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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 18, 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 paragraphs one and two of the Corporation's press
release, dated September 18, 1999. A copy of the press release is attached as
Exhibit 99 to this Form, and paragraphs one and two are incorporated herein by
reference. The press release reports on the completion of the Corporation's
tender offer for up to 49% of COMSAT Corporation. In the press release, the
Corporation announced it has accepted for payment approximately 25,958,282
shares of COMSAT Corporation common stock tendered pursuant to its offer to
purchase up to 49 percent of the outstanding shares of common stock of COMSAT,
which, based on information provided by COMSAT, represents the maximum number
for which it tendered. The shares are being purchased for cash at a price of
$45.50 per share net to the seller without interest, for a total estimated
consideration of $1.2 billion.
According to First Chicago Trust Company of New York, the depositary for the
tender offer, as of 12:00 noon today, New York City time, the expiration date of
the tender offer, its initial calculations show that approximately 47,839,634
shares, or approximately 90 percent of the outstanding shares had been tendered
and not withdrawn prior to consummation of the offer, including 14,485,832
shares tendered pursuant to notices of guaranteed delivery. The depositary is
expected to complete its calculation of the pro-rationing factor on our about
September 27, 1999, but it is anticipated the pro-rationing factor will be
approximately 54.261 percent. Payment for those shares accepted will be mailed
promptly thereafter.
Item 7. Financial Statements and Exhibits
Exhibit No. Description
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99 Lockheed Martin Corporation Press Release dated
September 18, 1999.
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
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Stephen M. Piper
Assistant Secretary
September 20, 1999
INDEX TO EXHIBITS
Exhibit No. Description
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99 Lockheed Martin Corporation Press Release dated
September 18, 1999.