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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) - September 15, 1999
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LOCKHEED MARTIN CORPORATION
(Exact name of registrant as specified in its charter)
Maryland 1-11437 52-1893632
(State or other jurisdiction of (Commission File Number) (IRS Employer
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)
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Not Applicable
(Former name or address, if changed since last report)
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Item 5. Other Events
The Corporation is filing this Current Report on Form 8-K to provide the
information contained in the Corporation's press release, dated September 15,
1999, which is included as Exhibit 99 to this Form. The press release reports on
the status of its pending tender offer and merger related to COMSAT Corporation,
particularly one of the conditions to the tender offer regarding the Federal
Communications Commission.
Item 7. Financial Statements and Exhibits
Exhibit No. Description
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99 Lockheed Martin Corporation Press Release dated
September 15, 1999.
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SIGNATURES
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
/s/ Marian S. Block
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Marian S. Block
Vice President, Associate General
Counsel and Assistant Secretary
September 16, 1999
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INDEX TO EXHIBITS
Exhibit No. Description
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99 Lockheed Martin Corporation Press Release dated September 15, 1999.
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Exhibit 99
For Immediate Release
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FEDERAL COMMUNICATIONS COMMISSION APPROVES
LOCKHEED MARTIN AS AUTHORIZED CARRIER
BETHESDA, Maryland, September 15, 1999 -- The Federal Communications Commission
(FCC) today affirmatively voted on two items related to the proposed strategic
combination of Lockheed Martin (NYSE:LMT) and COMSAT Corporation (NYSE:CQ).
The first addressed Lockheed Martin's applications to effect a transfer of
control of a COMSAT common carrier subsidiary into a Lockheed Martin subsidiary
and the designation of that Lockheed Martin subsidiary as an "authorized
carrier" under the 1962 Communications Satellite Act to acquire up to 49 percent
of the COMSAT common stock.
The FCC also approved a report and order concerning whether INTELSAT should have
direct access to the U.S. retail market rather than providing satellite services
exclusively through COMSAT.
"Lockheed Martin is encouraged by the FCC actions taken today and appreciative
of the agency's responsiveness," said John V. Sponyoe, chief executive officer
of Lockheed Martin Global Telecommunications. In announcing these votes, the FCC
did not release the related orders. Lockheed Martin has stressed to FCC staff
the importance of quickly releasing these materials in order that Lockheed
Martin may review them to determine whether they satisfy the conditions of the
tender offer. Lockheed Martin anticipates the FCC will release these materials
prior to the expiration of the tender offer.
The two-phase Lockheed Martin/COMSAT strategic combination was announced in
September 1998. On August 20, 1999, COMSAT shareholders approved the proposed
merger. The first phase of the combination, a cash tender offer by Lockheed
Martin for up to 49 percent of the outstanding common shares of COMSAT, is
scheduled to expire at 12:00 noon, New York City time, on Saturday,
September 18, 1999.
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CONTACT: Charles Manor, Lockheed Martin Global Telecommunications, 301/581-2720
www.lmgt.com
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NOTE: Statements that are not historical facts are forward-looking statements
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made pursuant to the safe harbor provision of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve risks and
uncertainties that could cause actual results to differ materially from
anticipated results, including the effects of government budgets and
requirements; economic conditions; competitive environment; timing of awards and
contracts; the outcome of contingencies, including litigation and environmental
remediation; and program performance, in addition to other factors not listed.
See in this regard, the Corporation's filings with the SEC. The Corporation does
not undertake any obligation to publicly release any revisions to forward-
looking statements to reflect events or circumstances or changes in expectations
after the date of this news release or the occurrence of anticipated events.
