Northrop Grumman
Corporation announced today it has filed notification with the
U.S. Department of Justice and the Federal Trade Commission of its intention
to acquire TRW Inc. , in compliance with the premerger notification
requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
Northrop Grumman announced on Feb. 22, 2002, that it had sent a letter to
TRW, Inc. offering to negotiate a proposed transaction in which the TRW
shareholders would receive a number of shares of common stock of Northrop
Grumman equal to $47.
On March 3, 2002, Northrop Grumman announced it had commenced an exchange
offer for all outstanding shares of common stock and preference stock of TRW
Inc.
Northrop Grumman Corporation is an $18 billion, global defense company
with its worldwide headquarters in Los Angeles.
Northrop Grumman provides
technologically advanced, innovative products, services and solutions in
defense and commercial electronics, systems integration, information
technology and nuclear and non-nuclear shipbuilding and systems.
With nearly
100,000 employees and operations in 44 states and 25 countries, Northrop
Grumman serves U.S. and international military, government and commercial
customers.
THIS ANNOUNCEMENT IS NEITHER AN OFFER TO PURCHASE NOR A SOLICITATION OF AN
OFFER TO SELL SHARES OF TRW INC.
THE EXCHANGE OFFER DOCUMENTS (INCLUDING THE
PROSPECTUS, THE RELATED LETTERS OF TRANSMITTAL AND OTHER EXCHANGE OFFER
DOCUMENTS, INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) FILED BY NORTHROP
GRUMMAN WITH THE SEC CONTAIN IMPORTANT INFORMATION THAT SHOULD BE READ
CAREFULLY BEFORE ANY DECISION IS MADE WITH RESPECT TO THE EXCHANGE OFFER.
THESE EXCHANGE OFFER DOCUMENTS WILL BE MADE AVAILABLE AT NO CHARGE TO ALL TRW
STOCKHOLDERS.
THESE EXCHANGE OFFER DOCUMENTS ALSO WILL BE AVAILABLE AT NO
CHARGE AT THE SEC’S WEBSITE AT WWW.SEC.GOV.
