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.



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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


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 ]