UNITED STATES
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): October 9, 2017
LOCKHEED MARTIN CORPORATION
(Exact name of registrant as specified in its charter)
Maryland | 1-11437 | 52-1893632 |
(State or other jurisdiction | (Commission file number) | (I.R.S. Employer |
of incorporation) | Identification No.) | |
6801 Rockledge Drive | ||
Bethesda, Maryland | 20817 | |
(Address of principal executive offices) | (Zip Code) | |
(301) 897-6000 | ||
(Registrant’s telephone number, including area code) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
Effective October 9, 2017, Lockheed Martin Corporation (“Lockheed Martin” or the “Corporation”) entered into an Extension Agreement (the “Amendment”) to its $2.5 billion Five-Year Credit Agreement dated as of October 9, 2015 among, Lockheed Martin, as Borrower, the lenders listed on the signature pages thereto, JPMorgan Chase Bank, N.A., as Syndication Agent, Citibank, N.A., Credit Agricole Corporate and Investment Bank and Mizuho Bank, Ltd., as Documentation Agents, and Bank of America, N.A., as Administrative Agent (as amended from time to time, the “Credit Agreement”). The Amendment extends the expiration date of the Credit Agreement by one year from October 9, 2021 to October 9, 2022. All other terms and conditions of the Credit Agreement remain in full force and effect. The Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In the ordinary course of their respective businesses, one or more of the lenders under the Credit Agreement, or their affiliates, have or may have various relationships with the Corporation and the Corporation’s subsidiaries involving the provision of a variety of financial services, including cash management, commercial banking, investment banking, trust or agency, foreign exchange, advisory or other financial services, for which they received, or will receive, customary fees and expenses.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
SIGNATURE
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.
LOCKHEED MARTIN CORPORATION | |||
(Registrant) | |||
Date: October 10, 2017 | By: | /s/ Stephen M. Piper | |
Stephen M. Piper | |||
Vice President and Associate General Counsel | |||
Exhibit 10.1
EXTENSION AGREEMENT
Bank of America, N.A.,
as Administrative Agent
under the Five-Year Credit Agreement referred to below
Ladies and Gentlemen:
The undersigned hereby agrees to extend, effective October 9, 2017, the Commitment Termination Date under the Five-Year Credit Agreement dated as of October 9, 2015 (as amended from time to time, the “Five-Year Credit Agreement”) among, inter alios, Lockheed Martin Corporation, the Lenders party thereto and Bank of America, N.A., as Administrative Agent, for one year to October 9, 2022. Terms defined in the Five-Year Credit Agreement are used herein with the same meaning.
This Extension Agreement shall be construed in accordance with and governed by the laws of the State of New York.
[Remainder of page intentionally left blank]
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED |
By: /s/ Robert Grillo |
Name: Robert Grillo |
Title: Director |
BANK OF AMERICA, N.A. |
By: /s/ Prathamesh Kshirsagar |
Name: Prathamesh Kshirsagar |
Title: Vice President |
THE BANK OF TOKYO-MITSUBISHI UFJ, LTD |
By: /s/ Maria Iarriccio |
Name: Maria Iarriccio |
Title: Director |
BARCLAYS BANK PLC |
By: /s/ Craig Malloy |
Name: Craig Malloy |
Title: Director |
CITIBANK, N.A. |
By: /s/ Michael Vondriska |
Name: Michael Vondriska |
Title: Vice President |
[Lockheed – Extension Agreement]
CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK |
By: /s/ Mark Koneval |
Name: Mark Koneval |
Title: Managing Director |
By: /s/ Gary Herzog |
Name: Gary Herzog |
Title: Managing Director |
CREDIT INDUSTRIEL ET COMMERCIAL |
By: /s/ Nicolas Regent |
Name: Nicolas Regent |
Title: VP, Corporate Banking |
By: /s/ Clifford Abramsky |
Name: Clifford Abramsky |
Title: MD, Corporate Finance |
GOLDMAN SACHS BANK USA |
By: /s/ Ryan Durkin |
Name: Ryan Durkin |
Title: Authorized Signatory |
JPMORGAN CHASE BANK, N.A. |
By: /s/ Robert P. Kellas |
Name: Robert P. Kellas |
Title: Executive Director |
LLOYDS BANK PLC |
By: /s/ Daven Popat |
Name: Daven Popat |
Title: Senior Vice President Transaction Execution Category A P003 |
By: /s/ Erin Walsh |
Name: Erin Walsh |
Title: Assistant Vice President W004 |
[Lockheed – Extension Agreement]
MIZUHO BANK, LTD. |
By: /s/ Donna DeMagistris |
Name: Donna DeMagistris |
Title: Authorized Signatory |
MORGAN STANLEY BANK, N.A. |
By: /s/ Michael King |
Name: Michael King |
Title: Authorized Signatory |
THE NORTHERN TRUST COMPANY |
By: /s/ Peter J. Hallan |
Name: Peter J. Hallan |
Title: Vice President |
RIYAD BANK, HOUSTON AGENCY |
By: /s/ Tim Hartnett |
Name: Tim Hartnett |
Title: Vice President & Administrative Officer |
By: /s/ Manny Cafeo |
Name: Manny Cafeo |
Title: Operations Manager |
ROYAL BANK OF CANADA |
By: /s/ Richard C. Smith |
Name: Richard C. Smith |
Title: Managing Director |
STATE STREET BANK AND TRUST COMPANY |
By: /s/ Kimberly R. Costa |
Name: Kimberly R. Costa |
Title: Vice President |
[Lockheed – Extension Agreement]
SUMITOMO MITSUI BANKING CORPORATION |
By: /s/ James D. Weinstein |
Name: James D. Weinstein |
Title: Managing Director |
TORONTO DOMINION (NEW YORK) LLC |
By: /s/ Pradeep Mehra |
Name: Pradeep Mehra |
Title: Managing Director |
U.S. BANK NATIONAL ASSOCIATION |
By: /s/ Jonathan F. Lindvall |
Name: Jonathan F. Lindvall |
Title: Senior Vice President |
UNICREDIT BANK AG, NEW YORK BRANCH |
By: /s/ Filippo Pappalardo |
Name: Filippo Pappalardo |
Title: Managing Director |
By: /s/ Peter Daugavietis |
Name: Peter Daugavietis |
Title: Associate Director |
WELLS FARGO BANK, N.A. |
By: /s/ Adam Spreyer |
Name: Adam Spreyer |
Title: Director |
[Lockheed – Extension Agreement]
Agreed and accepted:
LOCKHEED MARTIN CORPORATION |
By: /s/ John W. Mollard |
Name: John W. Mollard |
Title: Vice President and Treasurer |
BANK OF AMERICA, N.A., as Administrative Agent |
By: /s/ Kyle D. Harding |
Name: Kyle D. Harding |
Title: Assistant Vice President |
[Lockheed – Extension Agreement]