-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Syjw+lCVHl3iSmL8iBrlVVCbn/dWUu+4+bXe4XJyWvPKewMN/Lan3Jw4e5TULvkO rLXJnAO0BZs/0euV5dE3Pg== 0000950152-99-009336.txt : 19991124 0000950152-99-009336.hdr.sgml : 19991124 ACCESSION NUMBER: 0000950152-99-009336 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991123 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRW INC CENTRAL INDEX KEY: 0000100030 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 340575430 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-02384 FILM NUMBER: 99762907 BUSINESS ADDRESS: STREET 1: 1900 RICHMOND RD CITY: CLEVELAND STATE: OH ZIP: 44124 BUSINESS PHONE: 2162917000 MAIL ADDRESS: STREET 1: 1900 RICHMOND ROAD CITY: CLEVELAND STATE: OH ZIP: 44124 8-K 1 TRW INC. 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 23, 1999 ----------------- TRW Inc. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Ohio 1-2384 34-575430 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation ) File Number) Identification Number) 1900 Richmond Road, Cleveland, OH 44124 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (216) 291-7000 -------------- - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 2 Item 5. Other Events On November 23, 1999, TRW Inc. (the "Company") issued a press release announcing that it had entered into an agreement for the sale of its Lucas Diesel Systems and associated aftermarket business to Delphi Automotive Systems. In the press release, the Company also reported on the status of its efforts to reduce debt related to its acquisition of LucasVarity. A copy of the press release is attached as Exhibit 99 and is incorporated herein by reference. Item 7. Financial Statements and Exhibits (a) Not applicable. (b) Not applicable. (c) Exhibits. (99) Press release issued by TRW Inc., dated November 23, 1999. 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TRW Inc. By: /s/ Kathleen A. Weigand --------------------------------- Kathleen A. Weigand Assistant General Counsel and Assistant Secretary DATE: November 23, 1999 4 EXHIBIT INDEX Exhibit Number Description - -------------- ----------- (99) Press release issued by TRW Inc., dated November 23, 1999. EX-99 2 EXHIBIT 99 1 Exhibit 99 NEWS RELEASE TRW Inc. TRW 1900 Richmond Road Cleveland, Ohio 44124 - -------------------------------------------------------------------------------- For Immediate Release Contact Jay A. McCaffrey 216.291.7179 TRW DIVESTS DIESEL SYSTEMS BUSINESS; REPORTS ON REDUCTION OF ACQUISITION-RELATED DEBT CLEVELAND, November 23, 1999 -- TRW Inc. (NYSE: TRW) today announced that it has entered into an agreement for the sale of its Lucas Diesel Systems and associated aftermarket business to Delphi Automotive Systems. The transaction is valued at approximately $871 million US or (pound)538 million UK before tax, and is expected to be complete at, or near, the end of the year. During the transition, TRW and Delphi will work together to meet fully all customer requirements. "The sale of this noncore business is part of TRW's overall strategy, after the acquisition earlier this year of LucasVarity, to reduce debt by $2.5 billion by the end of calendar year 2000," said Joseph T. Gorman, chairman and chief executive officer. "We are pleased with the sale of this business and, more broadly, the overall progress we are making in reducing our debt." The sale of Lucas Diesel Systems represents a major step in achieving the asset sale portion of the overall debt-reduction plan. Total debt reduction from asset sales currently stands at approximately $1.1 billion, including net proceeds from the sale of Lucas Diesel Systems and net proceeds already realized from the sale of other businesses and nonrevenue-producing assets since the acquisition of LucasVarity. The company also announced that it expects to generate additional net proceeds of approximately $200 million pursuant to agreements in principle for the sale of two businesses and the planned sale yet this year of additional nonrevenue-producing assets. In calendar year 2000, the company expects to raise from the sale of nonrevenue-producing assets sufficient net proceeds to enable total debt reduction to exceed $1.5 billion. In addition to proceeds from asset sales, TRW expects to generate approximately $1.0 billion from operating cash flow to achieve its total debt-reduction goal. --more--- 2 TRW/2 Due to current market conditions and the ability to meet debt-reduction targets otherwise, TRW is no longer pursuing the disposition of its Engine Components business. The Lucas Diesel Systems and associated aftermarket business, headquartered in Paris, France, has approximately 8,600 employees. The business had approximately $1.1 billion in sales in 1998. Important factors that could cause TRW's actual results to differ materially from the forward-looking statements contained in this release include the ability to close the transactions described herein, and to realize cash from operations, which may be affected by a number of matters including the company's ability to achieve customer awards and funding, realize cost reductions, mitigate pricing pressure, and effectively implement the restructuring program and the integration of LucasVarity into the company. Additional factors can be found in Item 7, "Management's Discussion and Analysis--Forward-Looking Statements," in the company's most recent Quarterly Report on Form 10-Q. TRW undertakes no obligation to update any forward-looking statement. TRW provides advanced-technology products and services for the global automotive, aerospace, and information systems markets. The company's news releases are available through TRW's corporate Web site, www.trw.com. ### -----END PRIVACY-ENHANCED MESSAGE-----