Harris Corp (HRS) and Excelis (XLS) merger

Harris completed its merger with Excelis on 5/29/15 for cash and Harris stock.

The SEC filing for this merger (S-4/A filing) was posted on the Dollar Tree web site.

This merger is a cash plus stock reorganization, which are becoming more and more frequent in recent years. For tax purposes this is treated as a sale of Excelis and some of the proceeds used to purchase Harris. All the information below is from the information available from the S-4/A filed with the SEC. The first set of instructions is meant for users of the myICLUB.com web site. The second set of steps are intended for use with the desktop Club Accounting 3 program.

For myICLUB.com:

For myiclub users entering this transaction is simpler and involves the Merger with cash transaction. Go to Accounting > Securities > Merger with cash.

Step 1

  • Date:  5/29/15
  • Merging Company : XLS

Step 2

  • Choose the Transaction is fully taxable radio button option.
  • Cash per share received: 16.625
  • Exchange ratio of new to old shares.1025
  • Price per share of new shares on merger date : 79.22
  • Reorganization fee :  find this on your broker statement
  • Symbol of new company: HRS

The other fields on this page are automatically filled using your previously entered data.

When this transaction is submitted it will carry out the sale of Excelis and purchase of Harris Corp. Be sure the radio button Transaction is fully taxable is selected. The tax consequences of the two options are quite different.


For Desktop Club Accounting 3:

1. Sell Transaction

The total merger consideration is $24.745 per Excelis share. This is $16.625 in cash and $8.12 in Harris shares (.1025 x 79.22). The opening price of Harris on the merger completion date was $79.22. Calculate the total value received for your Excelis shares by multiplying 24.745 by the total shares of Excelis owned.

Total Proceeds = [24.745 x (# of Excelis shares owned)] – (Reorganization fee).

Use the Suspense account to receive the sale proceeds.

Date this transaction 5/29/15


2. Transfer Cash Received

Transfer from the Suspense account to the Broker account (or bank if appropriate), all cash received from this transaction. This will be the sum of the $16.625 per Excelis share.  If your Suspense account balance was zero when you entered the sell transaction above, then the balance after transferring the cash received will be the total purchase price of the Harris shares you received in this merger. If you were charged a reorganization fee, subtract the fee from the transfer amount.


3. Buy Transaction

Enter a buy transaction for the number of shares entitled to receive in this merger. This will be .1025 x (# of Excelis shares owned).  For example if you owned 100 Excelis shares then enter 10.25 shares purchased (.1025 x 100).

Date the transaction 5/29/15.  The total purchase price will be the amount remaining in the Suspense account, if the Suspense balance was zero when this process was started. The amount should be (8.12 x # of Excelis shares owned. For example, if you owned 100 Excelis shares, then the total purchase cost would be 812.

Choose the Suspense account as the source of finds for the purchase.

 Save the buy transaction.


4. Fractional Share Sale

The fractional shares received in this merger will likely be sold by your broker.

Enter a Sell transaction for the fractional shares dated 5/30/15. The share amount will be the NON-whole part of the shares bought in the buy transaction above.  For example if you owned 100 Family Dollar shares then you entered 10.25 shares purchased. You would sell .25 shares in this Sell transaction.   

The total proceeds will be the cash-in-lieu amount listed on your broker statement.