Northrop Grumman 2009 Annual Report Download - page 82

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On February 21, 2007, the company’s board of directors approved an increase to the quarterly common stock
dividend, from $.30 per share to $.37 per share, effective with the first quarter 2007 dividends.
Conversion of Preferred Stock – On February 20, 2008, the company’s board of directors approved the redemption
of the 3.5 million shares of mandatorily redeemable convertible preferred stock on April 4, 2008. Prior to the
redemption date, substantially all of the preferred shares were converted into common stock at the election of
stockholders. All remaining unconverted preferred shares were redeemed by the company on the redemption
date. As a result of the conversion and redemption, the company issued approximately 6.4 million shares of
common stock.
4. BUSINESS ACQUISITIONS
2009 – In April 2009, the company acquired Sonoma Photonics, Inc., as well as assets from Swift Engineering’s
Killer Bee Unmanned Air Systems product line for an aggregate amount of approximately $33 million in cash.
The operating results of these businesses are reported in the Aerospace Systems segment from the date of
acquisition. The assets, liabilities, and results of operations of these businesses were not material to the company’s
consolidated financial position or results of operations, and thus pro-forma financial information is not presented.
2008 – In October 2008, the company acquired 3001 International, Inc. (3001 Inc.) for approximately
$92 million in cash. 3001 Inc. provides geospatial data production and analysis, including airborne imaging,
surveying, mapping and geographic information systems for U.S. and international government intelligence,
defense and civilian customers. The operating results of 3001 Inc. are reported in the Information Systems
segment from the date of acquisition. The assets, liabilities, and results of operations of 3001 Inc. are not material
to the company’s consolidated financial position or results of operations, and thus pro-forma information is not
presented.
2007 – During the third quarter of 2007, the company acquired Xinetics Inc. and the remaining 61 percent of
Scaled Composites, LLC for an aggregate amount of approximately $100 million in cash. The operating results of
these businesses are reported in the Aerospace Systems segment from the date of acquisition. The assets,
liabilities, and results of operations of these businesses were not material to the company’s consolidated financial
position or results of operations, and thus pro-forma information is not presented.
In July 2007, the company and Science Applications International Corporation (SAIC) reorganized the AMSEC,
LLC, joint venture (AMSEC), by dividing AMSEC along customer and product lines. AMSEC is a full-service
supplier that provides engineering, logistics and technical support services primarily to Navy ship and aviation
programs. Under the reorganization plan, the company retained the ship engineering, logistics and technical
service businesses under the AMSEC name (the AMSEC Businesses) and, in exchange, SAIC received the
aviation, combat systems and strike force integration services businesses from AMSEC (the Divested Businesses).
This reorganization was treated as a step acquisition for the acquisition of SAIC’s interests in the AMSEC
Businesses, with the company recognizing a pre-tax gain of $23 million for the effective sale of its interests in the
Divested Businesses. From the date of this reorganization, the operating results of the AMSEC Businesses, and
transaction gain, have been reported on a consolidated basis in the Shipbuilding segment from the date of this
reorganization. Prior to the reorganization, the company accounted for AMSEC, LLC, under the equity method.
The assets, liabilities, and results of operations of the AMSEC Businesses were not material to the company’s
consolidated financial position or results of operations, and thus pro-forma information is not presented.
In January 2007, the company acquired Essex Corporation (Essex) for approximately $590 million in cash,
including the assumption of debt totaling $23 million. Essex provides signal processing services and products, and
advanced optoelectronic imaging for U.S. government intelligence and defense customers. The operating results
of Essex are reported in the Information Systems segment from the date of acquisition. The assets, liabilities, and
results of operations of Essex were not material to the company’s consolidated financial position or results of
operations, and thus pro-forma information is not presented.
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NORTHROP GRUMMAN CORPORATION
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