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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 5, 1999
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): August 2, 1999
LITTON INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-3998 95-1775499
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
21240 BURBANK BOULEVARD
WOODLAND HILLS, CALIFORNIA 91367-6675
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (818) 598-5000
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Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On August 2, 1999, Litton Industries, Inc. completed the acquisition of
Avondale Industries, Inc. ("Avondale") for $39.50 per share in cash or
approximately $529 million in the aggregate. Avondale designs, builds, and
overhauls ships for the U.S. Navy, the U.S. Coast Guard, and commercial
customers.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press Release issued by the Registrant on August 2, 1999
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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 thereunto duly authorized.
LITTON INDUSTRIES, INC.
Date: August 5, 1999 By: /s/ Carol A. Wiesner
-----------------------------
Carol A. Wiesner
Vice President and Controller
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Press Release issued by the Registrant on August 2, 1999
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[LITTON LETTERHEAD]
FOR IMMEDIATE RELEASE CONTACTS:
For media:
Randy Belote
(818)598-5182
For investors:
Spencer Davis
(818)598-5495
LITTON ANNOUNCES COMPLETION OF AVONDALE ACQUISITION
WOODLAND HILLS, CA, August 02, 1999...Litton Industries, Inc. [LIT:NYSE]
today announced the completion of its acquisition of Avondale Industries, Inc.
[NASDAQ/NMS:AVDL] for $39.50 per share in an all cash transaction valued at
approximately $529 million in the aggregate. Shareholders of Avondale approved
the merger at a special meeting held on Tuesday July 27, 1999.
Avondale, based in New Orleans, Louisiana, designs, builds and overhaul ships
for the U.S. Navy, the U.S. Coast Guard and commercial customers. Avondale had
revenues of approximately $750 million for the year ended December 31, 1998 and
employs almost 6,000 people.
"We are delighted to welcome Avondale and its employees to Litton," said
Michael R. Brown, Litton chairman, president and chief executive officer. "The
merger with Avondale significantly broadens Litton's market coverage in both
military surface combatants and commercial ships. We are committed to
positioning Litton for growth in the shipbuilding market and the addition of
Avondale enhances our reputation as a world-class shipbuilder," Mr. Brown said.
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The newly created Litton Ship Systems organization, which will include
Avondale and Ingalls Shipbuilding, will have combined revenues of approximately
$1.8 billion in the shipbuilding and ship modernization market and, with its
17,000 employees, it will be capable of producing any class of non-nuclear ship
for military or commercial customers.
Litton is a leader in worldwide technology markets for advanced
electronic, defense and information systems, and designs, builds and overhauls
ships for military and commercial customers.
