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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): July 11, 1994
LITTON INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C> <C>
Delaware 1-3998 95-1775499
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
</TABLE>
360 North Crescent Drive, Beverly Hills, California 90210
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 859-5000
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Exhibit Index appears on Page 2
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Item 5. Other Events
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On July 11, 1994, Litton Industries, Inc. (the "Company" or
"Registrant") effected an in-substance defeasance of its 12 5/8%
Subordinated Debentures in the principal amount of $435.8 million due
July 1, 2005. The Company has purchased approximately $489 million face value
in U.S. Government Obligations and deposited them in an irrevocable trust to
provide for the redemption of the subordinated debentures, according to their
terms, on July 1, 1995 at 104.2% of their principal amount, plus accrued
interest. Due to this in-substance defeasance, results for the fourth quarter
ending July 31, 1994 will include an extraordinary loss on early debt
extinguishment of $30.7 million, net of taxes.
Item 7. Exhibits
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Exhibit 99: Press Release issued by the Registrant on July 11, 1994 . . . Page 4
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SIGNATURE
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.
LITTON INDUSTRIES, INC.
(Registrant)
By /s/Carol A. Wiesner
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Carol A. Wiesner
Vice President and Controller
July 12, 1994
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EXHIBIT 99
LITTON
Corporate Litton Industries, Inc.
360 North Crescent Drive
Beverly Hills, California
90210-4867
Tel 310 859-5907
Fax 310 859-5940
NYSE Symbol: LIT
FOR IMMEDIATE RELEASE NEWS RELEASE
Robert S. Knapp
Director, Public Relations
LITTON COMPLETES DEFEASANCE OF
$436 MILLION IN SUBORDINATED NOTES
BEVERLY HILLS, CA, July 11 -- Litton Industries, Inc. today announced
that it has effected an in-substance defeasance, as of July 11, 1994, of the
entire issue of $436 million principal of 12-5/8% Subordinated Debentures due
July 1, 2005. The company has deposited U.S. Government Obligations in an
irrevocable trust with The Bank of New York in an amount sufficient to provide
for the redemption of the subordinated debentures on July 1, 1995, according to
their terms, at 104.20% of their principal amount, plus accrued interest. As a
result of the defeasance, Litton will recognize an extraordinary charge on debt
redemption of approximately $31 million, net of taxes in the fiscal quarter
ending July 31, 1994.
John M. Leonis, president and chief executive officer of Litton, said,
"The extinguishment of this debt will remove a significant amount of net
interest costs from our fiscal 1995 financial results, a savings that otherwise
would not have been achieved until fiscal 1996 under the terms of the
debentures. We do not expect the debt defeasance to hinder our participation
through acquisitions in the consolidation of the defense industry."
Litton is a leader in worldwide technology markets for advanced electronic
and defense systems and a major designer and builder of surface combat ships
for the U.S. Navy and allied nations.
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7/11/94 4297
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