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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 8, 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): June 30, 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
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (818) 598-5000
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Item 5. OTHER EVENTS
As previously reported in the Company's Quarterly Report on Form 10-Q for the
period ended April 30, 1999, the United States Attorney's Office for the Central
District of California had been conducting an investigation of certain payments
by the Company's subsidiaries to foreign consultants and the reporting of those
payments to the United States Government.
On June 30, 1999, two of the Company's subsidiaries entered into a voluntary
settlement agreement with the United States Attorney's Office for the Central
District of California under which a total of $18.5 million in fines,
restitution, and reimbursement of costs of the investigation was paid. Although
the Company believed there were meritorious defenses, this settlement was
determined to be in its best interests.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press Release issued by the Registrant on June 30, 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: July 8, 1999 By: /s/ CAROL A. WIESNER
-------------------------------
Carol A. Wiesner
Vice President and Controller
EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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99.1 Press Release issued by the Registrant on June 30, 1999
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[LITTON LETTERHEAD]
FOR IMMEDIATE RELEASE INVESTOR CONTACT:
Denny McSweeny
(818)598-5495
MEDIA CONTACT:
Randy Belote
(703) 413-1521
LITTON INDUSTRIES, INC. ANNOUNCES SETTLEMENT AGREEMENT
WOODLAND HILLS, CA. June 30, 1999 ... Litton Industries, Inc. (NYSE:LIT)
announced today that its Canadian subsidiary and one of its U.S. divisions have
entered into a voluntary settlement agreement with the United States Attorney's
Office for the Central District of California to resolve allegations related to
the employment of foreign sales agents.
Under the agreement, Litton Systems Canada Limited, a Canadian subsidiary,
will plead to three counts and pay $16.5 million in fines as well as $2 million,
in part as reimbursement for the cost of the eight-year investigation. Litton's
Applied Technology division in San Jose, California, also will plead to the same
single count of conspiracy as the Canadian corporation. The plea agreement
involves two unrelated incidents that occurred over the past 15 years in which
the two entities in essence violated a United States regulation related to
financing foreign sales and a Taiwan internal policy regarding payments to
international consultants. The U.S. Government did not suffer any monetary
loss from the actions set forth in this plea.
-more-
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-2-
Although Litton believed it had meritorious defenses, this settlement,
relating to past conduct, was determined to be in the company's best interests.
This action allows the company to put this matter behind it and focus on serving
its customers and shareholders. Additionally, the U.S. Attorney has stated in
writing that Litton has taken responsible and appropriate action regarding the
issues.
Litton, as part of its ongoing compliance program, has reviewed and
improved its internal training and controls to ensure compliance with all
foreign and domestic reporting requirements. The company continually monitors
and improves its strong program of internal controls and compliance.
Litton is a leader in worldwide technology markets for advanced
electronic, defense and information systems, and is major designer and builder
of surface combatant ships for the U.S. Navy and allied nations.
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