Obligation Lockheed-Martin 4.25% ( US539830AT67 ) en USD

Lockheed-Martin

100 % ⇌

Etas-Unis

US539830AT67 ( en USD )

4.25% par an ( paiement semestriel )

15/11/2019 - Obligation échue

Prospectus brochure de l'obligation Lockheed Martin US539830AT67 en USD 4.25%, échue

2 000 USD

900 000 000 USD

539830AT6

N/A

Lockheed Martin est une entreprise aérospatiale et de défense américaine majeure, impliquée dans la conception, le développement, la fabrication, l'intégration et la maintenance de systèmes et technologies avancés pour l'aérospatiale, la défense et la sécurité.

L'Obligation émise par Lockheed-Martin ( Etas-Unis ) , en USD, avec le code ISIN US539830AT67, paye un coupon de 4.25% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/11/2019

Form 424(b)(5)
Page 1 of 39
424B5 1 d424b5.htm FORM 424(B)(5)
Table of Contents
Filed pursuant to Rule 424(b)(5)
Registration No. 333-149630

CALCULATION OF REGISTRATION FEE

Maximum Aggregate
Amount of
Title of Each Class of Securities to be Registered

Offering Price
Registration Fee(1)
4.25% Notes due 2019

$900,000,000
$50,220
5.50% Notes due 2039

$600,000,000
$33,480
Total
$1,500,000,000
$83,700

(1) Calculated in accordance with Rule 457(r) under the Securities Act of 1933.
Prospectus Supplement to Prospectus dated March 11, 2008

$900,000,000 4.25% Notes Due 2019
$600,000,000 5.50% Notes Due 2039

We are offering $900,000,000 aggregate principal amount of our 4.25% Notes due 2019 (the "2019 notes") and
$600,000,000 aggregate principal amount of our 5.50% Notes due 2039 (the "2039 notes," and together with the 2019 notes,
the "notes").
The 2019 notes will mature on November 15, 2019, and the 2039 notes will mature on November 15, 2039, in each case,
unless redeemed earlier. We will pay interest on the notes on May 15 and November 15 of each year. The first interest
payment will be made on May 15, 2010. The notes will be issued only in denominations of $2,000 and $1,000 multiples
above that amount.
We have the option to redeem all or a portion of the notes of each series at any time at the applicable redemption price
set forth in this prospectus supplement. See "Description of the Notes--Optional Redemption" in this prospectus supplement.
The notes will be our unsecured obligations and will rank equally with all of our other unsecured and unsubordinated
debt. There is no sinking fund for the notes.
Investing in the notes involves risk. See "Risk Factors" beginning on page S-3 of this prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the
accompanying prospectus. Any representation to the contrary is a criminal offense.

Per
Per

2019 Note
Total

2039 Note

Total
Initial public offering price

99.093%
$891,837,000
99.173%
$595,038,000
Underwriting discount

0.650%
$
5,850,000
0.875%
$
5,250,000
Proceeds to us, before expenses

98.443%
$885,987,000
98.298%
$589,788,000
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 2 of 39
The initial public offering prices set forth above do not include accrued interest, if any. Interest on the notes will accrue
from November 18, 2009, and must be paid by the purchasers if the notes are delivered after November 18, 2009.

The underwriters expect to deliver the notes through the facilities of The Depository Trust Company against payment in
New York, New York on or about November 18, 2009.
Joint Book-Running Managers
Citi J.P. Morgan BofA Merrill Lynch Morgan Stanle
Joint Lead Managers

Goldman, Sachs & Co.
RBS
Co-Managers

Lloyds TSB
Mitsubishi UFJ
Mizuho Securities
UBS Investment
Wells Fargo
BNP PARIBAS
Corporate
Securities
USA Inc.
Bank
Securities

Markets

Prospectus Supplement dated November 13, 2009.
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 3 of 39
Table of Contents
TABLE OF CONTENTS
Prospectus Supplement

Page
Summary

S-1
Risk Factors

S-3
Use of Proceeds

S-4
Capitalization

S-5
Ratio of Earnings to Fixed Charges

S-6
Description of the Notes

S-7
Certain United States Federal Tax Consequences

S-12
Underwriting

S-16
Validity of the Notes

S-19
Experts

S-19
Incorporation of Certain Information by Reference

S-19
Where to Find Additional Information

S-20
Prospectus

Page
About this Prospectus

1
Our Company

2
Risk Factors

2
Forward-Looking Information

2
Incorporation of Certain Information by Reference

3
Where to Find Additional Information

3
Ratio of Earnings to Fixed Charges

4
Use of Proceeds

4
Description of Debt Securities

5
Plan of Distribution

11
Legal Matters

12
Experts

12
You should rely only on the information provided or incorporated by reference in this prospectus supplement,
the accompanying prospectus and any free writing prospectus we may authorize to be delivered to you. We have not
authorized anyone to provide you with different or additional information. We are not making an offer to sell the
notes in any jurisdiction where the offer or sale of the notes is not permitted. You should not assume that the
information appearing in this prospectus supplement, the accompanying prospectus, any free writing prospectus or
the documents incorporated by reference is accurate as of any date other than their respective dates. Our business,
financial condition, results of operations and prospects may have changed since those dates.
As used in this prospectus supplement, unless otherwise indicated, "Lockheed Martin," "the company," "we," "our" and
"us" are used interchangeably to refer to Lockheed Martin Corporation or to Lockheed Martin Corporation and its
consolidated subsidiaries, as appropriate to the context.

S-i
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 4 of 39
Table of Contents
SUMMARY
The following summary is qualified in its entirety by the more detailed information included elsewhere in this
prospectus supplement and the accompanying prospectus. Because this is a summary, it may not contain all the
information that may be important to you. You should read the entire prospectus supplement and the accompanying
prospectus, including "Risk Factors" beginning on page S-3, and the financial statements and the notes to those
statements and other information incorporated by reference, before making a decision whether to invest in the notes.
The Company
We are a global security company that is principally engaged in the research, design, development, manufacture,
integration, and sustainment of advanced technology systems and products. We also provide a broad range of
management, engineering, technical, scientific, logistic and information services. We serve both domestic and
international customers with products and services that have defense, civil and commercial applications, with our
principal customers being agencies of the U.S. Government.
In 2008, 84% of our net sales were made to the U.S. Government, either as a prime contractor or as a subcontractor.
Each of our business segments is heavily dependent on sales to the U.S. Government. Our U.S. Government sales were
made to both Department of Defense (DoD) and non-DoD agencies. Sales to foreign governments (including foreign
military sales funded, in whole or in part, by the U.S. Government) amounted to 13% of net sales in 2008, while 3% of
our net sales were made to commercial and other customers. Our main areas of focus are in defense, space, intelligence,
homeland security and government information technology.
We operate in four principal business segments: Electronic Systems, Information Systems & Global Services,
Aeronautics and Space Systems.
Our principal executive offices are located at 6801 Rockledge Drive, Bethesda, Maryland 20817, and our telephone
number at that address is (301) 897-6000. Our website home page on the Internet is www.lockheedmartin.com. We make
our website content available for information purposes only. It should not be relied upon for investment purposes, and it
is not incorporated by reference into this prospectus supplement or the accompanying prospectus.

S-1
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 5 of 39
Table of Contents
The Offering
The following is a summary of some of the terms of the notes offered hereby. For a more complete description of the
terms of the notes, see "Description of the Notes" in this prospectus supplement and "Description of Debt Securities" in
the accompanying prospectus.

Issuer
Lockheed Martin Corporation.

Notes Offered
$900,000,000 aggregate principal amount of 2019 notes
$600,000,000 aggregate principal amount of 2039 notes

Maturity
The 2019 notes will mature on November 15, 2019 and the 2039 notes will
mature on November 15, 2039.

Interest
The 2019 notes will bear interest from November 18, 2009, at an annual
rate of 4.25%. The 2039 notes will bear interest from November 18, 2009,
at an annual rate of 5.50%. Interest is payable on May 15 and
November 15 of each year, beginning on May 15, 2010.

Optional Redemption
We may redeem the notes of each series in whole at any time or in part
from time to time at the applicable make-whole premium redemption
prices described under "Description of the Notes--Optional Redemption"
in this prospectus supplement.

Ranking
The notes will be our general unsecured obligations and will rank equally
with all of our other current and future unsecured and unsubordinated debt,
but effectively will be junior to any current and future secured debt to the
extent of the assets securing that debt. The notes also effectively will be
subordinated to all indebtedness and other liabilities of our subsidiaries to
the extent of our subsidiaries' assets.

Authorized Denominations
Minimum denominations of $2,000 and $1,000 multiples above that
amount.

Use of Proceeds
We estimate that the net proceeds from this offering, after deducting
estimated fees and expenses and underwriting discounts and commissions,
will be approximately $1,474,175,000. We expect to use the net proceeds
from this offering for general corporate purposes. See "Use of Proceeds."

No Listing of the Notes
We do not intend to apply to list the notes on any securities exchange or to
have the notes quoted on any automated quotation system.

Trustee
The Bank of New York Mellon.

Governing Law
Maryland law will govern the Indenture and the notes.

S-2
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 6 of 39
Table of Contents
RISK FACTORS
An investment in the notes involves risk. You should carefully consider the following risks, together with the information
included in or incorporated by reference in this prospectus supplement and the accompanying prospectus before deciding
whether an investment in the notes is suitable for you. In addition to the risk factors set forth below, we also specifically
incorporate by reference into this prospectus supplement the section captioned "Item IA. Risk Factors" contained in our
Annual Report on Form 10-K for the year ended December 31, 2008. If any of these risks actually occurs, our business,
results of operations or financial condition could be materially and adversely affected. In such an event, the trading prices of
the notes could decline, and you might lose all or part of your investment.
The indenture does not limit the amount of indebtedness that we may incur.
The indenture under which the notes will be issued does not limit the amount of indebtedness that we may incur. The
indenture does not contain any financial covenants or other provisions that would afford the holders of the notes any
substantial protection in the event we participate in a highly leveraged transaction.
The notes are obligations exclusively of Lockheed Martin Corporation and not of our subsidiaries and payment to holders
of the notes will be structurally subordinated to the claims of our subsidiaries' creditors.
The notes will be our general unsecured obligations and will rank equally with all of our other current and future
unsecured and unsubordinated debt and senior in right of payment to all of our future subordinated debt. The notes are not
guaranteed by any of our subsidiaries. Although most of our business currently is conducted through Lockheed Martin
Corporation, to the extent that we were to conduct operations through subsidiaries, the assets of our subsidiaries would not be
available directly for payments on the notes. The notes effectively will be subordinated to all indebtedness and other
liabilities of our subsidiaries to the extent of our subsidiaries' assets.
There is no public market for the notes, which could limit their market price or your ability to sell them.
The notes are new issues of securities for which there currently are no trading markets. As a result, we cannot provide
any assurance that markets will develop for the notes or that you will be able to sell your notes. If the notes are traded after
their initial issuance, they may trade at a discount from their initial offering prices. Future trading prices of the notes will
depend on many factors, including prevailing interest rates, the market for similar securities, general economic conditions
and our financial condition, performance and prospects. Accordingly, you may be required to bear the financial risk of an
investment in the notes for an indefinite period of time. We do not intend to apply for listing or quotation of the notes on any
securities exchange or automated quotation system.

S-3
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 7 of 39
Table of Contents
USE OF PROCEEDS
We estimate that the net proceeds from this offering, after deducting estimated fees and expenses and underwriting
discounts and commissions, will be approximately $1,474,175,000.
We expect to use the net proceeds from this offering for general corporate purposes. These purposes may include the
repayment of indebtedness, future acquisitions, capital expenditures, working capital and any other corporate purpose. Until
we apply the net proceeds for specific purposes, we may invest the net proceeds in cash equivalents or short-term
investments.

S-4
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 8 of 39
Table of Contents
CAPITALIZATION
The following table sets forth our capitalization on a consolidated basis as of September 27, 2009, and as adjusted to
reflect the issuance of the notes, net of the underwriting discounts and our estimated offering expenses and the application of
the net proceeds as described under "Use of Proceeds" above assuming that all of the net proceeds from the sale of the notes
would be used for general corporate purposes. This table should be read in conjunction with our consolidated financial
statements and the related notes as included in our Annual Report on Form 10-K for the year ended December 31, 2008 and
as included in our quarterly report on Form 10-Q for the quarter ended September 27, 2009.

September 27, 2009

Actual
As Adjusted

(In millions, except for share data)
Cash and cash equivalents

$
2,709
$
4,183
Short-term investments

455
455

Total cash, cash equivalents and short-term investments

$
3,164
$
4,638

Debt included in current liabilities

$
242
$
242

Debt included in long-term liabilities, net:

Notes offered hereby

--
1,487(1)
Other debt

3,563
3,563

Total long-term debt, net

3,563
5,050

Total debt

3,805
5,292

Stockholders' equity:

Common stock--par value $1 per share; 1,500,000,000 shares
authorized; 378,174,468 shares issued and outstanding
(actual and as adjusted)

378
378
Additional paid-in capital

--

--
Retained earnings

11,881
11,881
Accumulated other comprehensive loss

(9,119)
(9,119)

Total stockholders' equity

3,140
3,140

Total debt and stockholders' equity

$
6,945
$
8,432

(1) Net of discount.

S-5
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 9 of 39
Table of Contents
RATIO OF EARNINGS TO FIXED CHARGES
We have presented in the table below our historical consolidated ratio of earnings to fixed charges for the periods
shown.

Nine Months Ended

Year Ended December 31,
September 27,

2009

2008
2007
2006
2005
2004
Ratio of earnings to fixed charges

13.1
12.9
11.8
9.7
7.3
4.6
Our computation of the ratio of earnings to fixed charges includes our consolidated subsidiaries and companies in which
we own at least 20% but less than or equal to 50% of the equity. "Earnings" are determined by adding "total fixed charges,"
excluding interest capitalized, to earnings before income taxes, eliminating equity in undistributed earnings and adding back
losses (or deducting undistributed earnings) of companies in which we own at least 20% but less than or equal to 50% of the
equity. "Total fixed charges" consists of interest on all indebtedness (whether expensed or capitalized), amortization of debt
discount or premium, capitalized expenses related to indebtedness and an interest factor attributable to rents.

S-6
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009

Form 424(b)(5)
Page 10 of 39
Table of Contents
DESCRIPTION OF THE NOTES
The following description of the particular terms of the notes supplements the description of the general terms and
provisions of debt securities set forth under "Description of Debt Securities" in the accompanying prospectus. We refer you
to the accompanying prospectus for that description. If this description differs in any way from the general description of the
debt securities in the accompanying prospectus, you should rely on this description.
General
We will issue the 2019 notes and the 2039 notes as separate series of senior debt securities under the Indenture dated as
of March 11, 2008 (the "Indenture"), between us and The Bank of New York Mellon, as Trustee. The summaries of certain
provisions of the Indenture described below are not complete and are qualified in their entirety by reference to all the
provisions of the Indenture. The Indenture has been filed as an exhibit to our Current Report on Form 8-K filed March 12,
2008, which is incorporated by reference in our registration statement of which the accompanying prospectus is a part.
The notes will be our general unsecured obligations and will rank equally with all of our other current and future
unsecured and unsubordinated debt. The notes are not guaranteed by any of our subsidiaries. The notes effectively will be
subordinated to all of our secured debt (as to the collateral pledged to secure that debt) and to all indebtedness and other
liabilities of our subsidiaries to the extent of our subsidiaries' assets. The covenants in the Indenture will not afford the
holders of the notes protection in the event of a decline in our credit quality resulting from highly leveraged or other
transactions involving us.
We may issue separate series of debt securities under the Indenture from time to time without limitation on the
aggregate principal amount. We may specify a maximum aggregate principal amount for the debt securities of any series.
The 2019 notes will initially be limited to $900,000,000 in aggregate principal amount, and the 2039 notes will initially
be limited to $600,000,000 in aggregate principal amount. The notes will be issued in minimum denominations of $2,000 and
$1,000 multiples above that amount.
The 2019 notes will mature on November 15, 2019, and the 2039 notes will mature on November 15, 2039.
The notes will bear interest from November 18, 2009 or from the most recent interest payment date to which interest has
been paid or provided for. We will pay interest on the notes semiannually in arrears on May 15 and November 15 to the
registered holders of the notes as of the close of business on the immediately preceding May 1 and November 1, respectively,
whether or not such day is a business day. The first interest payment date will be May 15, 2010. The notes will be issued only
in denominations of $2,000 and $1,000 multiples above that amount.
We may, without the consent of the holders of a series of notes, issue additional notes of that series and thereby increase
the principal amount of the notes of that series in the future, on the same terms and conditions and with the same CUSIP
number as the notes of that series offered in this prospectus supplement.
We do not intend to apply to list the notes on any securities exchange or to have the notes quoted on any automated
quotation system.
From time to time, in our sole discretion, depending upon market, pricing and other conditions, as well as our cash
balances and liquidity, we or our affiliates may seek to repurchase a portion of the notes. Any such future purchases may be
made in the open market, privately-negotiated transactions, tender offers or otherwise, in each case in our sole discretion.

S-7
http://www.sec.gov/Archives/edgar/data/936468/000119312509235065/d424b5.htm
11/16/2009