Rockwell Collins to Acquire Teldix from Northrop Grumman; Acquisition

    Business Editors/Defense Writers

    CEDAR RAPIDS, Iowa--(BUSINESS WIRE)--March 7, 2005--Rockwell Collins, Inc. (NYSE:COL), a global leader in aviation electronics and communications, has entered into a definitive agreement with Northrop Grumman (NYSE:NOC) to acquire Teldix GmbH, a leading provider of military aviation electronics products and services, based in Heidelberg, Germany. The deal is subject to customary closing conditions, including regulatory approvals in Germany, and is expected to close by the end of March 2005.
    Under the terms of the agreement, Teldix has been valued at approximately $94 million. Consideration for the purchase of the Teldix stock will consist of the assumption of certain liabilities and the payment of approximately $22 million in net cash. Teldix's revenues were approximately $90 million for its fiscal year ended December 31, 2004. The purchase is expected to be slightly accretive to fiscal year 2005 earnings per share.
    "This acquisition, our first in Europe, broadens our European presence and provides complementary product lines that will allow us to enhance our offerings for customers worldwide," said Rockwell Collins Chairman, President and CEO Clay Jones. "We're confident that Teldix's position as a respected European defense contractor will also provide new channel-to-market opportunities for our current products and services."
    With more than 40 years of engineering and manufacturing experience, Teldix supplies a broad portfolio of complex military aircraft computer products to major prime contractors throughout Europe. Teldix has a leading position in major European programs such as the Eurofighter Typhoon, the multi-role combat fighter Tornado, and the NH90 and Tiger helicopters.
    "We look forward to the synergies that will be provided by this acquisition," said Bernard Loth, vice president and general manager, Rockwell Collins International Subsidiaries. "The addition of Teldix's strong customer relationships and its engineering and manufacturing capability will enhance Rockwell Collins' business opportunities throughout Europe."
    The acquisition of Teldix will increase Rockwell Collins' European employment by approximately 40 percent.
    Teldix was founded in 1960 and employs more than 400 highly skilled engineering, manufacturing and operation personnel. More information is available at www.teldix.de
    Rockwell Collins (NYSE:COL) is a leader in the design, production and support of communications and aviation electronics solutions for government and commercial customers worldwide. Additional company information is available at www.rockwellcollins.com
    This press release contains statements (such as projections regarding future performance) that are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to the risks inherent in the completion of any acquisition that is subject to closing conditions, integration of Teldix into Rockwell Collins, our ability to achieve the synergies identified in our acquisition integration plan, potential cancellation or termination of contracts, delay of orders or changes in procurement practices or program priorities by customers, the development and market acceptance of the products and services of the combined companies, demand for these products and related services, economic and political changes in the domestic and international markets where Teldix and Rockwell Collins operate, government spending, budgetary and trade policies affecting the business, regulatory approvals, successful deployment of advanced technologies, competitive product and pricing pressures as well as other risks and uncertainties, including but not limited to those detailed herein and from time to time in our Securities and Exchange Commission filings. These forward-looking statements are made only as of the date hereof and we assume no obligation to update any forward-looking statement.

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CONTACT: Rockwell Collins, Inc., Cedar Rapids Media Contact: Nancy Welsh, 319-295-2123 nkwelsh@rockwellcollins.com or Analyst Contact: Dan Crookshank, 319-295-5636 investorrelations@rockwellcollins.com

KEYWORD: IOWA GERMANY INTERNATIONAL EUROPE INDUSTRY KEYWORD: AEROSPACE/DEFENSE GOVERNMENT MERGERS/ACQ MARKETING AGREEMENTS SOURCE: Rockwell Collins, Inc.

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