8-KMaterial AgreementsFinancial EventsExhibits & Filings

NORTHROP GRUMMAN CORP /DE/ 8-K Report, Material Agreement (May 31, 2013)

Filed May 31, 2013For Securities:NOC

Summary

On May 31, 2013, Northrop Grumman Corporation (NOC) announced the successful issuance of $3 billion in aggregate principal amount of senior notes across three tranches: $850 million in 1.750% notes due 2018, $1.05 billion in 3.250% notes due 2023, and $950 million in 4.750% notes due 2043. This significant debt financing was conducted under an existing indenture, as amended by a fifth supplemental indenture executed on the same date. The issuance was managed by a syndicate of underwriters led by Citigroup Global Markets Inc., J.P. Morgan Securities LLC, RBS Securities Inc., and Wells Fargo Securities, LLC. The proceeds from this offering will contribute to the company's overall capital structure and financial flexibility. The terms of the notes include standard covenants related to liens and certain transactions, with specific details outlined in the accompanying prospectus supplement and indenture documents.

Key Highlights

  • 1Northrop Grumman issued $3 billion in senior notes, comprising $850M (1.750% due 2018), $1.05B (3.250% due 2023), and $950M (4.750% due 2043).
  • 2The debt issuance occurred on May 31, 2013, and was facilitated through a Fifth Supplemental Indenture.
  • 3The notes were sold under an Underwriting Agreement dated May 28, 2013, with major financial institutions as underwriters.
  • 4The company may redeem the notes at its option, subject to terms specified in the Final Prospectus Supplement.
  • 5The indenture includes covenants restricting the company's ability to create liens and engage in certain sale and leaseback transactions and asset sales.
  • 6This filing also incorporates information regarding the creation of a direct financial obligation by reference to Item 1.01.

Frequently Asked Questions

Northrop Grumman raised a total of $3 billion in aggregate principal amount of senior notes.

The notes have the following terms: $850 million of 1.750% Senior Notes due June 1, 2018; $1.05 billion of 3.250% Senior Notes due August 1, 2023; and $950 million of 4.750% Senior Notes due June 1, 2043.

The filing does not explicitly state the use of proceeds but implies it contributes to the company's overall capital structure and financial flexibility. Typically, such debt issuances are used for general corporate purposes, refinancing existing debt, or funding strategic initiatives.

Yes, the indenture governing the notes contains certain covenants that restrict the company's ability to create liens, engage in certain sale and leaseback transactions, and conduct specific transactions and asset sales. These covenants are subject to exceptions and qualifications.