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STRATEGIC ACTIONS
9 Months Ended
Sep. 27, 2015
STRATEGIC ACTIONS

NOTE 2 – STRATEGIC ACTIONS

Acquisition of Sikorsky Aircraft Corporation

On July 20, 2015, we announced that we entered into a definitive agreement to acquire Sikorsky Aircraft Corporation (Sikorsky), a global company primarily engaged in the design, manufacture and support of military and commercial helicopters, for $9.0 billion of cash, subject to certain adjustments. We expect to fund the acquisition with new debt issuances, commercial paper and cash on hand. We and United Technologies Corporation have agreed to make a joint election under Section 338(h)(10) of the Internal Revenue Code, which treats the transaction as an asset purchase for tax purposes. This election generates a cash tax benefit with an estimated net present value of $1.9 billion for Lockheed Martin and its shareholders. A majority of the required regulatory reviews have been completed, including in the European Union and the U.S. The transaction remains subject to other regulatory approvals and customary closing conditions, and is expected to close in the fourth quarter of 2015. On October 9, 2015, we entered into new revolving credit facilities to provide funding for the acquisition of Sikorsky and general corporate purposes (Note 9, under the caption “Long-term Debt”). Once the acquisition is complete, we plan to align Sikorsky under our Mission Systems and Training (MST) business segment. Our financial results will not include Sikorsky’s results until the acquisition is closed.

 

Strategic Review of Government IT Infrastructure Services and Technical Services Businesses

On July 20, 2015, we announced that we are conducting a strategic review of our government information technology (government IT) infrastructure services business within our Information Systems & Global Solutions (IS&GS) business segment and our technical services business within our Missiles and Fire Control (MFC) business segment, which we expect to complete in 2015. The programs being reviewed represent approximately $5.5 billion in estimated 2015 annual sales and approximately 16,500 employees. We expect the strategic review to result in a spin-off to our shareholders, a Reverse Morris Trust transaction, or a sale of these businesses. The IS&GS programs that are not included in the strategic review are mostly focused on defense and intelligence customers and will be realigned into our other business segments after completing the review. While we perform our strategic review, we will maintain the current operating and reporting structure and will continue to report the financial results of the government IT infrastructure services and technical services businesses in our continuing operations.