UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
September 17, 2020
 
0-7928
Date of Report
(Date of earliest event reported)
 
Commission File Number
FORM8KA19.JPG
(Exact name of registrant as specified in its charter)
Delaware
 
11-2139466
(State or other jurisdiction of
incorporation or organization)

 
(I.R.S. Employer Identification Number)
 
68 South Service Road, Suite 230
Melville, New York 11747
 
 
(Address of Principal Executive Offices) (Zip Code)
 
 
 
 
 
(631) 962-7000
 
 
(Registrant’s telephone number, including area code)
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of exchange on which registered
Common Stock, par value $0.10 per share
CMTL
NASDAQ Stock Market LLC
Series A Junior Participating Cumulative Preferred Stock, par value $0.10 per share

 
 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company     BLANKBOXA27.JPG

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. BLANKBOXA27.JPG
 




Item 8.01     Other Events.
On September 17, 2020, Comtech Telecommunications Corp. (the “Company”) issued a press release that reported the Company’s resolution of an investigation by the U.S. Department of the Treasury’s Office of Foreign Assets Control ("OFAC") arising from an October 2014 self-disclosure of certain shipments to the Sudan Civil Aviation Authority.
A copy of the Company’s press release relating to this announcement is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number
Description







SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Comtech Telecommunications Corp. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
COMTECH TELECOMMUNICATIONS CORP.
Dated:    September 17, 2020
By:
    /s/ Michael A. Bondi    
Name:    Michael A. Bondi
Title:    Chief Financial Officer






Exhibit 99.1

COMTECH TELECOMMUNICATIONS CORP.
REPORTS RESOLUTION OF 2014 OFAC MATTER

Melville, N.Y. - September 17, 2020 - Comtech Telecommunications Corp. (“Comtech”) (Nasdaq: CMTL) reported today that it has reached an agreement with the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) resolving a previously disclosed investigation pending since 2014.

In October 2014, as previously disclosed in Comtech’s filings with the Securities Exchange Commission, Comtech reported to OFAC following a self-assessment of its export transactions that a shipment of modems sent to a Canadian customer by Comtech’s subsidiary, Comtech EF Data Corp., was incorporated into a communication system, the ultimate end user of which was the Sudan Civil Aviation Authority. The sales value of the Comtech equipment was approximately $288,000. At the time of shipment, OFAC regulations prohibited U.S. persons from doing business directly or indirectly with Sudan. Most of the U.S. sanctions related to Sudan were removed in 2017. After Comtech reported the matter to OFAC, it responded to administrative subpoenas and OFAC initiated an investigation into the matter.

Pursuant to the agreement, Comtech will make a payment to OFAC of $894,111 and implement additional internal compliance commitments, a number of which were already in process. Additionally, the Company has committed to creating a new position of Chief Trade Compliance Officer.

Commenting on the agreement with OFAC, Fred Kornberg, Comtech’s Chairman of the Board and Chief Executive Officer, stated: “I am pleased that we have been able to resolve this matter with OFAC which will result in the strengthening of Comtech’s compliance program. For Comtech, trade compliance has been, and will continue to be, a top priority.”
About Comtech
Comtech Telecommunications Corp. designs, develops, produces and markets innovative products, systems and services for advanced communications solutions. The Company sells products to a diverse customer base in the global commercial and government communications markets.
Cautionary Statement Regarding Forward-Looking Statements
Certain information in this press release contains statements that are forward-looking in nature and involve certain significant risks and uncertainties. Actual results could differ materially from such forward-looking information. The Company's Securities and Exchange Commission filings identify many such risks and uncertainties. Any forward-looking information in this press release is qualified in its entirety by the risks and uncertainties described in such Securities and Exchange Commission filings.

PCMTL
###

Media Contact:                                
Michael D. Porcelain, President and Chief Operating Officer
631-962-7000    
info@comtechtel.com