Item 1. Financial Statements
ITEM 1. Financial Statements
Lockheed Martin Corporation
Consolidated Statements of Earnings
(unaudited; in millions, except per share data)
Quarters Ended Six Months Ended
June 25,
2023 June 26,
2022 June 25,
2023 June 26,
2022
Net sales
Products $ 13,758 $ 12,761 $ 26,284 $ 25,255
Services 2,935 2,685 5,535 5,155
Total net sales 16,693 15,446 31,819 30,410
Cost of sales
Products ( 12,238 ) ( 11,339 ) ( 23,389 ) ( 22,446 )
Services ( 2,642 ) ( 2,356 ) ( 4,926 ) ( 4,523 )
Other unallocated, net 277 205 632 424
Total cost of sales ( 14,603 ) ( 13,490 ) ( 27,683 ) ( 26,545 )
Gross profit 2,090 1,956 4,136 3,865
Other income, net 45 7 36 31
Operating profit 2,135 1,963 4,172 3,896
Interest expense ( 223 ) ( 141 ) ( 425 ) ( 276 )
Non-service FAS pension income (expense) 111 ( 1,331 ) 221 ( 1,191 )
Other non-operating (expense) income, net ( 17 ) ( 161 ) 32 ( 38 )
Earnings before income taxes 2,006 330 4,000 2,391
Income tax expense ( 325 ) ( 21 ) ( 630 ) ( 349 )
Net earnings $ 1,681 $ 309 $ 3,370 $ 2,042
Earnings per common share
Basic $ 6.65 $ 1.16 $ 13.28 $ 7.65
Diluted $ 6.63 $ 1.16 $ 13.24 $ 7.62
Cash dividends paid per common share $ 3.00 $ 2.80 $ 6.00 $ 5.60
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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Lockheed Martin Corporation
Consolidated Statements of Comprehensive Income
(unaudited; in millions)
Quarters Ended Six Months Ended
June 25,
2023 June 26,
2022 June 25,
2023 June 26,
2022
Net earnings $ 1,681 $ 309 $ 3,370 $ 2,042
Other comprehensive income, net of tax
Postretirement benefit plans
Net actuarial gain recognized due to plan remeasurements, net of tax of $ 461 million in 2022
— 1,698 — 1,698
Amortization of actuarial losses and prior service credits, net of tax of $ 10 million and $ 20 million in 2023 and $ 15 million and $ 28 million in 2022
( 37 ) 47 ( 74 ) 95
Pension settlement charge, net of tax of $ 314 million in 2022
— 1,156 — 1,156
Other, net, net of tax of $ 4 million and $ 8 million in 2023 and $ 6 million and $ 5 million in 2022
44 ( 90 ) 18 ( 111 )
Other comprehensive income (loss), net of tax 7 2,811 ( 56 ) 2,838
Comprehensive income $ 1,688 $ 3,120 $ 3,314 $ 4,880
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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Lockheed Martin Corporation
Consolidated Balance Sheets
(in millions, except par value)
June 25,
2023 December 31,
2022
(unaudited)
Assets
Current assets
Cash and cash equivalents $ 3,673 $ 2,547
Receivables, net 3,427 2,505
Contract assets 13,008 12,318
Inventories 3,498 3,088
Other current assets 481 533
Total current assets 24,087 20,991
Property, plant and equipment, net 7,966 7,975
Goodwill 10,795 10,780
Intangible assets, net 2,336 2,459
Deferred income taxes 4,518 3,744
Other noncurrent assets 7,276 6,931
Total assets $ 56,978 $ 52,880
Liabilities and equity
Current liabilities
Accounts payable $ 3,466 $ 2,117
Salaries, benefits and payroll taxes 2,896 3,075
Contract liabilities 8,184 8,488
Current maturities of long-term debt 283 118
Other current liabilities 2,875 2,089
Total current liabilities 17,704 15,887
Long-term debt, net 17,262 15,429
Accrued pension liabilities 5,373 5,472
Other noncurrent liabilities 7,399 6,826
Total liabilities 47,738 43,614
Stockholders’ equity
Common stock, $ 1 par value per share
251 254
Additional paid-in capital — 92
Retained earnings 17,068 16,943
Accumulated other comprehensive loss ( 8,079 ) ( 8,023 )
Total stockholders’ equity 9,240 9,266
Total liabilities and equity $ 56,978 $ 52,880
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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Lockheed Martin Corporation
Consolidated Statements of Cash Flows
(unaudited; in millions)
Six Months Ended
June 25,
2023 June 26,
2022
Operating activities
Net earnings $ 3,370 $ 2,042
Adjustments to reconcile net earnings to net cash provided by operating activities
Depreciation and amortization 659 672
Stock-based compensation 146 134
Deferred income taxes ( 234 ) ( 425 )
Pension settlement charge — 1,470
Changes in assets and liabilities
Receivables, net ( 922 ) ( 1,438 )
Contract assets ( 690 ) ( 1,174 )
Inventories ( 410 ) ( 450 )
Accounts payable 1,397 1,522
Contract liabilities ( 304 ) ( 30 )
Income taxes ( 46 ) 318
Qualified defined benefit pension plans ( 189 ) ( 231 )
Other, net ( 113 ) 331
Net cash provided by operating activities 2,664 2,741
Investing activities
Capital expenditures ( 623 ) ( 572 )
Other, net 30 ( 11 )
Net cash used for investing activities ( 593 ) ( 583 )
Financing activities
Issuance of long-term debt, net of related costs 1,975 2,267
Repayments of long-term debt — ( 2,250 )
Repurchases of common stock ( 1,250 ) ( 2,356 )
Dividends paid ( 1,542 ) ( 1,511 )
Other, net ( 128 ) ( 137 )
Net cash used for financing activities ( 945 ) ( 3,987 )
Net change in cash and cash equivalents 1,126 ( 1,829 )
Cash and cash equivalents at beginning of period 2,547 3,604
Cash and cash equivalents at end of period $ 3,673 $ 1,775
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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Lockheed Martin Corporation
Consolidated Statements of Equity
For the Quarters Ended June 25, 2023 and June 26, 2022
(unaudited; in millions)
Common
Stock Additional
Paid-in
Capital Retained
Earnings Accumulated
Other
Comprehensive
Loss Total
Equity
Balance at March 26, 2023 $ 254 $ — $ 17,478 $ ( 8,086 ) $ 9,646
Net earnings — — 1,681 — 1,681
Other comprehensive income, net of tax — — — 7 7
Dividends declared — — ( 1,523 ) — ( 1,523 )
Repurchases of common stock ( 3 ) ( 179 ) ( 568 ) — ( 750 )
Stock-based awards, ESOP activity and other — 179 — — 179
Balance at June 25, 2023 $ 251 $ — $ 17,068 $ ( 8,079 ) $ 9,240
Balance at March 27, 2022 $ 265 $ — $ 20,716 $ ( 10,979 ) $ 10,002
Net earnings — — 309 — 309
Other comprehensive income, net of tax — — — 2,811 2,811
Dividends declared — — ( 1,497 ) — ( 1,497 )
Repurchases of common stock ( 2 ) ( 179 ) ( 192 ) — ( 373 )
Stock-based awards, ESOP activity and other 1 179 — — 180
Balance at June 26, 2022 $ 264 $ — $ 19,336 $ ( 8,168 ) $ 11,432
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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Lockheed Martin Corporation
Consolidated Statements of Equity
For the Six Months Ended June 25, 2023 and June 26, 2022
(unaudited; in millions)
Common
Stock Additional
Paid-in
Capital Retained
Earnings Accumulated
Other
Comprehensive
Loss Total
Equity
Balance at December 31, 2022 $ 254 $ 92 $ 16,943 $ ( 8,023 ) $ 9,266
Net earnings — — 3,370 — 3,370
Other comprehensive income, net of tax
— — — ( 56 ) ( 56 )
Dividends declared — — ( 2,291 ) — ( 2,291 )
Repurchases of common stock ( 4 ) ( 292 ) ( 954 ) — ( 1,250 )
Stock-based awards, ESOP activity and other
1 200 — — 201
Balance at June 25, 2023 $ 251 $ — $ 17,068 $ ( 8,079 ) $ 9,240
Balance at December 31, 2021 $ 271 $ 94 $ 21,600 $ ( 11,006 ) $ 10,959
Net earnings — — 2,042 — 2,042
Other comprehensive income, net of tax
— — — 2,838 2,838
Dividends declared — — ( 2,246 ) — ( 2,246 )
Repurchases of common stock ( 8 ) ( 305 ) ( 2,060 ) — ( 2,373 )
Stock-based awards, ESOP activity and other
1 211 — — 212
Balance at June 26, 2022 $ 264 $ — $ 19,336 $ ( 8,168 ) $ 11,432
The accompanying notes are an integral part of these unaudited consolidated financial statements.
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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 liabilities and assets for the portion of environmental costs that are probable of future recovery; evaluation of goodwill, intangible assets, investments 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.
Effective January 1, 2023, we no longer consider amortization expense related to purchased intangible assets when evaluating the operating performance of our business segments. As a result, intangible asset amortization expense, which was previously included in segment operating profit, is now reported in unallocated corporate expense within total consolidated operating profit. This change has no impact on our consolidated operating results. Management believes this updated presentation better aligns with how the business is viewed and managed and will provide better insights into business segment performance. This change has been applied to the amounts in this Form 10-Q, including amounts for 2022. See “Note 3 - Information on Business Segments” for further information regarding the impact of this change on our current and prior period segment operating profit.
Additionally, during the third quarter of 2022, we changed the presentation of deferred income taxes related to uncertain tax positions in the operating cash flow section of the consolidated statements of cash flows. Amounts for six months ended June 26, 2022 have been conformed to the current period’s presentation and this change does not impact previously reported net cash from operating activities.
We close our books and records on the last Sunday of the interim calendar quarter, which was on June 25 for the second quarter of 2023 and June 26 for the second quarter of 2022 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.
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 Annual Report on Form 10-K for the year ended December 31, 2022 (2022 Form 10-K).
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
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 25,
2023 June 26,
2022 June 25,
2023 June 26,
2022
Weighted average common shares outstanding for basic computations 252.8 265.8 253.7 267.0
Weighted average dilutive effect of equity awards
0.8 0.9 0.9 0.9
Weighted average common shares outstanding for diluted computations
253.6 266.7 254.6 267.9
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 common share also includes the dilutive effects for the assumed vesting of outstanding restricted stock units (RSUs) and performance stock units (PSUs) based on the treasury stock method. There were no significant anti-dilutive equity awards during the quarters and six months ended June 25, 2023 and June 26, 2022. Basic and diluted weighted average common shares outstanding decreased in 2023 compared to 2022 due to share repurchases. See “Note 9 - Stockholders’ Equity” for more information.
NOTE 3 - INFORMATION ON BUSINESS SEGMENTS
Overview
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 products and services offered.
Selected Financial Data by Business Segment
Net sales and operating profit of our business segments exclude intersegment sales, cost of sales and profit as these activities are eliminated in consolidation and thus are not included in management’s evaluation of performance of each segment. 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.
Summary Operating Results
As discussed in “Note 1 - Basis of Presentation”, effective January 1, 2023, we no longer consider amortization expense related to purchased intangible assets when evaluating the operating performance of our business segments. As a result, intangible asset amortization expense, which was previously included in segment operating profit, is now reported in unallocated items within total consolidated operating profit.
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
This change has been applied to the amounts below, including the amounts for 2022. Sales and operating profit for each of our business segments were as follows (in millions):
Quarters Ended Six Months Ended
June 25,
2023 June 26,
2022 June 25,
2023 June 26,
2022
Net sales
Aeronautics $ 6,875 $ 5,862 $ 13,144 $ 12,263
Missiles and Fire Control 2,755 2,747 5,143 5,199
Rotary and Mission Systems 3,897 4,012 7,407 7,564
Space 3,166 2,825 6,125 5,384
Total net sales $ 16,693 $ 15,446 $ 31,819 $ 30,410
Operating profit
Aeronautics $ 718 $ 613 $ 1,393 $ 1,292
Missiles and Fire Control 371 418 748 803
Rotary and Mission Systems 454 461 804 867
Space 312 271 592 519
Total business segment operating profit 1,855 1,763 3,537 3,481
Unallocated items
FAS/CAS pension operating adjustment 416 425 831 851
Intangible asset amortization expense ( 62 ) ( 62 ) ( 124 ) ( 124 )
Other, net ( 74 ) ( 163 ) ( 72 ) ( 312 )
Total unallocated items 280 200 635 415
Total consolidated operating profit $ 2,135 $ 1,963 $ 4,172 $ 3,896
Intersegment sales
Aeronautics $ 71 $ 58 $ 124 $ 118
Missiles and Fire Control 159 161 305 317
Rotary and Mission Systems 505 453 994 908
Space 92 99 178 182
Total intersegment sales $ 827 $ 771 $ 1,601 $ 1,525
Unallocated Items
Business segment operating profit excludes the FAS/CAS pension operating adjustment, 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, changes in the fair value of assets and liabilities for deferred compensation plans, retiree benefits, significant severance charges, significant asset impairments, gains or losses from divestitures, intangible asset amortization expense, 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 10 - Other” for a discussion related to certain factors that may impact the comparability of net sales and operating profit of our business segments.
FAS/CAS Pension Operating Adjustment
Our business segments’ results of operations include pension expense only as calculated under U.S. Government Cost Accounting Standards (CAS), which we refer to as CAS pension cost. We recover CAS pension and other postretirement benefit plan cost through the pricing of our products and services on U.S. Government contracts and, therefore, recognize CAS pension cost in each of our business segment’s net sales and cost of sales. Our consolidated financial statements must present pension and other postretirement benefit plan income calculated in accordance with Financial Accounting Standards (FAS) requirements under U.S. GAAP. The operating portion of the total FAS/CAS pension adjustment represents the difference between the service cost component of FAS pension income (expense) and total CAS pension cost. As a result, to the extent that CAS pension cost exceeds the service cost component of FAS pension income (expense) we have a favorable FAS/CAS pension operating adjustment.
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
Disaggregation of Net Sales
Net sales by products and services, contract type, customer, and geographic region were as follows (in millions):
Quarter Ended June 25, 2023
Aeronautics MFC RMS Space Total
Net sales
Products $ 5,645 $ 2,412 $ 3,041 $ 2,660 $ 13,758
Services 1,230 343 856 506 2,935
Total net sales $ 6,875 $ 2,755 $ 3,897 $ 3,166 $ 16,693
Net sales by contract type
Fixed-price $ 4,656 $ 1,863 $ 2,451 $ 799 $ 9,769
Cost-reimbursable 2,219 892 1,446 2,367 6,924
Total net sales $ 6,875 $ 2,755 $ 3,897 $ 3,166 $ 16,693
Net sales by customer
U.S. Government $ 4,621 $ 1,911 $ 2,754 $ 3,121 $ 12,407
International (a)
2,169 841 1,075 41 4,126
U.S. commercial and other 85 3 68 4 160
Total net sales $ 6,875 $ 2,755 $ 3,897 $ 3,166 $ 16,693
Net sales by geographic region
United States $ 4,706 $ 1,914 $ 2,822 $ 3,125 $ 12,567
Europe 1,146 174 212 24 1,556
Asia Pacific 690 215 554 16 1,475
Middle East 226 411 155 1 793
Other 107 41 154 — 302
Total net sales $ 6,875 $ 2,755 $ 3,897 $ 3,166 $ 16,693
Six Months Ended June 25, 2023
Aeronautics MFC RMS Space Total
Net sales
Products $ 10,801 $ 4,501 $ 5,833 $ 5,149 $ 26,284
Services 2,343 642 1,574 976 5,535
Total net sales $ 13,144 $ 5,143 $ 7,407 $ 6,125 $ 31,819
Net sales by contract type
Fixed-price $ 8,968 $ 3,481 $ 4,659 $ 1,563 $ 18,671
Cost-reimbursable 4,176 1,662 2,748 4,562 13,148
Total net sales $ 13,144 $ 5,143 $ 7,407 $ 6,125 $ 31,819
Net sales by customer
U.S. Government $ 8,738 $ 3,492 $ 5,177 $ 6,029 $ 23,436
International (a)
4,283 1,646 2,095 86 8,110
U.S. commercial and other 123 5 135 10 273
Total net sales $ 13,144 $ 5,143 $ 7,407 $ 6,125 $ 31,819
Net sales by geographic region
United States $ 8,861 $ 3,497 $ 5,312 $ 6,039 $ 23,709
Europe 2,276 385 437 47 3,145
Asia Pacific 1,365 317 992 38 2,712
Middle East 451 866 341 1 1,659
Other 191 78 325 — 594
Total net sales $ 13,144 $ 5,143 $ 7,407 $ 6,125 $ 31,819
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
Quarter Ended June 26, 2022
Aeronautics MFC RMS Space Total
Net sales
Products $ 4,804 $ 2,444 $ 3,150 $ 2,363 $ 12,761
Services 1,058 303 862 462 2,685
Total net sales $ 5,862 $ 2,747 $ 4,012 $ 2,825 $ 15,446
Net sales by contract type
Fixed-price $ 3,916 $ 1,943 $ 2,589 $ 753 $ 9,201
Cost-reimbursable 1,946 804 1,423 2,072 6,245
Total net sales $ 5,862 $ 2,747 $ 4,012 $ 2,825 $ 15,446
Net sales by customer
U.S. Government $ 3,963 $ 1,924 $ 2,785 $ 2,786 $ 11,458
International (a)
1,868 823 1,129 29 3,849
U.S. commercial and other 31 — 98 10 139
Total net sales $ 5,862 $ 2,747 $ 4,012 $ 2,825 $ 15,446
Net sales by geographic region
United States $ 3,994 $ 1,924 $ 2,883 $ 2,796 $ 11,597
Europe 845 262 178 20 1,305
Asia Pacific 705 107 553 6 1,371
Middle East 222 417 201 3 843
Other 96 37 197 — 330
Total net sales $ 5,862 $ 2,747 $ 4,012 $ 2,825 $ 15,446
Six Months Ended June 26, 2022
Aeronautics MFC RMS Space Total
Net sales
Products $ 10,221 $ 4,617 $ 5,938 $ 4,479 $ 25,255
Services 2,042 582 1,626 905 5,155
Total net sales $ 12,263 $ 5,199 $ 7,564 $ 5,384 $ 30,410
Net sales by contract type
Fixed-price $ 8,602 $ 3,656 $ 4,807 $ 1,390 $ 18,455
Cost-reimbursable 3,661 1,543 2,757 3,994 11,955
Total net sales $ 12,263 $ 5,199 $ 7,564 $ 5,384 $ 30,410
Net sales by customer
U.S. Government $ 8,176 $ 3,519 $ 5,296 $ 5,302 $ 22,293
International (a)
4,018 1,675 2,100 63 7,856
U.S. commercial and other 69 5 168 19 261
Total net sales $ 12,263 $ 5,199 $ 7,564 $ 5,384 $ 30,410
Net sales by geographic region
United States $ 8,245 $ 3,524 $ 5,464 $ 5,321 $ 22,554
Europe 1,868 518 365 44 2,795
Asia Pacific 1,426 213 985 13 2,637
Middle East 484 882 377 6 1,749
Other 240 62 373 — 675
Total net sales $ 12,263 $ 5,199 $ 7,564 $ 5,384 $ 30,410
(a) International sales include foreign military sales (FMS) contracted through the U.S. Government and direct commercial sales to international governments and other international customers.
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
Our Aeronautics business segment includes our largest program, the F-35 Lightning II, an international multi-role, multi-variant, stealth fighter aircraft. Net sales for the F-35 program represented approximately 26 % of our total consolidated net sales for both the quarter and six months ended June 25, 2023 and 23 % and 26 % of our total consolidated net sales for the quarter and six months ended June 26, 2022.
Assets
Total assets for each of our business segments were as follows (in millions):
June 25,
2023 December 31,
2022
Assets
Aeronautics $ 13,426 $ 12,055
Missiles and Fire Control 5,777 5,788
Rotary and Mission Systems 18,175 17,988
Space 6,640 6,351
Total business segment assets 44,018 42,182
Corporate assets (a)
12,960 10,698
Total assets $ 56,978 $ 52,880
(a) Corporate assets primarily include cash and cash equivalents, deferred income taxes, assets for the portion of environmental costs that are probable of future recovery, property, plant and equipment used in our corporate operations, assets held in a trust for deferred compensation plans, and other marketable investments.
NOTE 4 - CONTRACT ASSETS AND LIABILITIES
Contract assets include unbilled amounts typically resulting from sales under contracts when the percentage-of-completion cost-to-cost method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer. Contract liabilities include advance payments and billings in excess of revenue recognized. Contract assets and contract liabilities were as follows (in millions):
June 25,
2023 December 31,
2022
Contract assets $ 13,008 $ 12,318
Contract liabilities 8,184 8,488
Contract assets increased $ 690 million during the six months ended June 25, 2023, due to the recognition of revenue related to the satisfaction or partial satisfaction of performance obligations during the six months ended June 25, 2023 for which we have not yet billed our customers (primarily on the F-35 program at Aeronautics). There were no significant credit or impairment losses related to our contract assets during the quarters and six months ended June 25, 2023 and June 26, 2022.
Contract liabilities decreased $ 304 million during the six months ended June 25, 2023, primarily due to revenue recognized in excess of payments received on these performance obligations. During the quarter and six months ended June 25, 2023, we recognized $ 1.1 billion and $ 3.3 billion of our contract liabilities at December 31, 2022 as revenue. During the quarter and six months ended June 26, 2022, we recognized $ 1.4 billion and $ 3.5 billion of our contract liabilities at December 31, 2021 as revenue.
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
NOTE 5 - INVENTORIES
Inventories consisted of the following (in millions):
June 25,
2023 December 31,
2022
Materials, spares and supplies $ 599 $ 599
Work-in-process
2,720 2,297
Finished goods 179 192
Total inventories $ 3,498 $ 3,088
Costs incurred to fulfill a contract in advance of the contract being awarded are included in inventories as work-in-process if we determine that those costs relate directly to a contract or to an anticipated contract that we can specifically identify and determine that contract award is probable, the costs generate or enhance resources that will be used in satisfying performance obligations, and the costs are recoverable (referred to as pre-contract costs). These advanced procurement costs are generally incurred in order to enhance our ability to achieve schedule and certain customer milestones. Pre-contract costs that are initially capitalized in inventory are generally recognized as cost of sales consistent with the transfer of products and services to the customer upon the receipt of the anticipated contract. All other pre-contract costs, including start-up costs, are expensed as incurred. As of June 25, 2023 and December 31, 2022, $ 1.0 billion and $ 791 million of pre-contract costs were included in inventories. The increase in pre-contract costs as of June 25, 2023 is primarily driven by our Aeronautics business segment (primarily F-35 program and classified contracts).
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
NOTE 6 - POSTRETIREMENT BENEFIT PLANS
FAS income (expense)
The pretax FAS income (expense) related to our qualified defined benefit pension plans and retiree medical and life insurance plans consisted of the following (in millions):
Quarters Ended Six Months Ended
June 25,
2023 June 26,
2022 June 25,
2023 June 26,
2022
Qualified defined benefit pension plans
Operating:
Service cost $ ( 16 ) $ ( 24 ) $ ( 32 ) $ ( 48 )
Non-operating:
Interest cost ( 365 ) ( 303 ) ( 730 ) ( 605 )
Expected return on plan assets 431 503 861 1,005
Amortization of actuarial losses ( 42 ) ( 151 ) ( 84 ) ( 301 )
Amortization of prior service credits 87 90 174 180
Pension settlement charge — ( 1,470 ) — ( 1,470 )
Non-service FAS pension income (expense) 111 ( 1,331 ) 221 ( 1,191 )
Total FAS pension income (expense) $ 95 $ ( 1,355 ) $ 189 $ ( 1,239 )
Retiree medical and life insurance plans
Operating:
Service cost $ ( 2 ) $ ( 2 ) $ ( 3 ) $ ( 4 )
Non-operating:
Interest cost ( 17 ) ( 12 ) ( 34 ) ( 24 )
Expected return on plan assets 26 34 52 68
Amortization of actuarial gains 8 12 16 23
Amortization of prior service costs ( 2 ) ( 7 ) ( 5 ) ( 14 )
Non-service FAS retiree medical and life income 15 27 29 53
Total FAS retiree medical and life income $ 13 $ 25 $ 26 $ 49
We record the service cost component of FAS income for our qualified defined benefit pension plans and retiree medical and life insurance plans in the cost of sales accounts; the non-service components of our FAS income (expense) for our qualified defined benefit pension plans in the non-service FAS pension income (expense) account; and the non-service components of our FAS income (expense) for our retiree medical and life insurance plans as part of the other non-operating (expense) income, net account on our consolidated statements of earnings.
The amortization of net actuarial losses or gains and prior service credits or costs in the table above, along with similar costs related to our other postretirement benefit plans ($ 4 million and $ 7 million for the quarter and six months ended June 25, 2023 and $ 6 million and $ 11 million for the quarter and six months ended June 26, 2022) were reclassified from accumulated other comprehensive loss (AOCL) and recorded as a component of FAS income (expense) for the periods presented. These costs totaled $( 47 ) million ($( 37 ) million, net of tax) and $( 94 ) million ($( 74 ) million, net of tax) during the quarter and six months ended June 25, 2023, and $ 62 million ($ 47 million, net of tax) and $ 123 million ($ 95 million, net of tax) during the quarter and six months ended June 26, 2022.
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
Purchase of Group Annuity Contracts and Pension Remeasurement
The quarter and six months ending June 26, 2022 reflect a noncash, non-operating pension settlement charge of $ 1.5 billion ($ 1.2 billion, or $ 4.33 per share, after-tax) recognized in connection with the transfer of $ 4.3 billion of our gross defined benefit pension obligations and related plan assets to an insurance company on June 24, 2022.
Funding Requirements
The required funding of our qualified defined benefit pension plans is determined in accordance with the Employee Retirement Income Security Act of 1974 (ERISA), as amended, along with consideration of CAS and Internal Revenue Code rules. We made no contributions to our qualified defined benefit pension plans during the quarters and six months ended June 25, 2023 and June 26, 2022.
NOTE 7 - LEGAL PROCEEDINGS AND CONTINGENCIES
Legal Proceedings
We are a party to litigation and other proceedings that arise in the ordinary course of our business, including matters arising under provisions relating to the protection of the environment, and are subject to contingencies related to certain businesses we previously owned. These types of matters could result in fines, penalties, cost reimbursements or contributions, compensatory or treble damages or non-monetary sanctions or relief. We believe the probability is remote that the outcome of each of these matters, including the legal proceedings described below, will have a material adverse effect on the company as a whole, notwithstanding that the unfavorable resolution of any matter may have a material effect on our net earnings and cash flows in any particular interim reporting period. Among the factors that we consider in this assessment are the nature of existing legal proceedings and claims, the asserted or possible damages or loss contingency (if estimable), the progress of the case, existing law and precedent, the opinions or views of legal counsel and other advisers, our experience in similar cases and the experience of other companies, the facts available to us at the time of assessment and how we intend to respond to the proceeding or claim. Our assessment of these factors may change over time as individual proceedings or claims progress.
Although we cannot predict the outcome of legal or other proceedings with certainty, where there is at least a reasonable possibility that a loss may have been incurred, GAAP requires us to disclose an estimate of the reasonably possible loss or range of loss or make a statement that such an estimate cannot be made. We follow a thorough process in which we seek to estimate the reasonably possible loss or range of loss, and only if we are unable to make such an estimate do we conclude and disclose that an estimate cannot be made. Accordingly, unless otherwise indicated below in our discussion of legal proceedings, a reasonably possible loss or range of loss associated with any individual legal proceeding cannot be estimated.
United States of America, ex rel. Patzer; Cimma v. Sikorsky Aircraft Corp., et al.
As a result of our acquisition of Sikorsky Aircraft Corporation (Sikorsky), we assumed the defense of and any potential liability for two civil False Claims Act lawsuits pending in the U.S. District Court for the Eastern District of Wisconsin. In October 2014, the U.S. Government filed a complaint in intervention in the first suit, which was brought by qui tam relator Mary Patzer, a former Derco Aerospace (Derco) employee. In May 2017, the U.S. Government filed a complaint in intervention in a second suit, which was brought by qui tam relator Peter Cimma, a former Sikorsky Support Services, Inc. (SSSI) employee. In November 2017, the Court consolidated the cases into a single action for discovery and trial.
The U.S. Government alleges that Sikorsky and two of its wholly-owned subsidiaries, Derco and SSSI, violated the civil False Claims Act and the Truth in Negotiations Act in connection with a contract the U.S. Navy awarded to SSSI in June 2006 to support the Navy’s T-34 and T-44 fixed-wing turboprop training aircraft. SSSI subcontracted with Derco, primarily to procure and manage spare parts for the training aircraft. The U.S. Government contends that SSSI overbilled the Navy on the contract as the result of Derco’s use of prohibited cost-plus-percentage-of-cost (CPPC) pricing to add profit and overhead costs as a percentage of the price of the spare parts that Derco procured and then sold to SSSI. The U.S. Government also alleges that Derco’s claims to SSSI, SSSI’s claims to the Navy, and SSSI’s yearly Certificates of Final Indirect Costs from 2006 through 2012 were false and that SSSI submitted inaccurate cost or pricing data in violation of the Truth in Negotiations Act for a sole-sourced, follow-on “bridge” contract. The U.S. Government’s complaints assert
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common law claims for breach of contract and unjust enrichment. On November 29, 2021, the District Court granted the U.S. Government’s motion for partial summary judgment, finding that the Derco-SSSI agreement was a CPPC contract.
We believe that we have legal and factual defenses to the U.S. Government’s remaining claims. The U.S. Government seeks damages of approximately $ 52 million, subject to trebling, plus statutory penalties. Although we continue to evaluate our liability and exposure, we do not currently believe that it is probable that we will incur a material loss. If, contrary to our expectations, the U.S. Government prevails on the remaining issues in this matter and proves damages at or near $ 52 million and is successful in having such damages trebled, the outcome could have an adverse effect on our results of operations in the period in which a liability is recognized and on our cash flows for the period in which any damages are paid.
Lockheed Martin v. Metropolitan Transportation Authority
On April 24, 2009, we filed a declaratory judgment action against the New York Metropolitan Transportation Authority and its Capital Construction Company (collectively, the MTA) asking the U.S. District Court for the Southern District of New York to find that the MTA is in material breach of our agreement based on the MTA’s failure to provide access to sites where work must be performed and the customer-furnished equipment necessary to complete the contract. The MTA filed an answer and counterclaim alleging that we breached the contract and subsequently terminated the contract for alleged default. The primary damages sought by the MTA are the costs to complete the contract and potential re-procurement costs. While we are unable to estimate the cost of another contractor to complete the contract and the costs of re-procurement, we note that our contract with the MTA had a total value of $ 323 million, of which $ 241 million was paid to us, and that the MTA is seeking damages of approximately $ 190 million. We dispute the MTA’s allegations and are defending against them. Additionally, following an investigation, our sureties on a performance bond related to this matter, who were represented by independent counsel, concluded that the MTA’s termination of the contract was improper. Finally, our declaratory judgment action was later amended to include claims for monetary damages against the MTA of approximately $ 95 million. This matter was taken under submission by the District Court in December 2014, after a five-week bench trial and the filing of post-trial pleadings by the parties. We continue to await a decision from the District Court. Although this matter relates to our former Information Systems & Global Solutions (IS&GS) business, we retained responsibility for the litigation when we divested IS&GS in 2016.
Environmental Matters
We are involved in proceedings and potential proceedings relating to soil, sediment, surface water, and groundwater contamination, disposal of hazardous substances, and other environmental matters at several of our current or former facilities, facilities for which we may have contractual responsibility, and at third-party sites where we have been designated as a potentially responsible party (PRP). A substantial portion of environmental costs will be included in our net sales and cost of sales in future periods pursuant to U.S. Government regulations. At the time a liability is recorded for future environmental costs, we record assets for estimated future recovery considered probable through the pricing of products and services to agencies of the U.S. Government, regardless of the contract form (e.g., cost-reimbursable, fixed-price). We continually evaluate the recoverability of our assets for the portion of environmental costs that are probable of future recovery by assessing, among other factors, U.S. Government regulations, our U.S. Government business base and contract mix, and our history of receiving reimbursement of such costs. We include the portions of those environmental costs expected to be allocated to our non-U.S. Government contracts, or determined not to be recoverable under U.S. Government contracts, in our cost of sales at the time the liability is established or adjusted.
At June 25, 2023 and December 31, 2022, the aggregate amount of liabilities recorded relative to environmental matters was $ 687 million and $ 696 million, most of which are recorded in other noncurrent liabilities on our consolidated balance sheets. We have recorded assets for the portion of environmental costs that are probable of future recovery totaling $ 610 million and $ 618 million at June 25, 2023 and December 31, 2022, most of which are recorded in other noncurrent assets on our consolidated balance sheets.
Environmental remediation activities usually span many years, which makes estimating liabilities a matter of judgment because of uncertainties with respect to assessing the extent of the contamination as well as such factors as changing remediation technologies and changing regulatory environmental standards. We are monitoring or investigating a number of former and present operating facilities for potential future remediation. We perform quarterly reviews of the status of our environmental remediation sites and the related liabilities and receivables. Additionally, in our quarterly reviews, we consider these and other factors in estimating the timing and amount of any future costs that may be required
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for remediation activities, and we record a liability when it is probable that a loss has occurred or will occur for a particular site and the loss can be reasonably estimated. The amount of liability recorded is based on our estimate of the costs to be incurred for remediation for that site. We do not discount the recorded liabilities, as the amount and timing of future cash payments are not fixed or cannot be reliably determined. We cannot reasonably determine the extent of our financial exposure in all cases as, although a loss may be probable or reasonably possible, in some cases it is not possible at this time to estimate the reasonably possible loss or range of loss. We project costs and recovery of costs over approximately 20 years.
We also pursue claims for recovery of costs incurred or for contribution to site remediation costs against other PRPs, including the U.S. Government, and are conducting remediation activities under various consent decrees, orders, and agreements relating to soil, groundwater, sediment, or surface water contamination at certain sites of former or current operations. Under agreements related to certain sites in California, New York, United States Virgin Islands and Washington, the U.S. Government and/or a private party reimburses us an amount equal to a percentage, specific to each site, of expenditures for certain remediation activities in their capacity as PRPs under the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA).
In addition to the proceedings and potential proceedings discussed above, potential new regulations of perchlorate and hexavalent chromium at the federal and state level could adversely affect us. In particular, the U.S. Environmental Protection Agency (EPA) is considering whether to regulate hexavalent chromium at the federal level, and as a result of a recent court decision, must regulate perchlorate at the federal level. The California State Water Resources Control Board (SWRCB) continues to reevaluate its existing drinking water standard of 6 parts per billion (ppb) for perchlorate. The California SWRCB has also proposed to regulate hexavalent chromium at 10 ppb, which we currently do not expect would materially increase our cleanup costs in California. If substantially lower standards are adopted for perchlorate or for hexavalent chromium, we expect a material increase in our estimates for environmental liabilities and the related assets for the portion of the increased costs that are probable of future recovery in the pricing of our products and services for the U.S. Government. The amount that would be allocable to our non-U.S. Government contracts or that is determined not to be recoverable under U.S. Government contracts would be expensed, which may have a material effect on our earnings in any particular interim reporting period.
We also are evaluating the potential impact of existing and contemplated legal requirements addressing a class of chemicals known generally as per- and polyfluoroalkyl substances (PFAS). PFAS have been used ubiquitously, such as in fire-fighting foams, manufacturing processes, and stain- and stick-resistant products (e.g., Teflon, stain-resistant fabrics). Because we have used products and processes over the years containing some of those compounds, they likely exist as contaminants at many of our environmental remediation sites. Governmental authorities have announced plans, and in some instances have begun, to regulate certain of these compounds at extremely low concentrations in drinking water, which could lead to increased cleanup costs at many of our environmental remediation sites.
Letters of Credit, Surety Bonds and Third-Party Guarantees
We have entered into standby letters of credit and surety bonds issued on our behalf by financial institutions, and we have directly issued guarantees to third parties primarily relating to advances received from customers and the guarantee of future performance on certain contracts. Letters of credit and surety bonds generally are available for draw down in the event we do not perform. We had total outstanding letters of credit and surety bonds aggregating $ 2.9 billion at both June 25, 2023 and December 31, 2022.
Additionally, we may guarantee the contractual performance of third parties such as joint venture partners. At June 25, 2023 and December 31, 2022, third-party guarantees totaled $ 912 million and $ 904 million, of which approximately 72 % and 71 % related to guarantees of contractual performance of joint ventures to which we currently are or previously were a party. These amounts represent our estimate of the maximum amounts we would expect to incur upon the contractual non-performance of the joint venture, joint venture partners or divested businesses. Generally, we also have cross-indemnities in place that may enable us to recover amounts that may be paid on behalf of a joint venture partner. Third-party guarantees do not include guarantees issued on behalf of subsidiaries and other consolidated entities.
In determining our exposures, we evaluate the reputation, performance on contractual obligations, technical capabilities and credit quality of our current and former joint venture partners and the transferee under novation agreements all of which include a guarantee as required by the FAR. At June 25, 2023 and December 31, 2022, there were no material amounts recorded in our financial statements related to third-party guarantees or novation agreements.
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Other Contingencies
As a U.S. Government contractor, we are subject to various audits and investigations by the U.S. Government to determine whether our operations are being conducted in accordance with applicable regulatory requirements. U.S. Government investigations of us, whether relating to government contracts or conducted for other reasons, could result in administrative, civil, or criminal liabilities, including repayments, fines or penalties being imposed upon us, suspension, proposed debarment, debarment from eligibility for future U.S. Government contracting, or suspension of export privileges. Suspension or debarment could have a material adverse effect on us because of our dependence on contracts with the U.S. Government. U.S. Government investigations often take years to complete and many result in no adverse action against us. We also provide products and services to customers outside of the U.S., which are subject to U.S. and foreign laws and regulations and foreign procurement policies and practices. Our compliance with local regulations or applicable U.S. Government regulations also may be audited or investigated.
In the normal course of business, we provide warranties to our customers associated with certain product sales. We record estimated warranty costs in the period in which the related products are delivered. The warranty liability is generally based on the number of months of warranty coverage remaining for the products delivered and the average historical monthly warranty payments. Warranty obligations incurred in connection with long-term production contracts are accounted for within the contract estimates at completion.
NOTE 8 - FAIR VALUE MEASUREMENTS
Assets and liabilities measured and recorded at fair value on a recurring basis consisted of the following (in millions):
June 25, 2023 December 31, 2022
Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Assets
Mutual funds $ 922 $ 922 $ — $ — $ 897 $ 897 $ — $ —
U.S. Government securities 108 — 108 — 118 — 118 —
Other securities 688 336 297 55 660 333 264 63
Derivatives 17 — 17 — 18 — 18 —
Liabilities
Derivatives 215 — 215 — 196 — 196 —
Substantially all assets measured at fair value, other than derivatives, represent assets held in a trust to fund certain of our non-qualified deferred compensation plans and are recorded in other noncurrent assets on our consolidated balance sheets. The fair values of mutual funds and certain other securities are determined by reference to the quoted market price per unit in active markets multiplied by the number of units held without consideration of transaction costs. The fair values of U.S. Government and certain other securities are determined using pricing models that use observable inputs (e.g., interest rates and yield curves observable at commonly quoted intervals), bids provided by brokers or dealers or quoted prices of securities with similar characteristics. The fair values of derivative instruments, which consist of foreign currency forward contracts, including embedded derivatives, and interest rate swap contracts, are primarily determined based on the present value of future cash flows using model-derived valuations that use observable inputs such as interest rates, credit spreads and foreign currency exchange rates.
We use derivative instruments principally to reduce our exposure to market risks from changes in foreign currency exchange rates and interest rates. We do not enter into or hold derivative instruments for speculative trading purposes. We transact business globally and are subject to risks associated with changing foreign currency exchange rates. We enter into foreign currency hedges such as forward and option contracts that change in value as foreign currency exchange rates change. Our most significant foreign currency exposures relate to the British pound sterling, the euro, the Canadian dollar, the Australian dollar, the Norwegian kroner and the Polish zloty. These contracts hedge forecasted foreign currency transactions in order to minimize fluctuations in our earnings and cash flows associated with changes in foreign currency exchange rates. We designate foreign currency hedges as cash flow hedges. We also are exposed to the impact of interest rate changes primarily through our borrowing activities. For fixed rate borrowings, we may use variable interest rate swaps, effectively converting fixed rate borrowings to variable rate borrowings in order to hedge changes in the fair value of the debt. These swaps are designated as fair value hedges. For variable rate borrowings, we may use
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fixed interest rate swaps, effectively converting variable rate borrowings to fixed rate borrowings in order to minimize the impact of interest rate changes on earnings. These swaps are designated as cash flow hedges. We also may enter into derivative instruments that are not designated as hedges and do not qualify for hedge accounting, which are intended to minimize certain economic exposures.
The aggregate notional amount of our outstanding interest rate swaps was $ 1.3 billion at both June 25, 2023 and December 31, 2022. The aggregate notional amount of our outstanding foreign currency hedges was $ 7.3 billion at both June 25, 2023 and December 31, 2022. The fair values of our outstanding interest rate swaps and foreign currency hedges at June 25, 2023 and December 31, 2022 were not significant. Derivative instruments did not have a material impact on net earnings and comprehensive income during the quarters and six months ended June 25, 2023 and June 26, 2022. The impact of derivative instruments on our consolidated statements of cash flows is included in net cash provided by operating activities. Substantially all of our derivatives are designated for hedge accounting.
We also make investments in early-stage companies that we believe are advancing or developing new technologies applicable to our business. Investments that have quoted market prices in active markets (Level 1) are recorded at fair value and reflected in other securities and certain investments are categorized as Level 3 when valuations using observable inputs are unavailable. See “Note 10 - Other - Investments” for more information.
In addition to the financial instruments listed in the table above, we hold other financial instruments, including cash and cash equivalents, receivables, accounts payable and debt. The carrying amounts for cash and cash equivalents, receivables and accounts payable approximated their fair values. The estimated fair value of our outstanding debt was $ 18.1 billion and $ 16.0 billion at June 25, 2023 and December 31, 2022. The outstanding principal amount of debt, including short-term and long-term debt, was $ 18.8 billion and $ 16.8 billion at June 25, 2023 and December 31, 2022, excluding $ 1.3 billion of unamortized discounts and issuance costs at both June 25, 2023 and December 31, 2022. The estimated fair values of our outstanding debt were determined based on the present value of future cash flows using model-derived valuations that use observable inputs such as interest rates and credit spreads (Level 2).
NOTE 9 - STOCKHOLDERS’ EQUITY
Repurchases of Common Stock
During the six months ended June 25, 2023, we repurchased 4.2 million shares of our common stock for $ 1.3 billion, pursuant to accelerated share repurchase (ASR) agreements and open market purchases. During the second quarter of 2023, under the terms of an ASR agreement, we paid $ 200 million and received an initial delivery of 0.3 million shares of our common stock. We received 0.1 million additional shares upon final settlement in the third quarter of 2023. In addition, we repurchased 1.1 million shares for $ 500 million under an ASR agreement that we entered into in the first quarter of 2023. As previously disclosed, we received 1.5 million shares of our common stock for no additional consideration upon final settlement of the ASR agreement that we entered into in the fourth quarter of 2022.
The total remaining authorization for future common share repurchases under our share repurchase program was $ 8.8 billion as of June 25, 2023. As we repurchase our common shares, we reduce common stock for the $ 1 of par value of the shares repurchased, with the excess purchase price over par value recorded as a reduction of additional paid-in capital. If additional paid-in capital is reduced to zero, we record the remainder of the excess purchase price over par value as a reduction of retained earnings.
Dividends
We declared cash dividends totaling $ 2.3 billion ($ 9.00 per share) during the six months ended June 25, 2023. In June 2023, we declared our 2023 third quarter dividend totaling approximately $ 756 million ($ 3.00 per share), which will be paid in September 2023. The total amount declared may differ from the total amount of dividends paid during a period due to the timing of dividend-equivalents paid on RSUs and PSUs. These dividend-equivalents are accrued during the vesting period and are paid upon the vesting of the RSUs and PSUs, which primarily occurs in the first quarter each year.
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Accumulated Other Comprehensive Loss
Changes in the balance of AOCL, net of tax, consisted of the following (in millions):
Postretirement
Benefit Plans Other, net AOCL
Balance at December 31, 2022 $ ( 7,866 ) $ ( 157 ) $ ( 8,023 )
Other comprehensive income (loss) before reclassifications — 5 5
Amounts reclassified from AOCL
Amortization of net actuarial losses (b)
58 — 58
Amortization of net prior service credits (b)
( 132 ) — ( 132 )
Other — 13 13
Total reclassified from AOCL ( 74 ) 13 ( 61 )
Total other comprehensive (loss) income ( 74 ) 18 ( 56 )
Balance at June 25, 2023 $ ( 7,940 ) $ ( 139 ) $ ( 8,079 )
Balance at December 31, 2021 $ ( 10,964 ) $ ( 42 ) $ ( 11,006 )
Other comprehensive income (loss) before reclassifications (a)
1,698 ( 121 ) 1,577
Amounts reclassified from AOCL
Pension settlement charge (a)
1,156 — 1,156
Amortization of net actuarial losses (b)
230 — 230
Amortization of net prior service credits (b)
( 135 ) — ( 135 )
Other — 10 10
Total reclassified from AOCL 1,251 10 1,261
Total other comprehensive income (loss) 2,949 ( 111 ) 2,838
Balance at June 26, 2022 $ ( 8,015 ) $ ( 153 ) $ ( 8,168 )
(a) Changes in AOCL before reclassifications related to our postretirement benefit plans represent the net actuarial gains from the interim remeasurement of certain defined benefit pension plans required as a result of the purchase of group annuity contracts to transfer $ 4.3 billion of our gross defined benefit pension obligations and related plan assets to an insurance company on June 24, 2022. See “Note 6 - Postretirement Benefit Plans.” Also as a result, during the quarter ended June 26, 2022, we recognized a noncash, non-operating pension settlement charge of $ 1.5 billion ($ 1.2 billion, or $ 4.33 per share, after-tax).
(b) These amounts include $( 37 ) million and $ 47 million, net of tax, for the quarters ended June 25, 2023 and June 26, 2022, which are comprised of the amortization of net actuarial losses of $ 29 million and $ 115 million for the quarters ended June 25, 2023 and June 26, 2022, and the amortization of net prior service credits of $ 66 million and $ 68 million for the quarters ended June 25, 2023 and June 26, 2022.
NOTE 10 - OTHER
Contract Estimates
Significant estimates and assumptions are made in estimating contract sales, costs, and profit. We estimate profit as the difference between estimated revenues and total estimated costs to complete the contract. At the outset of a long-term contract, we identify and monitor risks to the achievement of the technical, schedule and cost aspects of the contract, as well as our ability to earn variable consideration, and assess the effects of those risks on our estimates of sales and total costs to complete the contract. The estimates consider the technical requirements (e.g., a newly-developed product versus a mature product), the schedule and associated tasks (e.g., the number and type of milestone events) and costs (e.g., material, labor, subcontractor, overhead, general and administrative and the estimated costs to fulfill our industrial cooperation agreements, sometimes referred to as offset or localization agreements, required under certain contracts with international customers). The initial profit booking rate of each contract considers risks surrounding the ability to achieve the technical requirements, schedule and costs in the initial estimated total costs to complete the contract. Profit booking rates may increase during the performance of the contract if we successfully retire risks related to technical, schedule and cost aspects of the contract, which decreases the estimated total costs to complete the contract or may increase the variable consideration we expect to receive on the contract. Conversely, our profit booking rates may decrease if the
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estimated total costs to complete the contract increase or our estimates of variable consideration we expect to receive decrease. All of the estimates are subject to change during the performance of the contract and may affect the profit booking rate. When estimates of total costs to be incurred on a contract exceed total estimates of the transaction price, a provision for the entire loss is determined at the contract level and is recorded in the period in which the loss is evident, which we refer to as a reach-forward loss.
Comparability of our segment sales, operating profit and operating margin may be impacted favorably or unfavorably by changes in profit booking rates on our contracts. Increases in the profit booking rates, typically referred to as favorable profit adjustments, usually relate to revisions in the estimated total costs to fulfill the performance obligations that reflect improved conditions on a particular contract. Conversely, conditions on a particular contract may deteriorate, resulting in an increase in the estimated total costs to fulfill the performance obligations and a reduction in the profit booking rate and are typically referred to as unfavorable profit adjustments. Increases or decreases in profit booking rates are recognized in the current period they are determined and reflect the inception-to-date effect of such changes. Segment operating profit and margin may also be impacted favorably or unfavorably by other items, which may or may not impact sales. Favorable items may include the positive resolution of contractual matters, cost recoveries on severance and restructuring, insurance recoveries and gains on sales of assets. Unfavorable items may include the adverse resolution of contractual matters; supply chain disruptions; restructuring charges (except for significant severance actions, which are excluded from segment operating results); reserves for disputes; certain asset impairments; and losses on sales of certain assets.
Our consolidated net profit booking rate adjustments increased segment operating profit by approximately $ 365 million and $ 780 million during the quarter and six months ended June 25, 2023 and $ 455 million and $ 860 million during the quarter and six months ended June 26, 2022. These adjustments increased net earnings by approximately $ 288 million ($ 1.14 per share) and $ 616 million ($ 2.42 per share) during the quarter and six months ended June 25, 2023 and $ 359 million ($ 1.35 per share) and $ 679 million ($ 2.53 per share) during the quarter and six months ended June 26, 2022. We recognized net sales from performance obligations satisfied in prior periods of approximately $ 359 million and $ 792 million during the quarter and six months ended June 25, 2023, and $ 481 million and $ 897 million during the quarter and six months ended June 26, 2022, which primarily relate to changes in profit booking rates that impacted revenue.
We have various development programs for new and upgraded products, services, and related technologies which have complex design and technical challenges. This development work is inherently uncertain and subject to significant variability in estimates of the cost and time required to complete the work by us and our suppliers. Many of these programs have cost-type contracting arrangements (e.g. cost-reimbursable or cost-plus-fee). In such cases, the associated financial risks are primarily in reduced fees, lower profit rates, or program cancellation if cost, schedule, or technical performance issues arise.
However, some of our existing development programs are contracted on a fixed-price basis or include cost-type contracting for the development phase with fixed-price production options and our customers are increasingly implementing procurement policies such as these that shift risk to contractors. Competitively bid programs with fixed-price development work or fixed-price production options increase the risk of a reach-forward loss upon contract award and during the period of contract performance. Due to the complex and often experimental nature of development programs, we may experience (and have experienced in the past) technical and quality issues during the development of new products or technologies for a variety of reasons. Our development programs are ongoing, and while we believe the cost and fee estimates incorporated in the financial statements are appropriate, the technical complexity of these programs and fixed-price contract structure creates financial risk as estimated completion costs may exceed the current contract value, which could trigger earnings charges, termination provisions, or other financially significant exposures. These programs have risk for reach-forward losses if our estimated costs exceed our estimated contract revenues, and such losses could be significant to our financial results, cash flows, or financial condition. Any such losses are recorded in the period in which the loss is evident.
We have experienced performance issues on a classified fixed-price incentive fee contract that involves highly complex design and systems integration at our Aeronautics business segment and have periodically recognized reach-forward losses. We continue to monitor the technical requirements, remaining work, schedule, and estimated costs to complete the program. As of June 25, 2023, cumulative losses remained at approximately $ 270 million. We will continue to monitor our performance, any future changes in scope, and estimated costs to complete the program and may have to record additional losses in future periods if we experience further performance issues, increases in scope, or cost growth, which could be material to our financial results. In addition, we and our industry team will incur advanced procurement costs (also referred to as pre-contract costs) in order to enhance our ability to achieve the schedule and certain
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milestones. We will monitor the recoverability of pre-contract costs, which could be impacted by the customer’s decision regarding future phases of the program.
We are responsible for a program to design, develop and construct a ground-based radar at our RMS business segment. The program has experienced performance issues for which we have periodically recognized reach-forward losses. As of June 25, 2023, cumulative losses remained at approximately $ 280 million. We will continue to monitor our performance, any future changes in scope, and estimated costs to complete the program and may have to record additional losses in future periods if we experience further performance issues, increases in scope, or cost growth. However, based on the losses previously recorded and our current estimate of the sales and costs to complete the program, at this time we do not anticipate that additional losses, if any, would be material to our financial results or financial condition.
Backlog
Backlog (i.e., unfulfilled or remaining performance obligations) represents the sales we expect to recognize for our products and services for which control has not yet transferred to the customer. It is converted into sales in future periods as work is performed or deliveries are made. For our cost-reimbursable and fixed-priced-incentive contracts, the estimated consideration we expect to receive pursuant to the terms of the contract may exceed the contractual award amount. The estimated consideration is determined at the outset of the contract and is continuously reviewed throughout the contract period. In determining the estimated consideration, we consider the risks related to the technical, schedule and cost impacts to complete the contract and an estimate of any variable consideration. Periodically, we review these risks and may increase or decrease backlog accordingly. As the risks on such contracts are successfully retired, the estimated consideration from customers may be reduced, resulting in a reduction of backlog without a corresponding recognition of sales. As of June 25, 2023, our ending backlog was $ 158.0 billion. We expect to recognize approximately 36 % of our backlog over the next 12 months and approximately 59 % over the next 24 months as revenue with the remainder recognized thereafter.
Income Taxes
Our effective income tax rates were 16.2 % and 15.8 % for the quarter and six months ended June 25, 2023 and 6.4 % and 14.6 % for the quarter and six months ended June 26, 2022. The rate for the second quarter of 2022 was lower than the second quarter of 2023 primarily due to lower earnings before income taxes resulting from a noncash, non-operating pension settlement charge of $ 1.5 billion, which reduced the tax expense by approximately $ 314 million. The rates for all periods benefited from research and development tax credits, tax deductions for foreign derived intangible income, and dividends paid to our defined contribution plans with an employee stock ownership plan feature.
As of December 31, 2022, our liabilities associated with uncertain tax positions were $ 1.6 billion. For the six months ended June 25, 2023, our liabilities associated with uncertain tax positions increased to $ 2.1 billion with a corresponding increase to net deferred tax assets primarily resulting from the Tax Cuts and Jobs Act of 2017’s elimination of the option for taxpayers to deduct research and development expenditures immediately in the year incurred and instead requiring taxpayers to amortize such expenditures over five years.
Investments
We make investments in companies that we believe are advancing or developing new technologies applicable to our business. These investments are primarily in early-stage companies and may be in the form of common or preferred stock, warrants, convertible debt securities or investments in funds. Most of these investments are in equity securities without readily determinable fair values (privately held securities), which are measured initially at cost and are then adjusted to fair value only if there is an observable price change or reduced for impairment, if applicable. The carrying amounts of the investments were $ 587 million and $ 589 million at June 25, 2023 and December 31, 2022. Due to changes in fair value and/or sales of investments, we recorded net losses of $ 40 million ($ 30 million, or $ 0.12 per share, after tax) and $ 11 million ($ 8 million, or $ 0.03 per share, after-tax) during the quarter and six months ended June 25, 2023 and net losses of $ 143 million ($ 107 million, or $ 0.40 per share, after-tax) and $ 40 million ($ 30 million, or $ 0.11 per share,
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Lockheed Martin Corporation
Notes to Consolidated Financial Statements (unaudited) (continued)
after-tax) during the quarter and six months ended June 26, 2022 . These losses are reflected in the other non-operating income, net account on our consolidated statements of earnings.
Debt Issuance
On May 25, 2023, we issued a total of $ 2.0 billion of senior unsecured notes, consisting of $ 500 million aggregate principal amount of 4.45 % Notes due May 15, 2028 (the “2028 Notes”), $ 850 million aggregate principal amount of 4.75 % Notes due February 15, 2034 (the “2034 Notes”) and $ 650 million aggregate principal amount of 5.20 % Notes due February 15, 2055 (the “2055 Notes” and, together with the 2028 Notes and 2034 Notes, the “Notes”) in a registered public offering. Net proceeds of $ 1,975 million were received from the offering after deducting pricing discounts and debt issuance costs, which are being amortized and recorded as interest expense over the term of the Notes. We will pay interest on the 2028 Notes semi-annually in arrears on May 15 and November 15 with the first payment to be made on November 15, 2023. Additionally, we will pay interest on the 2034 Notes and 2055 Notes on February 15 and August 15 of each year with the first payment to be made on August 15, 2023. We may, at our option, redeem the Notes of any series in whole or in part at any time and from time to time at a redemption price equal to the greater of 100 % of the principal amount of the Notes to be redeemed or an applicable make-whole amount, plus accrued and unpaid interest to the date of redemption. The Notes rank equally in right of payment with all of our existing unsecured and unsubordinated indebtedness.
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Report of Independent Registered Public Accounting Firm
Board of Directors and Stockholders
Lockheed Martin Corporation
Results of Review of Interim Financial Statements
We have reviewed the accompanying consolidated balance sheet of Lockheed Martin Corporation (the Company) as of June 25, 2023 , the related consolidated statements of earnings, comprehensive income and equity for the quarters and six months ended June 25, 2023 and June 26, 2022, and consolidated statements of cash flows for the six months ended June 25, 2023 and June 26, 2022, and the related notes (collectively referred to as the “consolidated interim financial statements”) . Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, 2022, the related consolidated statements of earnings, comprehensive income, cash flows and equity for the year then ended, and the related notes (not presented herein); and in our report dated January 26, 2023, we expressed an unqualified audit opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of December 31, 2022, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.
Basis for Review Results
These financial statements are the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
/s/ Ernst & Young LLP
Tysons, Virginia
July 18, 2023
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.