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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): May 7, 1996
LITTON INDUSTRIES, INC.
(Exact name of registrant as specified in charter)
Delaware 1-3998 95-1775499
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
21240 Burbank Boulevard, Woodland Hills, California 91367
(Address of principal executive offices) ( Zip code)
Registrant's telephone number, including area code: (818) 598-5000
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Exhibit Index appears on Page 2
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Item 5. Other
The Registrant and an investment partnership led by J.F. Lehman & Company (the
"Seller") have amended the terms of the transaction that will be used to
complete the acquisition of Sperry Marine, Inc. by the Registrant. Under the new
agreement, the Registrant will pay approximately $158 million in cash. The
initial agreement contemplated an equivalent purchase price, a portion of which
would have been paid by the issuance of approximately 2.2 million shares of the
Registrant's common stock to the Seller.
Item 7. Exhibits
99.1 Press Release issued by the Registrant on May 7, 1996
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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/ John E. Preston
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John E. Preston
Senior Vice President
May 8, 1996
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[LITTON CORPORATE LOGO]
FOR IMMEDIATE RELEASE
LITTON AND SPERRY MARINE
AMEND ACQUISITION TERMS
WOODLAND HILLS, CA, May 7 -- Litton Industries, Inc., and an investment
partnership led by J.F. Lehman & Company have amended the terms of the
transaction by which Litton will acquire Sperry Marine, Inc. Under the new
agreement, Litton will pay approximately $158 million in cash. The initial
agreement contemplated an equivalent purchase price, a portion of which would
have been paid by the issuance of approximately 2.2 million shares of Litton
common stock to the seller.
John M. Leonis, Litton's chairman and chief executive officer,
said, "We are pleased to utilize cash for this transaction instead of issuing
additional stock, and we are enthusiastic about the new capabilities and growth
opportunities that Sperry Marine brings to Litton."
Located in Charlottesville, Virginia, Sperry Marine is a worldwide
leader in providing advanced electronic navigation and guidance systems to
commercial and military customers for marine and aircraft applications.
Operations will continue to be located in Charlottesville after the acquisition
by Litton.
Litton is a leader in worldwide technology markets for
advanced electronic and defense systems, and is a major designer and builder of
surface combat ships for the U.S. Navy and allied nations.
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5/7/96 4404
For information call: Kathleen Wailes (818) 598-2026
