Northrop Grumman Prices $8.25 Billion Debt Offering

10/12/17

FALLS CHURCH, Va., Oct. 10, 2017 (GLOBE NEWSWIRE) -- Northrop Grumman Corporation (NYSE:NOC) announced today 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.

Additional Information and Where to Find It

This communication may be deemed to be solicitation material in respect of the proposed acquisition of Orbital ATK by Northrop Grumman. In connection with the proposed acquisition, Orbital ATK filed a preliminary proxy statement with the SEC on October 2, 2017. Following the filing of a definitive proxy statement with the SEC, Orbital ATK will mail the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed acquisition. Stockholders of Orbital ATK are urged to read these materials (including any amendments or supplements thereto) and any other relevant documents Orbital ATK will file with the SEC in connection with the proposed acquisition when such documents become available, including Orbital ATK’s definitive proxy statement, because they will contain important information about the proposed acquisition. Investors and security holders are able to obtain the documents (once available) free of charge at the SEC’s web site, http://www.sec.gov, and from Orbital ATK by going to its investor relations web site at www.orbitalatk.com/investors.

Participants in Solicitation

Northrop Grumman and its directors and executive officers, and Orbital ATK and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of Orbital ATK shares of common stock in respect of the proposed acquisition. Information about the directors and executive officers of Northrop Grumman is set forth in the proxy statement for Northrop Grumman’s 2017 Annual Meeting of Shareholders, which was filed with the SEC on March 31, 2017. Information about the directors and executive officers of Orbital ATK is set forth in the proxy statement for Orbital ATK’s 2017 Annual Meeting of Stockholders, which was filed with the SEC on June 23, 2017. Information regarding the identity of the potential participants, and their direct or indirect interests in the proposed acquisition, by security holdings or otherwise, is set forth in the preliminary proxy statement relating to the proposed acquisition and will be set forth in the definitive proxy statement and other materials to be filed with the SEC in connection with the proposed acquisition.

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