EXHIBIT INDEX
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Exhibit No. Description
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1. Press Release, dated July 28, 2004.
2. Press Release, dated July 28, 2004.
EXHIBIT 1
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ELRON SELLS ALL OF ITS HOLDINGS IN ELBIT SYSTEMS TO
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FEDERMANN ENTERPRISES FOR APPROXIMATELY $197 MILLION
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HAIFA, JULY 28, 2004 - ELBIT SYSTEMS LTD. (NASDAQ:ESLT) (the "Company") today
reported that Elron Electronic Industries Ltd. (NASDAQ ELRN) ("Elron"),
completed today the sale of all of its holdings in the Company, constituting
approximately 19.6% of the Company's outstanding share capital, to Federmann
Enterprises Ltd., in consideration for approximately $197 million.
The transaction was consummated following the exercise by Federmann Enterprises
Ltd. of its right of first refusal as a result of the agreement signed on July
8, 2004 between Elron and Tadiran Communications Ltd.
As a result of the sale, the Federmann Group is the beneficial owner of
approximately 49.8% of the Company's outstanding shares.
ABOUT ELBIT SYSTEMS
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Elbit Systems Ltd. is an international defense electronics company engaged in a
wide range of defense-related programs throughout the world, in the areas of
aerospace, land and naval systems, command, control, communications, computers,
intelligence, surveillance and reconnaissance ("C4ISR"), advanced electro-optic
and space technologies. The Company focuses on the upgrading of existing
military platforms and developing new technologies for defense and homeland
security applications.
FOR MORE ABOUT ELBIT SYSTEMS, PLEASE VISIT OUR WEBSITE AT WWW.ELBITSYSTEMS.COM
Contacts
Company contact IR Contacts
--------------- -----------
Ilan Pacholder, Corporate Secretary and Ehud Helft/Kenny Green
VP Finance & Capital Markets
Elbit Systems Ltd Gelbart Kahana
Tel: 972-4 831- 6632 Tel: 1-866-704-6710
Fax: 972-4 831- 6659 Fax: 972-3-607-4711
Pacholder@elbit.co.il ehud@gk-biz.com
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kenny@gk-biz.com
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STATEMENTS IN THIS PRESS RELEASE WHICH ARE NOT HISTORICAL DATA ARE
FORWARD-LOOKING STATEMENTS WHICH INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES
OR OTHER FACTORS NOT UNDER THE COMPANY'S CONTROL, WHICH MAY CAUSE ACTUAL
RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT
FROM THE RESULTS, PERFORMANCE OR OTHER EXPECTATIONS IMPLIED BY THESE
FORWARD-LOOKING STATEMENTS. THESE FACTORS INCLUDE, BUT ARE NOT LIMITED TO, THOSE
DETAILED IN THE COMPANY'S PERIODIC FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION.
EXHIBIT 2
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DORON BIRGER AND AVI FISHER
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RESIGN FROM ELBIT SYSTEMS' BOARD OF DIRECTORS
---------------------------------------------
HAIFA, JULY 28, 2004 - ELBIT SYSTEMS LTD. (NASDAQ:ESLT) (the "Company") today
reported that Mr. Doron Birger and Mr. Avi Fisher submitted their resignations
from the Company's Board of Directors. The resignations were submitted following
the completion of the sale of all of Elron Electronic Industries Ltd.'s (NASDAQ
ELRN) ("Elron") holdings in the Company to Federmann Enterprises Ltd.
The Company and its Board of Directors express their appreciation to Messrs.
Birger and Fisher for their contribution to the Company during their service on
the Board of Directors.
ABOUT ELBIT SYSTEMS
-------------------
Elbit Systems Ltd. is an international defense electronics company engaged in a
wide range of defense-related programs throughout the world, in the areas of
aerospace, land and naval systems, command, control, communications, computers,
intelligence, surveillance and reconnaissance ("C4ISR"), advanced electro-optic
and space technologies. The Company focuses on the upgrading of existing
military platforms and developing new technologies for defense and homeland
security applications.
FOR MORE ABOUT ELBIT SYSTEMS, PLEASE VISIT OUR WEBSITE AT WWW.ELBITSYSTEMS.COM
Contacts
Company contact IR Contacts
--------------- -----------
Ilan Pacholder, Corporate Secretary and Ehud Helft/Kenny Green
VP Finance & Capital Markets
Elbit Systems Ltd GELBART KAHANA
Tel: 972-4 831- 6632 Tel: 1-866-704-6710
Fax: 972-4 831- 6659 Fax: 972-3-607-4711
Pacholder@elbit.co.il ehud@gk-biz.com
--------------------- ---------------
kenny@gk-biz.com
----------------
STATEMENTS IN THIS PRESS RELEASE WHICH ARE NOT HISTORICAL DATA ARE
FORWARD-LOOKING STATEMENTS WHICH INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES
OR OTHER FACTORS NOT UNDER THE COMPANY'S CONTROL, WHICH MAY CAUSE ACTUAL
RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT
FROM THE RESULTS, PERFORMANCE OR OTHER EXPECTATIONS IMPLIED BY THESE
FORWARD-LOOKING STATEMENTS. THESE FACTORS INCLUDE, BUT ARE NOT LIMITED TO, THOSE
DETAILED IN THE COMPANY'S PERIODIC FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION.