Northrop Grumman Corporation has announced that it has priced a $8.25 billion underwritten public offering of senior unsecured notes.
The notes include:
$1.0 billion of 2.08% Senior Notes due 2020 (the “2020 Notes”)
$1.5 billion of 2.55% Senior Notes due 2022 (the “2022 Notes”)
$1.5 billion of 2.93% Senior Notes due 2025 (the “2025 Notes”)
$2.0 billion of 3.25% Senior Notes due 2028 (the “2028 Notes”)
$2.25 billion of 4.03% Senior Notes due 2047 (the “2047 Notes”)
Northrop Grumman intends to use the net proceeds of the offering, together with cash on hand, to finance Northrop Grumman’s previously announced acquisition of Orbital ATK, Inc. (the “Orbital ATK Acquisition”) and to pay related fees and expenses.
If the Orbital ATK Acquisition is not consummated on or prior to Dec. 17, 2018, or if the merger agreement relating to the Orbital ATK Acquisition is terminated prior to such date, then, in either case, Northrop Grumman will be required to redeem the 2020 Notes, 2022 Notes, 2025 Notes and 2047 Notes in a special mandatory redemption.
If the Orbital ATK Acquisition is not consummated, Northrop Grumman expects to use the net proceeds from the offering of the 2028 Notes for general corporate purposes, including debt repayment, share repurchases, pension plan funding, acquisitions and working capital.
The 2028 Notes will not be subject to a special mandatory redemption.