Lockheed Martin 2011 Annual Report Download - page 88

potential joint venture partners. In addition, we generally have cross-indemnities in place that may enable us to recover
amounts that may be paid on behalf of a joint venture partner. We believe our current and former joint venture partners will
be able to perform their obligations, as they have done through December 31, 2011, and that it will not be necessary to make
payments under the guarantees.
United Launch Alliance
In connection with our 50% ownership interest of United Launch Alliance, L.L.C. (ULA), we and The Boeing Company
(Boeing) have each received distributions totaling $352 million (since ULA’s formation in December 2006) which are
subject to agreements between us, Boeing, and ULA, whereby, if ULA does not have sufficient cash resources or credit
capacity to make payments under the inventory supply agreement it has with Boeing, both we and Boeing would provide to
ULA, in the form of an additional capital contribution, the level of funding required for ULA to make those payments. Any
such capital contributions would not exceed the amount of the distributions subject to the agreements. We currently believe
that ULA will have sufficient operating cash flows and credit capacity, including access to its $400 million revolving credit
agreement from third-party financial institutions, to meet its obligations such that we would not be required to make a
contribution under these agreements.
In addition, both we and Boeing have cross-indemnified each other for certain financial support arrangements (e.g.,
letters of credit or surety bonds provided by either party) and guarantees by us and Boeing of the performance and financial
obligations of ULA under certain launch service contracts. We believe ULA will be able to fully perform its obligations, as it
has done through December 31, 2011, and that it will not be necessary to make payments under the cross-indemnities or
guarantees.
Our 50% ownership share of ULA’s net assets exceeded the book value of our investment by approximately
$395 million, which we are recognizing as income ratably over 10 years. This yearly amortization and our share of ULA‘s
net earnings are reported as equity in net earnings (losses) of equity investees in other income, net on our Statements of
Earnings. Our investment in ULA totaled $574 million and $513 million at December 31, 2011 and 2010.
Note 14 – Acquisitions and Divestitures
Acquisitions
We used $649 million in 2011 for acquisition activities including the acquisition of QTC, which provides outsourced
medical evaluation services to the U.S. Government, and Sim-Industries B.V., a commercial aviation simulation company.
QTC has been included within our IS&GS business segment, and Sim-Industries B.V. has been included within our
Electronic Systems business segment. Both acquisitions occurred in the fourth quarter of 2011. We have accounted for the
acquisition of businesses under the acquisition method, which required us to measure all of the assets acquired and liabilities
assumed at their acquisition-date fair values. Purchase allocations related to these acquisitions resulted in recording goodwill
aggregating $547 million, including $113 million that will be amortized for tax purposes, and $133 million of other
intangible assets, primarily relating to the value of customer relationships and trade names we acquired.
Divestitures
During the third quarter of 2011, we committed to a plan to sell Savi Technology, Inc. (Savi), a logistics business within
our Electronic Systems business segment, within one year. The operating results of Savi are included in discontinued
operations on our Statements of Earnings for all periods presented. The assets and liabilities of Savi have not been classified
as held for sale on our 2011 Balance Sheet, as the amounts are not material.
In April 2011, we closed on the sale of PAE, a business within our IS&GS business segment, for cash and the beneficial
interest in certain receivables. PAE’s operating results are included in discontinued operations on our Statements of Earnings
for 2009, 2010, and 2011 through the date of sale, and its assets and liabilities are classified as held for sale on our 2010
Balance Sheet.
As a result of our decision to sell PAE and Savi, we were required to record deferred tax assets to reflect the tax benefit
that we expected to realize on the sale of those businesses because our tax basis was higher than our book basis. Accordingly,
we recorded a $15 million deferred tax asset in 2011 and a $182 million deferred tax asset in 2010 related to PAE. We also
recorded a net benefit of $40 million in 2011 related to the decision to sell Savi, the principal driver of which is the
recognition of a deferred tax asset. We also recorded a $109 million impairment charge related to PAE in 2010. The
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