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Before the
Federal Communications Commission
Washington, D.C. 20554
)
)
In the Matter of
)
DRS TECHNOLOGIES, INC. File No.: EB-10-IH-1291
)
Licensee of Authorization in the Account No.:
Wireless Radio Services, Subsidiary of ) 201132080019
Finmeccanica - Societ`a per azioni, and
Parent Company of Various Subsidiary ) FRN: 0011475324
Companies Holding Various Authorizations
in the Wireless, Satellite, and )
Experimental Radio Services
)
)
ORDER
Adopted: July 22, 2011 Released: July 22, 2011
By the Chief, Enforcement Bureau:
1. In this Order, we adopt the attached Consent Decree entered into
between the Enforcement Bureau of the Federal Communications
Commission ("Bureau") and DRS Technologies, Inc. ("DRS Technologies").
The Consent Decree terminates an investigation by the Bureau into
whether DRS Technologies complied with sections 301 and 310(d) of the
Communications Act of 1934, as amended, and with sections 1.948,
5.53(a), 5.59(d), and 25.119 of the Commission's rules ("Rules"),
relating to several transactions completed by DRS Technologies and its
wholly-owned subsidiary companies between April 1, 2008 and January 1,
2010, and to DRS Technologies' operation of certain experimental radio
facilities.
2. The Bureau and DRS Technologies have negotiated the terms of a Consent
Decree that resolves this matter. A copy of the Consent Decree is
attached hereto and incorporated by reference.
3. After reviewing the terms of the Consent Decree and evaluating the
facts before us, we find that the public interest would be served by
adopting the Consent Decree and terminating the investigation.
4. In the absence of material new evidence relating to this matter, we
conclude that our investigation raises no substantial or material
questions of fact as to whether DRS Technologies possesses the basic
qualifications, including those related to character, to hold or
obtain a Commission license or authorization.
5. Accordingly, IT IS ORDERED that, pursuant to section 4(i) of the Act,
and sections 0.111 and 0.311 of the Rules, the Consent Decree attached
to this Order IS ADOPTED.
6. IT IS FURTHER ORDERED that the above-captioned investigation IS
TERMINATED.
7. IT IS FURTHER ORDERED that a copy of this Order and Consent Decree
shall be sent both by Certified Mail - Return Receipt Requested and by
regular mail to Audrey S. Stern, Vice President and Senior Corporate
Counsel, DRS Technologies, Inc., 5 Sylvan Way, Parsippany, NJ 07054.
FEDERAL COMMUNICATIONS COMMISSION
P. Michele Ellison
Chief, Enforcement Bureau
Before the
Federal Communications Commission
Washington, D.C. 20554
)
)
)
In the Matter of
)
DRS TECHNOLOGIES, INC. File No.: EB-10-IH-1291
)
Licensee of Authorization in the Account No.:
Wireless Radio Services, Subsidiary of ) 201132080019
Finmeccanica - Societ`a per azioni, and
Parent Company of Various Subsidiary ) FRN: 0011475324
Companies Holding Various Authorizations
in the Wireless, Satellite, and )
Experimental Radio Services
)
)
)
CONSENT DECREE
I. INTRODUCTION
1. The Enforcement Bureau of the Federal Communications Commission and
DRS Technologies, Inc., hereby enter into this Consent Decree for the
purpose of terminating the Enforcement Bureau's investigation of DRS
Technologies' compliance with sections 301 and 310(d) of the
Communications Act of 1934, as amended, 47 U.S.C. S:S: 301 and 310(d),
and sections 1.948, 5.53(a), 5.59(d), and 25.119 of the Commission's
rules, 47 C.F.R. S:S: 1.948, 5.53(a), 5.59(d) and 25.119, relating to
several transactions completed by DRS Technologies and its
Commission-licensed affiliates between April 1, 2008 and January 1,
2010, and DRS Technologies' operation of experimental radio
facilities.
II. DEFINITIONS
8. For the purposes of this Consent Decree, the following definitions
shall apply:
a. "Act" means the Communications Act of 1934, as amended, 47 U.S.C.
S: 151 et seq.
b. "Adopting Order" or "Order" means an Order of the Commission adopting
the terms of this Consent Decree without change, addition, deletion,
or modification.
c. "Bureau" means the Enforcement Bureau of the Federal Communications
Commission.
d. "Commission" and "FCC" mean the Federal Communications Commission and
all of its bureaus and offices.
e. "Compliance Plan" means the program described in this Consent Decree
at paragraph 11.
f. "DRS Technologies" means DRS Technologies, Inc., and its wholly-owned
subsidiary companies, predecessors-in-interest, and
successors-in-interest.
g. "Effective Date" means the date on which the Bureau releases the
Adopting Order.
h. "Finmeccanica" means Finmeccanica - Societ`a per azioni and its
predecessors-in-interest and successors-in-interest.
i. "Investigation" means the Bureau's investigation of compliance by DRS
Technologies and Finmeccanica with provisions of the Act and of the
Rules relating to certain transfers of control and assignments of
licenses involving DRS Technologies and certain of its subsidiary
companies and Finmeccanica between April 1, 2008 and January 1, 2010,
and of certain provisions of the Act and of the Rules relating to
unauthorized operation of radio facilities by DRS ICAS, LLC on or
about May 11-14, 2010.
j. "Parties" means DRS Technologies, Inc. and the Enforcement Bureau of
the Federal Communications Commission, each of which is a "Party."
k. "Rules" means the Commission's regulations found in Title 47 of the
Code of Federal Regulations.
III. BACKGROUND
9. Finmeccanica is a holding company based in Italy. Various subsidiaries
of the company design, develop, and produce commercial and military
aircraft, space systems, air defense systems, and air traffic control
equipment. Subsidiaries also design and manufacture generation and
transmission components, boilers, turbines, cogeneration plants,
desalination plants, nuclear power plants, rail transportation
systems, and microprocessors. DRS Technologies, a U.S. based supplier
of integrated defense electronics products and services, is a
Commission licensee and the parent company of various subsidiaries in
the United States, certain of which hold Commission licenses. DRS
Technologies also is a wholly owned subsidiary of Finmeccanica.
10. Section 310(d) of the Act states:
No construction permit or station license, or any rights there under,
shall be transferred, assigned, or disposed of in any manner, voluntarily
or involuntarily, directly or indirectly, or by transfer of control of any
corporation holding such permit or license, to any person except upon
application to the Commission and upon finding by the Commission that the
public interest, convenience, and necessity will be served thereby.
Sections 1.948, 5.59(d), and 25.119 of the Rules similarly require prior
Commission consent to a transfer of control or assignment of license.
11. Section 301 of the Act states that "No person shall use or operate any
apparatus for transmission of energy or communications or signal by
radio . . . except under and in accordance with the Act and with a
license in the behalf granted under the provision of this Act."
Section 5.53(a) of the Commission's rules similarly requires
Commission authorization of all radio transmitters operated in the
Experimental Radio Service.
12. DRS Technologies states that, between April 1, 2008 and January 1,
2010, DRS Technologies consummated a series of corporate transactions
which effectuated several substantial transfers and pro forma
assignments of its licenses without prior Commission consent. In
addition, DRS Technologies also states that over a period of less than
24 hours from May 11-14, 2010, DRS ICAS, LLC, operated experimental
radio facilities without Commission authority. DRS Technologies
attributes the failure to obtain timely Commission consent to
inadvertence.
IV. TERMS OF AGREEMENT
13. Adopting Order. The Parties agree that the provisions of this Consent
Decree shall be subject to final approval by the Bureau by
incorporation of such provisions by reference in the Adopting Order
without change, addition, modification, or deletion.
14. Jurisdiction. DRS Technologies agrees that the Bureau has jurisdiction
over it and the matters contained in this Consent Decree, and has the
authority to enter into and adopt this Consent Decree.
15. Effective Date; Violations. The Parties agree that this Consent Decree
shall become effective on the Effective Date. Upon release, the
Adopting Order and this Consent Decree shall have the same force and
effect as any other order of the Bureau. Any violation of the Adopting
Order or of the terms of this Consent Decree shall constitute a
separate violation of a Bureau order, entitling the Bureau to
exercise any rights and remedies attendant to the enforcement of a
Bureau order.
16. Termination of Investigation. In express reliance on the covenants and
representations in this Consent Decree and to avoid further
expenditure of public resources, the Bureau agrees to terminate its
Investigation on the Effective Date. In consideration for the
termination of the Investigation, DRS Technologies agrees to the
terms, conditions, and procedures contained herein. The Bureau further
agrees that in the absence of new material evidence, the Bureau will
not use the facts developed in the Investigation through the Effective
Date of the Consent Decree, or the existence of this Consent Decree,
to institute, on its own motion, or refer to the Commission any new
proceeding, formal or informal, or take on its own motion or refer to
the Commission, any action against DRS Technologies or Finmeccanica
concerning the matters that were the subject of the Investigation. The
Bureau also agrees that in the absence of new material evidence it
will not use the facts developed in the Investigation through the
Effective Date of this Consent Decree, or the existence of this
Consent Decree, to institute on its own motion any proceeding, formal
or informal, or to take on its own motion or refer to the Commission,
any action against DRS Technologies or Finmeccanica with respect to
their basic qualifications, including their character qualifications
to be a Commission licensee or to hold or control Commission
authorizations.
17. Compliance Plan. DRS Technologies agrees to maintain a Compliance Plan
intended to ensure future compliance with the Act, the Rules, and the
Commission's Orders. The Compliance Plan shall include, at a minimum,
the following components:
a. Compliance Officer. Within 60 calendar days of the Effective Date,
DRS Technologies will designate a Compliance Officer who will
administer the Compliance Plan, supervise DRS Technologies'
compliance with the Act and the Rules, and serve as the point of
contact on behalf of DRS Technologies for all FCC-related compliance
matters.
b. Compliance Manual. Within 60 calendar days of the Effective Date,
the Compliance Officer will develop and distribute a Compliance
Manual to employees and others who perform duties at DRS Technologies
that relate to or may relate to FCC compliance-related
responsibilities, as well as to any of such employees' immediate
managers. The Compliance Manual will include (i) an overview of the
Commission's licensing requirements, including the need for prior
approval for license assignments and transfers of control and prior
authorization to operate experimental licenses; (ii) a description of
the regulatory requirements applicable to the accurate reporting of
information in FCC applications; and (iii) instructions regarding due
diligence for filing FCC license and transfer of control
applications. DRS shall update the Compliance Manual from time to
time to reflect changes to relevant sections of the Act, Rules, and
Commission orders, and as otherwise needed.
c. Compliance Training Program. Within 90 calendar days of the Effective
Date, DRS Technologies shall provide training and compliance
materials to those employees and others who perform duties at DRS
Technologies that relate to or may relate to FCC compliance-related
responsibilities, as well such employees' immediate managers. DRS
will also provide training and compliance materials to new and
reassigned employees engaged in these activities, within 60 calendar
days after assuming these responsibilities. The Compliance Training
Program shall be provided on an annual basis. Additionally, DRS
Technologies shall update the Compliance Training Program as
necessary and appropriate to reflect changes to relevant sections of
the Act, Rules, and Commission orders, and as otherwise needed.
d. Compliance Reports. DRS Technologies will submit a Compliance Report
to the Commission 90 calendar days after the Effective Date and
annually thereafter on the anniversary of the Effective Date until
the Termination Date. Each Compliance Report will include a
certification by the Compliance Officer, as an agent of and on behalf
of DRS Technologies, stating that he/she has personal knowledge that:
(i) DRS Technologies has established operating procedures intended to
ensure compliance with the terms and conditions of this Consent
Decree and with sections 301 and 310(d) of the Act and sections
1.948, 5.53(a), 5.59(d), and 25.119 of the Rules, together with an
accompanying statement explaining the basis for the certification;
(ii) DRS Technologies has been utilizing those procedures since the
previous Compliance Report was submitted; and (iii) the Compliance
Officer is not aware of any instances of non-compliance with the
Consent Decree or those specified sections of the Act or the Rules.
The certification must comply with section 1.16 of the Rules and be
subscribed to as true under penalty of perjury in substantially the
form set forth therein. If the Compliance Officer cannot provide the
requisite certification, he/she shall provide the Commission with a
detailed explanation of: (i) any instances of non-compliance with
this Consent Decree and those specified sections of the Act and the
Rules, and (ii) the steps that DRS Technologies has taken or will
take to remedy each instance of non-compliance and to ensure future
compliance, and (iii) the schedule on which proposed remedial actions
will be taken. All Compliance Reports shall be directed to the Chief,
Investigations and Hearings Division, Enforcement Bureau, Federal
Communications Commission, 445 12th Street, S.W., Washington, D.C.
20554.
e. Termination. The requirements relating to the Compliance Plan shall
expire 36 months after the Effective Date.
18. Voluntary Contribution. DRS Technologies agrees that it will make a
voluntary contribution to the United States Treasury in the total
amount of $30,000. The payment shall be made within 30 business days
after the Effective Date of the Adopting Order. The payment shall be
made by check or similar instrument, payable to the Order of the
Federal Communications Commission. The payment must include the
Account Number and FRN referenced in the caption to the Adopting
Order. Payment by check or money Order may be mailed to Federal
Communications Commission, P.O. Box 979088, St. Louis, MO 63197-9000.
Payment by overnight mail may be sent to U.S. Bank - Government
Lockbox #979088, SL-MO-C2-GL, 1005 Convention Plaza, St. Louis, MO
63101. Payments by wire transfer may be made to ABA Number 021030004,
receiving bank TREAS/NYC, and account number 27000001. For payment by
credit card, an FCC Form 159 (Remittance Advice) must be submitted.
When completing the FCC Form 159, enter the NAL/Account number in
block number 23A (call sign/other ID), and enter the letters "FORF" in
block number 24A (payment type code). DRS Technologies will also send
electronic notification within 48 hours of the date payment is made to
Gary Schonman at Gary.Schonman@fcc.gov and to Pam Slipakoff at
Pam.Slipakoff@fcc.gov.
19. Waivers. DRS Technologies agrees to waive any and all rights it may
have to seek administrative or judicial reconsideration, review,
appeal or stay, or to otherwise challenge or contest the validity of
this Consent Decree or the Adopting Order, provided the Consent Decree
is adopted without change, addition, modification, or deletion. DRS
Technologies shall retain the right to challenge Commission
interpretation of the Consent Decree or any terms contained herein. If
either Party, or the United States on behalf of the Commission, brings
a judicial action to enforce the terms of the Adopting Order, neither
DRS Technologies nor the Commission shall contest the validity of the
Consent Decree or the Adopting Order, and DRS Technologies shall waive
any statutory right to a trial de novo. DRS Technologies hereby agrees
to waive any claims it may otherwise have under the Equal Access to
Justice Act, 5 U.S.C. S: 504 and 47 C.F.R. S: 1.1501 et seq., relating
to the matters addressed in this Consent Decree.
20. Invalidity. In the event that this Consent Decree in its entirety is
rendered invalid by any court of competent jurisdiction, it shall
become null and void and may not be used in any manner in any legal
proceeding.
21. Subsequent Rule or Order. The Parties agree that if any provision of
the Consent Decree conflicts with any subsequent rule or order adopted
by the Commission (except an order specifically intended to revise the
terms of this Consent Decree to which DRS Technologies does not
expressly consent) that provision will be superseded by such
Commission rule or order.
22. Successors and Assigns. DRS Technologies agrees that the terms and
conditions of this Consent Decree shall be binding on its successors,
assigns, and transferees.
23. Final Settlement. The Parties agree and acknowledge that this Consent
Decree shall constitute a final settlement between the Parties. The
Parties further agree that this Consent Decree does not constitute
either an adjudication on the merits or a factual or legal finding or
determination regarding any compliance or noncompliance with the
requirements of the Act or the Commission's Rules and Orders.
24. Modifications. This Consent Decree cannot be modified without the
written consent of both Parties.
25. Paragraph Headings. The headings of the paragraphs in this Consent
Decree are inserted for convenience only and are not intended to
affect the meaning or interpretation of this Consent Decree.
26. Authorized Representative. Each Party represents and warrants to the
other that it has full power and authority to enter into this Consent
Decree.
27. Counterparts. This Consent Decree may be signed in counterparts
(including by facsimile), each of which, when executed and delivered,
shall be an original, and all of which counterparts together shall
constitute one and the same fully executed instrument.
By: _________________________________ By: ____________________________
P. Michele Ellison Mark A. Dorfman
Chief, Enforcement Bureau Executive Vice President,
Federal Communications Commission General Counsel and Secretary
DRS Technologies, Inc.
Date: ______________________________ Date: ___________________________
47 U.S.C. S:S: 301, 310(d).
47 C.F.R. S:S: 1.948, 5.53(a), 5.59(d), 25.119.
47 U.S.C. S: 154(i).
47 C.F.R. S:S: 0.111, 0.311.
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Federal Communications Commission DA 11-109