8-K/AOther EventsExhibits & Filings

NORTHROP GRUMMAN CORP /DE/ 8-K/A Report, Corporate Update (Apr 7, 2008)

Filed April 7, 2008For Securities:NOC

Summary

This filing is an amendment to a previous 8-K and serves to confirm the completion of Northrop Grumman Corporation's redemption of its Series B Convertible Preferred Stock. The redemption was completed on April 4, 2008. Investors who held this preferred stock received shares of Northrop Grumman's common stock in exchange. This action effectively retired the preferred stock and increased the number of outstanding common shares. The amendment provides details on the redemption process, including the conversion ratio and the total number of common shares issued as a result of both the redemption and prior elections by preferred stockholders to convert their shares. For investors, this event signifies a change in the capital structure and potentially impacts earnings per share due to the increased number of common shares outstanding.

Key Highlights

  • 1Northrop Grumman Corporation completed the redemption of its Series B Convertible Preferred Stock on April 4, 2008.
  • 2Holders of Series B Convertible Preferred Stock received 1.299246 shares of common stock for each share of preferred stock redeemed.
  • 3Approximately 17,947 shares of preferred stock were redeemed.
  • 4An estimated 23,300 shares of common stock were issued as part of the redemption.
  • 5Prior to redemption, approximately 6,345,000 shares of common stock were issued from the conversion of 3,482,053 shares of preferred stock.
  • 6In total, approximately 6,368,300 shares of common stock were issued due to the combined redemption and conversion activity.
  • 7This filing amends a prior report filed on February 21, 2008.

Frequently Asked Questions

This filing is an amendment to a previous 8-K report and serves to confirm the completion of Northrop Grumman's redemption of its Series B Convertible Preferred Stock, which occurred on April 4, 2008. It provides updated details on the number of shares issued.

Holders of the Series B Convertible Preferred Stock received shares of Northrop Grumman's common stock in exchange for their preferred stock. The redemption ratio was 1.299246 shares of common stock per share of preferred stock.

The company issued approximately 6,368,300 shares of common stock in total due to both the redemption of preferred stock and prior conversions of preferred stock into common stock.

This filing is an amendment because it updates and confirms information previously reported in a Form 8-K filed on February 21, 2008. Specifically, it provides the final details on the completion of the preferred stock redemption.