NORTHROP GRUMMAN CORPORATION (NYSE:NOC) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry Into a Material Definitive Agreement
Item 1.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Item 1.01 Financial Statements and Exhibits
EXHIBIT INDEX
EXHIBIT 10.1
Item 1.01. Entry into a Material Definitive Agreement.
On August 17, 2018, Northrop Grumman Corporation (the “Company”) entered into a five-year senior unsecured revolving credit facility in an aggregate principal amount of $2billion under a credit agreement (the “Credit Agreement”), among the Company, as borrower, Northrop Grumman Systems Corporation, a wholly owned subsidiary of the Company, as guarantor, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The Credit Agreement replaces the Company’s existing five-year revolving credit facility in an aggregate principal amount of $1.6 billion entered into on July 8, 2015. The revolving credit facility established under the Credit Agreement is intended to support the Company’s commercial paper program and other general corporate purposes.
The Credit Agreement contains customary terms and conditions, including covenants restricting the Company’s ability to sell all or substantially all of its assets, merge or consolidate with another entity or undertake other fundamental changes and incur liens. The Company also cannot permit the ratio of its consolidated debt to capitalization (as those terms are defined under the Credit Agreement) to exceed 65 percent. The Credit Agreement contains customary events of default (subject to applicable grace and notice periods), including defaults based on (1) the nonpayment of principal, interest or fees when due, (2) the failure of representations and warranties to be correct in any material respect, (3) the failure to observe or perform any other covenant or agreement contained in the Credit Agreement, (4) cross-defaults with other debt resulting in the acceleration of the maturity thereof, (5)certain bankruptcy and insolvency events, (6) certain events occurring under the Employee Retirement Income Security Act and (7) a change of control.
The foregoing description of the Credit Agreement is qualified in its entirety by reference to the Credit Agreement, which is filed as Exhibit 10.1 hereto. Some of the lenders under the Credit Agreement or their respective affiliates have from time to time performed various financial services for us, including advisory, commercial banking, investment banking and hedging services, in the ordinary course of their respective businesses.
Item 1.01. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01 above is incorporated herein in its entirety.
Item 1.01. Financial Statements and Exhibits.
(d)Exhibits
|
ExhibitNo. |
Description |
|
Exhibit10.1 |
Credit Agreement, dated as of August 17, 2018, among Northrop Grumman Corporation, as borrower, Northrop Grumman Systems Corporation, as guarantor, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. |
NORTHROP GRUMMAN CORP /DE/ ExhibitEX-10.1 2 ex10-1.htm CREDIT AGREEMENT Exhibit 10.1 EXECUTION VERSION Deal CUSIP: 66681KAL6 Facility CUSIP: 66681KAM4 CREDIT AGREEMENT dated as of August 17,…To view the full exhibit click here
About NORTHROP GRUMMAN CORPORATION (NYSE:NOC)
Northrop Grumman Corporation (Northrop Grumman) is a global security company. The Company provides systems, products and solutions in unmanned systems; cyber; command, control, communications and computers (C4), intelligence, surveillance, and reconnaissance (C4ISR); strike aircraft, and logistics and modernization to Government and commercial customers across the world. The Company operates through four segments: Aerospace Systems, Electronic Systems, Information Systems and Technical Services. It offers a portfolio of capabilities and technologies that enable it to deliver systems and solutions for applications. The Company participates in defense and government programs in the United States and abroad. The Company conducts business with the United States Government, the Department of Defense (DoD) and intelligence community. The Company also conducts business with local, state and foreign Governments, and domestic and international commercial customers.
