Document
false0000936468 0000936468 2019-08-24 2019-08-24


 
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): August 24, 2019 
 
 
  
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)
 
 
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock, $1 par value
LMT
New York Stock Exchange
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 August 24, 2019, Lockheed Martin Corporation (the “Corporation”) entered into an Extension Agreement (the "Amendment") to its $2.5 billion Five-Year Credit Agreement dated as of August 24, 2018, among the Corporation, as Borrower, the lenders listed therein (the “Lenders”), 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 August 24, 2023 to August 24, 2024. 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 incorporated herein by reference.

In the ordinary course of their respective businesses, one or more of the Lenders, 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
 
Exhibit No.
 
Description
 
 
 
10.1
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document)





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: August 26, 2019
By:
/s/ Kerri R. Morey
 
 
 
Kerri R. Morey
 
 
 
Vice President and Associate General Counsel
 



Exhibit
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 August 24, 2019, the Commitment Termination Date under the Five-Year Credit Agreement dated as of August 24, 2018 (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 August 24, 2024. 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.



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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

BARCLAYS BANK PLC

By: /s/ Craig Malloy                                                    
Name: Craig Malloy
Title: Director

CITIBANK, N.A.

By: /s/ Brian Reed                                                    
Name: Brian Reed
Title: Vice President

CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK

By: /s/ Gordon Yip                                                   
Name: Gordon Yip
Title: Director
 
By: /s/ Gary Herzog                                                   
Name: Gary Herzog
Title: Managing Director





CREDIT INDUSTRIEL ET COMMERCIAL, NEW YORK BRANCH

By: /s/ Eugene Kenny                                                    
Name: Eugene Kenny
Title: Vice President
 
By: /s/ Nicolas Regent                                                    
Name: Nicolas Regent
Title: Vice President

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 CORPORATE MARKETS PLC

By: /s/ Kamala Basdeo                                         
Name: Kamala Basdeo
Title: Assistant Manager, Transaction Execution, Category A B002
 
By: /s/ Tina Wong                                                
Name: Tina Wong
Title: Assistant Manager, Transaction Execution, Category A W011

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

MUFG BANK, LTD., as Lender

By: /s/ Thomas Sterr                                                   
Name: Thomas Sterr
Title: Authorized Signatory

THE NORTHERN TRUST COMPANY, as Lender

By: /s/ Kimberly A. Crotty                                                   
Name: Kimberly A. Crotty
Title: Vice President

RIYAD BANK, HOUSTON AGENCY

By: /s/ Michael Meiss                                                    
Name: Michael Meiss
Title: General Manager
 
By: /s/ Manny Cafeo                                                  
Name: Manny Cafeo
Title: Vice President, Operations Manager

ROYAL BANK OF CANADA

By: /s/ Richard C. Smith                                                    
Name: Richard C. Smith
Title: Authorized Signatory

STATE STREET BANK AND TRUST COMPANY

By: /s/ Busola Laguda                                                   
Name: Busola Laguda
Title: Vice President





SUMITOMO MITSUI BANKING CORPORATION
By: /s/ Michael Maguire                                                    
Name: Michael Maguire
Title: Executive Director

THE TORONTO DOMINION BANK, NEW YORK BRANCH

By: /s/ Michael Borowiecki                                                   
Name: Michael Borowiecki
Title: Authorized Signatory

U.S. BANK NATIONAL ASSOCIATION

By: /s/ Ken Gorski                                                    
Name: Ken Gorski
Title: Vice President

UNICREDIT BANK AG, NEW YORK BRANCH

By: /s/ Filippo Pappalardo                                                    
Name: Filippo Pappalardo
Title: Managing Director
 
By: /s/ Tommaso Maiocchi                                                   
Name: Tommaso Maiocchi
Title: Associate Director

WELLS FARGO BANK, N.A.

By: /s/ Adam Spreyer                                                    
Name: Adam Spreyer
Title: Director








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