On July 2, 2012, Kratos Defense & Security Solutions, Inc. (the "Company") completed the previously announced acquisition (the "Acquisition") of Composite Engineering, Inc., a California corporation ("CEI"), pursuant to that certain Stock Purchase Agreement, dated as of May 8, 2012, by and among the Company, CEI, the shareholders of CEI (the "CEI Shareholders"), and Amy Fournier, in her capacity as shareholder representative thereunder (the "Stock Purchase Agreement"). Upon completion of the Acquisition, CEI became a wholly owned subsidiary of the Company.

Pursuant to the terms of the Stock Purchase Agreement, the Company acquired all of the issued and outstanding shares of common stock of CEI for an aggregate purchase price of $155.0 million, of which $135.0 million was paid in cash, subject to adjustments for working capital and certain transaction expenses incurred by CEI, and $20.0 million was paid in shares of the Company's common stock. The number of shares of the Company's common stock issued to the CEI Shareholders was based on the issue price of the Company's common stock in its underwritten public offering pursuant to a prospectus supplement filed with the Securities and Exchange Commission (the "SEC") on May 10, 2012. The shares of the Company's common stock that were issued to the CEI Shareholders were issued in reliance upon an exemption from the registration requirements under the Securities Act of 1933, as amended, pursuant to Section 4(2) thereof.

The foregoing descriptions of the Stock Purchase Agreement and the Acquisition are not complete and are subject to, and qualified in their entirety by, the full text of the Stock Purchase Agreement, a copy of which is attached hereto as Exhibit 2.1 and the terms of which are incorporated herein by reference.

Item 3.01 Unregistered Sale of Equity Securities.

The information required to be reported under this Item is incorporated by reference to Item 2.01 of this Current Report on Form 8-K.

On July 2, 2012, the Company issued a press release announcing the completion of the Acquisition and certain organizational changes. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

(a) Financial Statements of Businesses Acquired

The financial statements required by this Item 9.01(a) will be filed by amendment to this Current Report on Form 8-K not later than 71 calendar days after the date on which this Current Report on Form 8-K is required to be filed.

(b) Pro Forma Financial Information

The pro forma financial statements required by this Item 9.01(b) will be filed by amendment to this Current Report on Form 8-K not later than 71 calendar days after the date on which this Current Report on Form 8-K is required to be filed.

(d) Exhibits

Exhibit
Number   Description
2.1†     Stock Purchase Agreement, dated May 8, 2012, by and
         among the Company, CEI, the shareholders of CEI and Amy
         Fournier, the shareholders representative (incorporated
         by reference to Exhibit 2.1 of the Current Report on
         Form 8-K filed with the SEC on May 8, 2012 (File No.
         001-34460)).
99.1     Press Release, dated July 2, 2012, announcing the
         completion of the Acquisition and certain organizational
         changes.

† Certain schedules and exhibits referenced in this document have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished supplementally to the SEC upon request.