UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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): April 4, 2013
ViaSat, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 000-21767 | 33-0174996 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
6155 El Camino Real
Carlsbad, California 92009
(Address of Principal Executive Offices, Including Zip Code)
(760) 476-2200
(Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 4, 2013, ViaSat, Inc. (the “Company”) issued a press release announcing that Bruce Dirks has agreed to join the company as Chief Financial Officer. Shawn Duffy, who has served as interim Chief Financial Officer since August 2012, will continue in her position as Vice President, Chief Accounting Officer and Corporate Controller of the company.
Mr. Dirks, age 53, has served as a portfolio manager at Fidelity Management & Research Company since 2000. Prior to joining Fidelity, Mr. Dirks was vice president – Investments at TRW Investment Management Company from 1993 to 2000. Mr. Dirks began his career at Raytheon Company as a financial analyst and also worked on the corporate finance team at General Dynamics Corporation. Mr. Dirks earned a B.A. in Economics from Amherst College and an M.B.A. from the University of Chicago.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit Number |
Description of Exhibit | |
| 99.1 | Press Release dated April 4, 2013 issued by ViaSat, Inc. | |
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.
| Date: April 5, 2013 | ViaSat, Inc. | |||||
| By: | /s/ Paul Castor |
|||||
| Paul Castor | ||||||
| Associate General Counsel | ||||||
Exhibit 99.1
| Contact: | ||||
| Media Relations | Investor Relations | |||
| Scott Cianciulli / Sharon Oh Brainerd Communicators |
Heather Ferrante ViaSat Inc. | |||
| 212.986.6667 | 760-476-2633 | |||
| cianciulli@braincomm.com | ||||
| oh@braincomm.com |
ViaSat Announces Selection of CFO
Carlsbad, Calif. – April 4, 2013 – Bruce Dirks has agreed to join ViaSat Inc. (NASDAQ: VSAT) as Chief Financial Officer. Shawn Duffy, who has served as interim CFO since August 2012, will continue in her position as Vice President, Chief Accounting Officer and Corporate Controller of the company.
Mr. Dirks has served as a portfolio manager at Fidelity Management & Research Company since 2000. Prior to joining Fidelity, Mr. Dirks was vice president – Investments at TRW Investment Management Company from 1993 to 2000. Mr. Dirks began his career at Raytheon Company as a financial analyst and also worked on the corporate finance team at General Dynamics Corporation. Mr. Dirks earned a B.A. in Economics from Amherst College and an M.B.A. from the University of Chicago.
“We expect Bruce to be a great addition to our team and we would like to thank Shawn for her extraordinary contributions as interim CFO,” said Mark Dankberg, ViaSat chairman and CEO. “Bruce’s experience will be very complementary to our management team.”
Safe Harbor Statement
This press release contains forward-looking statements that are subject to the safe harbors created under the Securities Act of 1933 and the Securities Exchange Act of 1934. Readers are cautioned that actual results could differ materially from those expressed in any forward-looking statements. Factors that could cause actual results to differ include: our ability to successfully implement our business plan for our broadband satellite services on our anticipated timeline or at all; risks associated with the construction, launch and operation of our satellites, including the effect of any anomaly, operational failure or degradation in satellite performance; negative audits by the U.S. government; continued turmoil in the global business environment and economic conditions; delays in approving U.S. government budgets and cuts in government defense expenditures; our reliance on U.S. government contracts, and on a small number of contracts which account for a significant percentage of our revenues; our ability to successfully develop, introduce and sell new technologies, products and services; reduced demand for products as a result of continued constraints on capital spending by customers; changes in relationships with, or the financial condition of, key customers or suppliers; our reliance on a limited number of third parties to manufacture and supply our products; increased competition and other factors affecting the communications and defense industries generally; the effect of adverse regulatory changes on our ability to sell products and services; our level of indebtedness and
ability to comply with applicable debt covenants; our involvement in litigation, including intellectual property claims and litigation to protect our proprietary technology; and our dependence on a limited number of key employees. In addition, please refer to the risk factors contained in our SEC filings available at www.sec.gov, including our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to update or revise any forward-looking statements for any reason.
About ViaSat (www.viasat.com)
ViaSat delivers fast, secure communications, Internet, and network access to virtually any location for consumers, governments, enterprise, and the military. The company offers fixed and mobile satellite network services including Exede by ViaSat, which features ViaSat-1, the world’s highest capacity satellite; service to more than 1,750 mobile platforms, including Yonder® Ku-band mobile Internet; satellite broadband networking systems; and network-centric military communication systems and cyber security products for the U.S. and allied governments. ViaSat also offers communication system design and a number of complementary products and technologies. Based in Carlsbad, California, ViaSat employs over 2,500 people in a number of locations worldwide for technology development, customer service, and network operations.
Exede and Yonder are registered trademarks of ViaSat Inc.
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