TRW INC
8-K, 2000-01-24
MOTOR VEHICLE PARTS & ACCESSORIES
Previous: TRINITY INVESTMENT MANAGEMENT CORP, 13F-HR, 2000-01-24
Next: VALMONT INDUSTRIES INC, SC 13G/A, 2000-01-24



<PAGE>   1



                       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


       Date of report (Date of earliest event reported): January 24, 2000
                                                        -------------------


                                    TRW Inc.
               --------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



         Ohio                           1-2384                   34-0575430
    ---------------             ------------------------     ------------------
    (State or Other             (Commission File Number)      (I.R.S. Employer
    Jurisdiction of                                          Identification No.)
    Incorporation)


                    1900 Richmond Road, Cleveland, Ohio 44124
                    -----------------------------------------
               (Address of Principal Executive Offices) (Zip Code)



               Registrant's telephone number, including area code:
                                 (216) 291-7000



                                       N/A
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)




<PAGE>   2




Item 5. Other Events

         On January 24, 2000, TRW Inc. issued a press release announcing that it
         will redeem the stock purchase rights issued pursuant to the Rights
         Agreement dated as of April 24, 1996. The full text of the press
         release issued by TRW is filed as Exhibit 99 and is incorporated herein
         by reference.

Item 7. Financial Statements and Exhibits

          (b)   Exhibits

                99  TRW Inc.'s press release dated January 24, 2000.





                                       2
<PAGE>   3




                                   SIGNATURES

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.




                                    TRW INC.


Date: January 24, 2000                    By: /s/ William B. Lawrence
                                             -----------------------------
                                              William B. Lawrence
                                              Executive Vice President, General
                                              Counsel and Secretary






                                       3

<PAGE>   4




                                INDEX TO EXHIBITS


EXHIBIT                    DESCRIPTION OF EXHIBIT

     99         TRW Inc.'s press release dated January 24, 2000.






                                       4


<PAGE>   1



                                                                      Exhibit 99



News Release                       TRW Inc.                           [TRW Logo]
                                   1900 Richmond Road
                                   Cleveland, OH  44124

- -------------------------------------------------------------------------------
For Immediate Release              Contact
                                   Jay McCaffrey
                                   216.291.7428


TRW ANNOUNCES REDEMPTION OF 'POISON PILL' RIGHTS


CLEVELAND, January 24, 2000 -- TRW Inc. (NYSE: TRW) today announced that it will
redeem the stock purchase rights issued pursuant to the Rights Agreement dated
as of April 24, 1996, commonly known as a "poison pill." In redeeming the
rights, the Board authorized a one-time payment to stockholders of $.005 per
common share, which will be paid on March 15, 2000, to stockholders of record on
February 11, 2000, in addition to the Company's previously announced quarterly
dividend payment of $.33 per share.

Shareholders do not have to take any action to receive the redemption payment
and do not have to exchange their stock certificates.

TRW provides advanced technology products and services for the automotive,
aerospace, and information systems markets. The company's news releases are
available through TRW's corporate Web site (http://www.trw.com).



                                       ###




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission