Lockheed Martin Announces Offer to Exchange Outstanding Debt Securities for New Notes and Cash

 Lockheed Martin Announces Offer to Exchange Outstanding Debt Securities for
                              New Notes and Cash

PR Newswire

BETHESDA, Md., Nov. 14, 2012

BETHESDA,  Md., Nov. 14, 2012 /PRNewswire/ --Lockheed Martin Corporation
(NYSE: LMT) today announced the commencement of an offer to exchange any and
all of its outstanding debt securities listed in the table below (the "old
notes") for a new series of 4.07% notes due 2042 (the "new notes") and an
additional cash amount (the "exchange offer").

CUSIP     Series                      Maturity Date Aggregate Principal Amount
                                      of Old Notes  Outstanding
          7.00% Debentures due 2023
          (Lockheed Martin as
543859AH5 successor in interest to    09/15/23      $190,000,000
          Loral Corporation)

          
          8.375% Debentures due 2024
          (Lockheed Martin as
543859AK8 successor in interest to    06/15/24      $167,772,000
          Loral Corporation)

          
          7.625% Debentures due 2025
          (Lockheed Martin as
543859AL6 successor in interest to    06/15/25      $150,000,000
          Loral Corporation)

          
                                                    $228,495,000
539830AF6 7.75% Debentures due 2026   05/01/26
                                                    
                                                    $205,047,000
539830AK5 8.50% Debentures due 2029   12/01/29
                                                    
          7.20% Debentures due 2036                 $69,071,000
539830AD1                             05/01/36
                                                   
539830AR0

539830AQ2
          6.15% Notes due 2036        09/01/36      $1,079,230,000
U5400EAA9


                                                    $600,000,000
539830AU3 5.50% Notes due 2039        11/15/39
                                                    
539830AW9

539830AV1 5.72% Notes due 2040        06/01/40      $728,191,000

U5400EAB7

The exchange offer is being conducted upon the terms and subject to the
conditions set forth in the Offering Memorandum dated Nov. 14, 2012 and the
related letter of transmittal (the "offering documents"). The exchange offer
is only made, and copies of the offering documents will only be made
available, to holders of the old notes who have certified to Lockheed Martin
in an eligibility letter as to certain matters, including (1) their status as
"qualified institutional buyers" as defined in Rule 144A under the Securities
Act of 1933, as amended (the "Securities Act"), or (2) outside the United
States, their status as non-U.S. persons as defined in Regulation S under the
Securities Act. Copies of the eligibility letter are available to holders of
the old notes through the information agent, Global Bondholder Services
Corporation, at 866-794-2200 (toll free) or 212-430-3774 (for banks and
brokers).

The total exchange consideration to be received by tendering holders of each
series of the old notes in the exchange offer will consist of (i) for each
$1,000 principal amount of outstanding old notes tendered and accepted, a
specified principal amount of new notes for the series of old notes tendered
and accepted and an additional cash amount, and (ii) an early participation
payment payable in additional principal amount of new notes only to holders
who tender their old notes on or prior to 5:00 p.m., New York City time, on
Nov. 28, 2012, subject to extension (referred to as the "early participation
date").

The exchange offer will expire at 12:00 p.m. midnight, New York City time, at
the end of the day on Dec. 12, 2012, unless extended or terminated. Tenders
of old notes in the exchange offer may be validly withdrawn at any time on or
prior to the early participation date of the exchange offer. However, tenders
submitted in the exchange offer after the early participation date of the
exchange offer will be irrevocable except where additional withdrawal rights
are required by law (as determined by Lockheed Martin).

The exchange offer is subject to certain conditions, including the minimum
condition that Lockheed Martin receive valid tenders, not validly withdrawn,
of enough old notes so that at least $250,000,000 aggregate principal amount
of the new notes are issued in exchange for the old notes.

The new notes have not been registered under the Securities Act or any state
securities laws. Therefore, the new notes may not be offered or sold in the
United States or to any U.S. persons except pursuant to an exemption from, or
in a transaction not subject to, the registration requirements of the
Securities Act and any applicable state securities laws.

Headquartered in Bethesda, Md., Lockheed Martin is a global security and
aerospace company that employs about 120,000 people worldwide and is
principally engaged in the research, design, development, manufacture,
integration and sustainment of advanced technology systems, products and
services. The corporation's net sales for 2011 were $46.5 billion.

For additional information, visit our website: http://www.lockheedmartin.com

This news release is not an offer to sell or a solicitation of an offer to buy
any security. The exchange offer is being made solely by the offering
memorandum and related letter of transmittal and only to such persons and in
such jurisdictions as is permitted under applicable law.

Disclosure regarding Forward-Looking Statements
This news release contains certain forward-looking information that is based
on Lockheed Martin's current expectations and assumptions. The statements in
this press release regarding the planned exchange offer, the terms and
conditions thereof and other statements that are not historical facts are
forward-looking. Forward-looking information involves risks and uncertainties
and reflects our best judgment based on current information. No
forward-looking information may be guaranteed. Lockheed Martin undertakes no
duty to update any forward-looking statement to reflect subsequent events,
actual results or changes in our expectations. 



SOURCE Lockheed Martin Corporation

Website: http://www.lockheedmartin.com
Contact: Media, Jennifer Allen, +1-301-897-6308; jennifer.l.allen@lmco.com, or
Investor Relations, Jerry Kircher, 301-897-6584; jerry.f.kircher@lmco.com
 
Press spacebar to pause and continue. Press esc to stop.