Northrop Grumman 2012 Annual Report Download - page 28

NORTHROP GRUMMAN CORPORATION
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The spin-off of our former Shipbuilding business may expose us to potential claims and liabilities.
In connection with the spin-off transaction, we entered into a number of agreements with HII setting forth certain
rights and obligations of the parties after the separation. For example, under the Separation and Distribution
Agreement, from and after the spin-off transaction, each of HII and Northrop Grumman is generally responsible for
the debts, liabilities and other obligations related to the business or businesses that it owns and operates following
the consummation of the spin-off. It is possible that a court would disregard the allocation agreed to between us and
HII, and require that we assume responsibility for certain obligations allocated to HII (for example, tax and/or
environmental liabilities), particularly if HII were to refuse or were unable to pay or perform such obligations.
In addition, third parties could seek to hold us responsible for any of the liabilities or obligations for which HII has
agreed to be responsible and/or to indemnify us, directly or indirectly. The indemnity related rights we have under
our agreements with HII may not be sufficient to protect us against such liabilities. Even if we ultimately succeed in
recovering from HII or the U.S. Government any amounts for which we are held liable, we may be required to
record these losses ourselves until such time as the indemnity contribution is paid. In addition, certain indemnities
that we may be required to provide HII are not subject to a cap, may be significant, and could negatively impact our
business. These risks could negatively affect our business and could have a material adverse effect on our financial
position, results of operations, or cash flows.
Item 1B. Unresolved Staff Comments
None.
FORWARD-LOOKING STATEMENTS AND PROJECTIONS
This Form 10-K and the information we are incorporating by reference contain statements, other than statements of
historical fact, that constitute “forward-looking statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Words such as “expect,” “intend,” “may,” “could,” “plan,” “project,” “forecast,” “believe,”
“estimate,” “outlook,” “anticipate,” “trends” and similar expressions generally identify these forward-looking
statements. Forward-looking statements are based upon assumptions, expectations, plans and projections that we
believe to be reasonable when made. These statements are not guarantees of future performance and inherently
involve a wide range of risks and uncertainties that are difficult to predict. Specific factors that could cause actual
results to differ materially from those expressed or implied in the forward-looking statements include, but are not
limited to, those identified under Risk Factors in Part I, Item 1A and other important factors disclosed in this report
and from time to time in our other filings with the SEC.
You are urged to consider the limitations on, and risks associated with, forward-looking statements and not unduly
rely on the accuracy of predictions contained in such forward-looking statements. These forward-looking statements
speak only as of the date this report is first filed or, in the case of any document incorporated by reference, the date
of that document. We undertake no obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise, except as required by applicable law.
Item 2. Properties
At December 31, 2012, we owned or leased approximately 35 million square feet of floor space at approximately
513 separate locations, primarily in the U.S., for manufacturing, warehousing, research and testing, administration
and various other uses. At December 31, 2012, we leased to third parties approximately 549,000 square feet of our
owned and leased facilities, and had vacant floor space of approximately 357,000 square feet.
At December 31, 2012, we had major operations at the following locations:
AEROSPACE SYSTEMS
Carson, El Segundo, Manhattan Beach, Mojave, Palmdale, Redondo Beach, and San Diego, CA; Melbourne and St.
Augustine, FL; Devens, MA; Bethpage, NY.
ELECTRONIC SYSTEMS
Azusa, Sunnyvale and Woodland Hills, CA; Norwalk, CT; Apopka, FL; Rolling Meadows, IL; Annapolis, Elkridge,
Halethorpe, Linthicum and Sykesville, MD; Williamsville, NY; Cincinnati, OH; Salt Lake City, UT; and
Charlottesville, VA. Locations outside the U.S. include United Kingdom, France, Germany, and Italy.