UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q 

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2019

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to ______

Commission file number: 1-11437 

LOCKHEED MARTIN CORPORATION

(Exact name of registrant as specified in its charter) 

Maryland			52-1893632
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer 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) 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $1 par value	LMT	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non–accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b–2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non–accelerated filer ☐ Smaller reporting company ☐ 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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There were 282,397,501 shares of our common stock, $1 par value per share, outstanding as of June 30, 2019.

Lockheed Martin Corporation

Form 10-Q

For the Quarterly Period Ended June 30, 2019

Table of Contents 

			Page
PART I. FINANCIAL INFORMATION
	ITEM 1.	Financial Statements
		Consolidated Statements of Earnings for the Quarters and Six Months Ended June 30, 2019 and June 24, 2018	3
		Consolidated Statements of Comprehensive Income for the Quarters and Six Months Ended June 30, 2019 and June 24, 2018	4
		Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018	5
		Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2019 and June 24, 2018	6
		Consolidated Statements of Equity for the Quarters Ended June 30, 2019 and June 24, 2018	7
		Consolidated Statements of Equity for the Six Months Ended June 30, 2019 and June 24, 2018	8
		Notes to Consolidated Financial Statements	9
		Report of Independent Registered Public Accounting Firm	27
	ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
	ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	42
	ITEM 4.	Controls and Procedures	42
PART II. OTHER INFORMATION
	ITEM 1.	Legal Proceedings	45
	ITEM 1A.	Risk Factors	45
	ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	46
	ITEM 6.	Exhibits	47
SIGNATURE			48

PART I. FINANCIAL INFORMATION

ITEM 1. Financial Statements

Lockheed Martin Corporation

Consolidated Statements of Earnings

(unaudited; in millions, except per share data)

	Quarters Ended						Six Months Ended
	June 30, 2019			June 24, 2018			June 30, 2019			June 24, 2018
Net sales
Products	$	12,003		$	11,150		$	23,973		$	20,912
Services	2,424			2,248			4,790			4,121
Total net sales	14,427			13,398			28,763			25,033
Cost of sales
Products	(10,674		)	(9,993		)	(21,299		)	(18,690		)
Services	(2,194		)	(1,967		)	(4,241		)	(3,656		)
Severance and restructuring charges	—			(96		)	—			(96		)
Other unallocated, net	434			411			958			820
Total cost of sales	(12,434		)	(11,645		)	(24,582		)	(21,622		)
Gross profit	1,993			1,753			4,181			3,411
Other income, net	15			42			110			109
Operating profit	2,008			1,795			4,291			3,520
Interest expense	(163		)	(165		)	(334		)	(320		)
Other non-operating expense, net	(162		)	(210		)	(329		)	(420		)
Earnings before income taxes	1,683			1,420			3,628			2,780
Income tax expense	(263		)	(257		)	(504		)	(460		)
Net earnings	$	1,420		$	1,163		$	3,124		$	2,320
Earnings per common share
Basic	$	5.03		$	4.08		$	11.07		$	8.13
Diluted	$	5.00		$	4.05		$	11.00		$	8.07
Cash dividends paid per common share	$	2.20		$	2.00		$	4.40		$	4.00

The accompanying notes are an integral part of these unaudited consolidated financial statements.

3

Lockheed Martin Corporation

Consolidated Statements of Comprehensive Income

(unaudited; in millions)

	Quarters Ended					Six Months Ended
	June 30, 2019		June 24, 2018			June 30, 2019		June 24, 2018
Net earnings	$	1,420	$	1,163		$	3,124	$	2,320
Other comprehensive income, net of tax
Recognition of previously deferred postretirement benefit plan amounts	227		300			454		600
Other, net	28		(106		)	28		(48		)
Other comprehensive income, net of tax	255		194			482		552
Comprehensive income	$	1,675	$	1,357		$	3,606	$	2,872

The accompanying notes are an integral part of these unaudited consolidated financial statements.

4

Lockheed Martin Corporation

Consolidated Balance Sheets

(in millions, except par value)

	June 30, 2019			December 31, 2018
	(unaudited)
Assets
Current assets
Cash and cash equivalents	$	1,167		$	772
Receivables, net	2,546			2,444
Contract assets	10,388			9,472
Inventories	3,599			2,997
Other current assets	400			418
Total current assets	18,100			16,103
Property, plant and equipment, net	6,170			6,124
Goodwill	10,775			10,769
Intangible assets, net	3,351			3,494
Deferred income taxes	3,163			3,208
Other noncurrent assets	6,281			5,178
Total assets	$	47,840		$	44,876
Liabilities and equity
Current liabilities
Accounts payable	$	2,611		$	2,402
Contract liabilities	6,766			6,491
Salaries, benefits and payroll taxes	2,077			2,122
Current maturities of long-term debt and commercial paper	900			1,500
Other current liabilities	2,778			1,883
Total current liabilities	15,132			14,398
Long-term debt, net	12,637			12,604
Accrued pension liabilities	11,426			11,410
Other postretirement benefit liabilities	688			704
Other noncurrent liabilities	5,061			4,311
Total liabilities	44,944			43,427
Stockholders’ equity
Common stock, $1 par value per share	281			281
Additional paid-in capital	—			—
Retained earnings	16,408			15,434
Accumulated other comprehensive loss	(13,839		)	(14,321		)
Total stockholders’ equity	2,850			1,394
Noncontrolling interests in subsidiary	46			55
Total equity	2,896			1,449
Total liabilities and equity	$	47,840		$	44,876

The accompanying notes are an integral part of these unaudited consolidated financial statements.

5

Lockheed Martin Corporation

Consolidated Statements of Cash Flows

(unaudited; in millions)

	Six Months Ended
	June 30, 2019			June 24, 2018
Operating activities
Net earnings	$	3,124		$	2,320
Adjustments to reconcile net earnings to net cash provided by operating activities
Depreciation and amortization	565			566
Stock-based compensation	104			98
Gain on property sale	(51		)	—
Severance and restructuring charges	—			96
Changes in assets and liabilities
Receivables, net	(102		)	(217		)
Contract assets	(916		)	(1,289		)
Inventories	(602		)	(160		)
Accounts payable	237			1,224
Contract liabilities	275			(615		)
Postretirement benefit plans	552			(2,790		)
Income taxes	112			928
Other, net	33			399
Net cash provided by operating activities	3,331			560
Investing activities
Capital expenditures	(533		)	(480		)
Other, net	25			151
Net cash used for investing activities	(508		)	(329		)
Financing activities
Dividends paid	(1,260		)	(1,156		)
Repurchases of common stock	(500		)	(610		)
Repayments of commercial paper, net	(600		)	—
Other, net	(68		)	(145		)
Net cash used for financing activities	(2,428		)	(1,911		)
Net change in cash and cash equivalents	395			(1,680		)
Cash and cash equivalents at beginning of period	772			2,861
Cash and cash equivalents at end of period	$	1,167		$	1,181

The accompanying notes are an integral part of these unaudited consolidated financial statements.

6

Lockheed Martin Corporation

Consolidated Statements of Equity

For the Quarters Ended June 30, 2019 and June 24, 2018

(unaudited; in millions)

	Common Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Total Stockholders’ Equity			Noncontrolling Interests in Subsidiary			Total Equity
Balance at March 31, 2019	$	281		$	—		$	16,278		$	(14,094	)	$	2,465		$	57		$	2,522
Net earnings	—			—			1,420			—			1,420			—			1,420
Other comprehensive income, net of tax	—			—			—			255			255			—			255
Repurchases of common stock	(1		)	(174		)	(41		)	—			(216		)	—			(216		)
Dividends declared	—			—			(1,249		)	—			(1,249		)	—			(1,249		)
Stock-based awards, ESOP activity and other	1			174			—			—			175			—			175
Net decrease in noncontrolling interests in subsidiary	—			—			—			—			—			(11		)	(11		)
Balance at June 30, 2019	$	281		$	—		$	16,408		$	(13,839	)	$	2,850		$	46		$	2,896
Balance at March 25, 2018	$	284		$	—		$	14,123		$	(14,589	)	$	(182	)	$	71		$	(111	)
Net earnings	—			—			1,163			—			1,163			—			1,163
Other comprehensive income, net of tax	—			—			—			194			194			—			194
Repurchases of common stock	(1		)	(136		)	(186		)	—			(323		)	—			(323		)
Dividends declared	—			—			(572		)	—			(572		)	—			(572		)
Stock-based awards, ESOP activity and other	—			136			—			—			136			—			136
Net decrease in noncontrolling interests in subsidiary	—			—			—			—			—			(8		)	(8		)
Balance at June 24, 2018	$	283		$	—		$	14,528		$	(14,395	)	$	416		$	63		$	479

The accompanying notes are an integral part of these unaudited consolidated financial statements.

7

Lockheed Martin Corporation

Consolidated Statements of Equity

For the Six Months Ended June 30, 2019 and June 24, 2018

(unaudited; in millions)

	Common Stock			Additional Paid-in Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Total Stockholders’ Equity			Noncontrolling Interests in Subsidiary			Total Equity
Balance at December 31, 2018	$	281		$	—		$	15,434		$	(14,321	)	$	1,394		$	55		$	1,449
Net earnings	—			—			3,124			—			3,124			—			3,124
Other comprehensive income, net of tax	—			—			—			482			482			—			482
Repurchases of common stock	(2		)	(220		)	(278		)	—			(500		)	—			(500		)
Dividends declared	—			—			(1,872		)	—			(1,872		)	—			(1,872		)
Stock-based awards, ESOP activity and other	2			220			—			—			222			—			222
Net decrease in noncontrolling interests in subsidiary	—			—			—			—			—			(9		)	(9		)
Balance at June 30, 2019	$	281		$	—		$	16,408		$	(13,839	)	$	2,850		$	46		$	2,896
Balance at December 31, 2017	$	284		$	—		$	11,405		$	(12,539	)	$	(850	)	$	74		$	(776	)
Net earnings	—			—			2,320			—			2,320			—			2,320
Other comprehensive income, net of tax	—			—			—			552			552			—			552
Repurchases of common stock	(2		)	(161		)	(460		)	—			(623		)	—			(623		)
Dividends declared	—			—			(1,145		)	—			(1,145		)	—			(1,145		)
Stock-based awards, ESOP activity and other	1			161			—			—			162			—			162
Reclassification of income tax effects from tax reform	—			—			2,408			(2,408		)	—			—			—
Net decrease in noncontrolling interests in subsidiary	—			—			—			—			—			(11		)	(11		)
Balance at June 24, 2018	$	283		$	—		$	14,528		$	(14,395	)	$	416		$	63		$	479

The accompanying notes are an integral part of these unaudited consolidated financial statements.

8

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited)

NOTE 1 – BASIS OF PRESENTATION

We prepared these consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information, the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission (SEC) Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements.

In the opinion of management, these consolidated financial statements reflect all adjustments that are of a normal recurring nature necessary for a fair presentation of our results of operations, financial condition, and cash flows for the interim periods presented. The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We base these estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Our actual results may differ materially from these estimates. Significant estimates inherent in the preparation of our consolidated financial statements include, but are not limited to, accounting for sales and cost recognition, postretirement benefit plans, environmental receivables and liabilities, evaluation of goodwill and other assets for impairment, income taxes including deferred tax assets, fair value measurements and contingencies. The consolidated financial statements include the accounts of subsidiaries we control and variable interest entities if we are the primary beneficiary. We eliminate intercompany balances and transactions in consolidation.

We close our books and records on the last Sunday of the calendar quarter, which was on June 30 for the second quarter of 2019 and June 24 for the second quarter of 2018, to align our financial closing with our business processes. The consolidated financial statements and tables of financial information included herein are labeled based on that convention. This practice only affects interim periods as our fiscal year ends on December 31.

We adopted Accounting Standards Update (ASU) 2016-02, Leases (Topic 842), effective January 1, 2019, using the optional transition method whereby we applied the new lease requirements under ASU 2016-02 through a cumulative-effect adjustment, which after completing our implementation analysis, resulted in no adjustment to our January 1, 2019 beginning retained earnings balance. Consequently, periods prior to January 1, 2019 are not restated for the adoption of ASU 2016-02. See “Note 6 – Leases” and “Note 12 – Recent Accounting Pronouncements” for more information regarding our adoption of this standard. Other than the changes in our accounting policies related to adoption of ASU 2016-02, we followed the accounting policies disclosed in the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2018 (2018 Form 10-K) filed with the SEC.

The results of operations for the interim periods presented are not necessarily indicative of results to be expected for the full year or future periods. Unless otherwise noted, we present all per share amounts cited in these consolidated financial statements on a “per diluted share” basis. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our 2018 Form 10-K.

NOTE 2 – EARNINGS PER COMMON SHARE

The weighted average number of shares outstanding used to compute earnings per common share were as follows (in millions):

	Quarters Ended		Six Months Ended
	June 30, 2019	June 24, 2018	June 30, 2019	June 24, 2018
Weighted average common shares outstanding for basic computations	282.2	285.0	282.3	285.2
Weighted average dilutive effect of equity awards	1.7	2.1	1.8	2.3
Weighted average common shares outstanding for diluted computations	283.9	287.1	284.1	287.5

We compute basic and diluted earnings per common share by dividing net earnings by the respective weighted average number of common shares outstanding for the periods presented. Our calculation of diluted earnings per

9

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

common share also includes the dilutive effects for the assumed vesting of outstanding restricted stock units (RSUs) and performance stock units (PSUs) and exercise of outstanding stock options based on the treasury stock method. There were no significant anti-dilutive equity awards during the quarters and six months ended June 30, 2019 or June 24, 2018.

NOTE 3 – INFORMATION ON BUSINESS SEGMENTS

We operate in four business segments: Aeronautics, Missiles and Fire Control (MFC), Rotary and Mission Systems (RMS) and Space. We organize our business segments based on the nature of the products and services offered.

Net sales and operating profit of our business segments exclude intersegment sales, cost of sales, and profit as these activities are eliminated in consolidation. Business segment operating profit includes our share of earnings or losses from equity method investees as the operating activities of the equity method investees are closely aligned with the operations of our business segments.

Business segment operating profit also excludes the FAS/CAS operating adjustment described below, a portion of corporate costs not considered allowable or allocable to contracts with the U.S. Government under the applicable U.S. government cost accounting standards (CAS) or federal acquisition regulations (FAR), and other items not considered part of management’s evaluation of segment operating performance such as a portion of management and administration costs, legal fees and settlements, environmental costs, stock-based compensation expense, retiree benefits, significant severance actions, significant asset impairments, gains or losses from significant divestitures, and other miscellaneous corporate activities.

Excluded items are included in the reconciling item “Unallocated items” between operating profit from our business segments and our consolidated operating profit. See “Note 11 – Other” for a discussion related to certain factors that may impact the comparability of net sales and operating profit of our business segments.

10

Lockheed Martin Corporation

Notes to Consolidated Financial Statements (unaudited) (continued)

Summary operating results for each of our business segments were as follows (in millions):

	Quarters Ended				Six Months Ended
	June 30, 2019		June 24, 2018		June 30, 2019		June 24, 2018
Net sales
Aeronautics	$	5,550	$	5,321	$	11,134	$	9,719
Missiles and Fire Control	2,411		2,085		4,761		3,762
Rotary and Mission Systems	3,768		3,566		7,530		6,789
Space	2,698		2,426		5,338		4,763
Total net sales	$	14,427	$	13,398	$	28,763	$	25,033
Operating profit
Aeronautics	$	592	$	572	$	1,177	$	1,046
Missiles and Fire Control	327		279		744		540
Rotary and Mission Systems	347		341		726		652
Space	288		274		622		538
Total business segment operating profit	1,554		1,466		3,269		2,776
Unallocated items
FAS/CAS operating adjustment (a)	512		451		1,024		902