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EX-99 - EX-99 - NORTHROP GRUMMAN CORP /DE/ | v54291exv99.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 8, 2009
Northrop Grumman Corporation
(Exact name of registrant as specified in its charter)
DELAWARE (State or other jurisdiction of incorporation) |
1-16411 (Commission File Number) |
95-4840775 (IRS Employer Identification No.) |
1840 Century Park East, Los Angeles, CA 90067
(Address of principal executive offices) (Zip Code)
(Address of principal executive offices) (Zip Code)
(310) 553-6262
Registrants telephone number, including area code
Registrants 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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 8.01. | Other Events. |
On November 8, 2009, Northrop Grumman Corporation (the Company) issued a press release
announcing that it has signed an agreement to sell TASC, Inc., the Companys advisory services
business, for $1.65 billion in cash to an investor group led by General Atlantic LLC and affiliates
of Kohlberg Kravis Roberts & Co. L.P. The transaction is expected to generate net cash proceeds,
after taxes, of approximately $1.1 billion. Completion of the transaction is subject to customary
regulatory conditions, including Hart-Scott-Rodino approval. The transaction is expected to close
by the end of 2009. The Company also announced in the press release that its Board of Directors
has separately approved an increase of $1.1 billion to the Companys prior $2.5 billion share
repurchase authorization, on which approximately $280 million remained at the end of the third
quarter of 2009. The Company expects to use the net proceeds from the sale of TASC, Inc. to
repurchase shares of the Companys common stock. The press release dated November 8, 2009
announcing the agreement to sell TASC, Inc. and the increase in the Companys share repurchase
program is furnished as Exhibit 99.
ITEM 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
Furnished | ||
Exhibit 99
|
Press release dated November 8, 2009 |
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Signature(s)
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 hereunto duly authorized.
Northrop Grumman Corporation (Registrant) |
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Date: November 10, 2009 | By: | /s/ Joseph F. Coyne, Jr. |
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(Signature) | ||||
Joseph F. Coyne, Jr. Corporate Vice President, Deputy General Counsel and Secretary |
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Exhibit Index
Exhibit No. | Description of Exhibit | |
Exhibit 99 Furnished
|
Press release dated November 8, 2009 |
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