8-KOther EventsExhibits & Filings

NORTHROP GRUMMAN CORP /DE/ 8-K Report, Corporate Update (Jul 29, 2008)

Filed July 29, 2008For Securities:NOC

Summary

Northrop Grumman Corporation (NOC) has filed this 8-K to restate and present updated segment information and the impact of a recent divestiture. These changes are primarily to comply with SEC requirements for registration statements, ensuring that previously issued financial data reflects the company's current organizational structure and material changes. The company has realigned its business segments twice in 2008. First, certain businesses were moved from Electronics to Mission Systems in Q1 2008. Subsequently, in Q2 2008, missile programs and assets were transferred from Mission Systems to the Space Technology segment (now integrated into Aerospace). Additionally, Northrop Grumman completed the sale of its Electro-Optical Systems business for $175 million in April 2008, recognizing a small after-tax gain. The operating results of this divested business are now presented as discontinued operations.

Key Highlights

  • 1Northrop Grumman is recasting previously filed financial statements in its 2007 Form 10-K to reflect changes in its reporting segments.
  • 2In Q1 2008, the company moved businesses from the Electronics segment to the Mission Systems segment.
  • 3In Q2 2008, missile programs and assets were transferred from Mission Systems to the Space Technology segment, aligning with Aerospace growth strategy.
  • 4The company sold its Electro-Optical Systems business for $175 million cash in April 2008.
  • 5The divested Electro-Optical Systems business is now reported as discontinued operations.
  • 6This filing is primarily for SEC compliance, ensuring registration statements reflect current segment information and disposals.

Frequently Asked Questions

Northrop Grumman is filing this 8-K primarily to comply with SEC regulations. It is restating and presenting updated segment information and the results of a divestiture to ensure that any registration statements filed under the Securities Act of 1933 accurately reflect the company's current reporting structure and material changes.

In the first quarter of 2008, certain businesses were transferred from the Electronics segment to the Mission Systems segment. In the second quarter of 2008, the company transferred missile programs and assets from the Mission Systems segment to the Space Technology segment, integrating them into the Aerospace business.

Yes, in April 2008, Northrop Grumman sold its Electro-Optical Systems business, which was formerly part of the Electronics segment, for $175 million in cash to L-3 Communications Corporation. The operating results of this business are now presented as discontinued operations.

This 8-K includes revised portions of the company's 2007 Form 10-K, specifically Item 6 (Selected Financial Data), Item 7 (Management's Discussion and Analysis of Financial Condition and Results of Operations), and Item 8 (Financial Statements and Supplementary Data). It also includes Management's Report on Internal Control Over Financial Reporting and the related Report of Independent Registered Public Accounting Firm.