Table of Contents
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
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 8, 2007
ViaSat, Inc.
(Exact name of registrant as specified in its charter)
| Delaware (State or Other Jurisdiction of Incorporation) |
0-21767 (Commission File No.) |
33-0174996 (I.R.S. Employer Identification No.) |
6155 El Camino Real
Carlsbad, California 92009
(Address of principal executive offices, including zip code)
Carlsbad, California 92009
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (760) 476-2200
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 (see General
Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
| Item 2.02. Results of Operations and Financial Conditions | ||||||||
| Item 9.01. Financial Statements and Exhibits. | ||||||||
| SIGNATURE | ||||||||
| EXHIBIT INDEX | ||||||||
| EXHIBIT 99.1 | ||||||||
Table of Contents
Item 2.02. Results of Operations and Financial Conditions
On August 8, 2007, ViaSat, Inc. issued a press release regarding its financial results for the
first quarter of fiscal year 2008. A copy of the press release is attached hereto as Exhibit 99.1.
The information contained in this Current Report, including the exhibit, is being furnished
and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that section. Such information shall not be
incorporated by reference into any filing of ViaSat, Inc., whether made before or after the date
hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
| Exhibit | ||
| Number | Description of Exhibit | |
99.1
|
Press release issued by ViaSat, Inc. on August 8, 2007 |
Table of Contents
SIGNATURE
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: August 8, 2007 | VIASAT, INC. |
|||
| By: | /s/ RONALD G. WANGERIN | |||
| Name: | Ronald G. Wangerin | |||
| Title: | Vice President, CFO | |||
Table of Contents
EXHIBIT INDEX
| Exhibit | ||
| Number | Description of Exhibit | |
99.1
|
Press release issued by ViaSat, Inc. on August 8, 2007 |
Exhibit 99.1
Contact:
Heather Ferrante
ViaSat Inc.
760-476-2633
www.viasat.com
Heather Ferrante
ViaSat Inc.
760-476-2633
www.viasat.com
ViaSat Reports First Quarter Results
Carlsbad, CA — August 8, 2007 — ViaSat, Inc. (NASDAQ: VSAT), a producer of innovative
satellite and other wireless communications and networking systems, today announced revenues of
$128.6 million and new net contract awards of $136.0 million for the quarter ended June 29, 2007.
ViaSat reported net income of $0.21 per share on a diluted non-GAAP basis or $0.13 per share on a
diluted GAAP basis.
“First quarter earnings were below plan due primarily to the shift of certain planned
information assurance products from our fiscal first quarter into our fiscal second quarter. But
ViaSat’s outlook for the fiscal year remains intact and underlying business fundamentals are
strong,” said Mark Dankberg, chairman and CEO of ViaSat. “Results also reflected planned increased
discretionary investments in R&D and proposal preparation to pursue a number of attractive near
term opportunities. New orders in the second quarter are anticipated to be very good, consistent
with plans for earnings to be skewed to the second half of the year. MIDS, MIDS JTRS, information
assurance and consumer broadband continue to show significant momentum.”
Financial Results
For the first quarter ended June 29, 20071, ViaSat reported the following financial
results:
| (In millions, except per share data) | Q1 2008 | Q1 2007 | ||||||||||
Revenues |
$ | 128.6 | $ | 128.7 | ||||||||
Net income |
$ | 4.2 | $ | 5.4 | ||||||||
Diluted per share net income |
$ | 0.13 | $ | 0.18 | ||||||||
Non-GAAP net income 2 |
$ | 6.8 | $ | 7.6 | ||||||||
Diluted per share non-GAAP net income
2 |
$ | 0.21 | $ | 0.26 | ||||||||
Fully diluted weighted average shares |
32.2 | 29.7 | ||||||||||
New orders/Contract awards |
$ | 136.0 | $ | 134.0 | ||||||||
Sales backlog |
$ | 396.1 | $ | 380.1 | ||||||||
1 ViaSat uses a 52- or 53-week fiscal year which ends on the Friday closest to
March 31. ViaSat’s quarters for fiscal year 2008 end on June 29, 2007, September 28, 2007,
December 28, 2007 and March 28, 2008.
2
All non-GAAP numbers have been adjusted to exclude the effects of
acquisition charges (amortization of intangible assets) and employee stock-based related
compensation expense. A reconciliation of specific adjustments to GAAP results for these periods
is included in the “Reconciliation Between GAAP Net Income and Non-GAAP Net Income” table
contained in this release. A description of our use of non-GAAP information is provided below
under “Use of Non-GAAP Financial Information.”
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Government Segment
The Government segment had quarterly revenues of $70.6 million, a 9% increase over the first
quarter of fiscal year 2007. The revenue growth was primarily related to higher government
satellite communications and data link product sales. New contract awards for the first quarter of
fiscal year 2008 were $72 million.
Commercial Segment
Revenues from our Commercial segment were $58.0 million for the first quarter, which was a
9.5% decrease from the first quarter of fiscal year 2007. The revenue decrease was primarily in
our enterprise VSAT products partially offset by higher sales of consumer broadband products. New
contract awards for the first quarter of fiscal year 2008 were $64 million .
Selected First Quarter 2008 Business Highlights
| • | Awarded contracts for the Multifunctional Information Distribution System Joint Tactical Radio System (MIDS JTRS) for non-recurring terminal engineering, terminals to support government air worthiness testing, and the first lot of MIDS JTRS production transition terminals. | ||
| • | Received certification from the National Security Agency for its fully compliant Foreign Interoperability feature set for the programmable KG-250 network encryptor. The KG-250 Release 1.4 is the first product to be in full compliance with the HAIPE® Interoperability Specification, Foreign Interoperability (HAIPE IS-FI) standard. | ||
| • | Initiated a five-year, $90 million Indefinite Delivery Indefinite Quantity contract under the General Services Administration Federal Technology Service to provide the full range of ViaSat satellite communication (satcom) products and services to government agencies. | ||
| • | Reached new milestones on our MD-1366 Enhanced Bandwidth Efficient Modem (EBEM), including full certification for operation over the Defense Satellite Communications System Network by the Defense Information Systems Agency (DISA) and demonstration of its industry leading data throughput. The product’s advanced modulation and Turbo codes enabled it to achieve 205 Mbps total capacity on a single XTAR transponder, the highest capacity ever achieved on a 72 MHz X-band transponder. | ||
| • | Received a $3.7 million award from DISA to develop new MILSATCOM technology, including implementing a new enhanced Military UHF satellite communications waveform, called the Integrated Waveform (IW). | ||
| • | On August 2, 2007, completed the previously announced acquisition of JAST. JAST develops microwave circuits and antennas for terrestrial and satellite applications, specializing in small, low-profile antennas for mobile satellite communications. Terms of the transaction include an initial |
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| purchase price of approximately $2.0 million and additional consideration of up to $4.5 million to be paid in cash and/or stock based on JAST meeting certain financial performance and technology development targets over the next two years. |
Safe Harbor Statement
Portions of this release, particularly ViaSat’s financial prospects for fiscal year 2008
and beyond, and the “Selected First Quarter 2008 Business Highlights” section, may contain
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
1995. ViaSat wishes to caution you that there are some factors that could cause actual results to
differ materially from historical results or from any results expressed or implied by such
forward-looking statements, including but not limited to: product design flaws or defects; ViaSat’s
ability to successfully integrate acquired companies; ViaSat’s ability to perform under existing
contracts and obtain additional contracts; ViaSat’s ability to develop new products that gain
market acceptance; changes in product supply, pricing and customer or end user demand; changes in
relationships with, or the financial condition of, key customers or suppliers; changes in
government regulations; changes in economic conditions globally and in the communications markets
in particular; increased competition; potential product liability, infringement and other claims;
and other factors affecting the communications industry generally. ViaSat refers you to the
documents it files from time to time with the Securities and Exchange Commission, specifically the
section titled Risk Factors in ViaSat’s most recent Annual Report Form 10-K and Quarterly Reports
on Form 10-Q. These documents contain and identify other important factors that could cause actual
results to differ materially from those contained in our projections or forward-looking statements.
Stockholders and other readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date on which they are made. We undertake no obligation to
update publicly or revise any forward-looking statements.
Conference Call
ViaSat Inc. will host a conference call to discuss these fiscal year 2008 first quarter
results at 5:00 P.M. Eastern Time on Wednesday, August 8, 2007. The dial-in number is (800)
638-4817 and (617) 614-3943 internationally. The passcode is 82872979. A replay will be available
for 24 hours beginning at 7:00 P.M. ET, August 8 at (888) 286-8010 and (617) 801-6888
internationally. The passcode is 54774691. You can also access our conference call webcast and
other material financial information discussed on our conference call (including any information
required by Regulation G) on the Investor Relations Events Calendar page of our corporate web site
(www.viasat.com). The call will be archived and available on that site for at least twelve months
immediately following the conference call.
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About ViaSat
ViaSat produces innovative satellite and other digital communication products that enable
fast, secure, and efficient communications to any location. The company provides networking
products and managed network services for enterprise IP applications; is a key supplier of
network-centric military communications and encryption technologies to the U.S. government; and is
the primary technology partner for gateway and customer-premises equipment for consumer and mobile
satellite broadband services. The company has five subsidiaries: US Monolithics, Efficient Channel
Coding, Enerdyne Technologies, Intelligent Compression Technologies and JAST. These companies
design and produce complementary products such as monolithic microwave integrated circuits, DVB-S2
satellite communication components, video data link systems, data acceleration and compression
products, and mobile satellite antenna systems. ViaSat has locations in Carlsbad, CA, and Duluth,
GA, along with its Comsat Laboratories division in Germantown, MD. Additional field offices are
located in Boston, MA, Baltimore, MD, Washington DC, Australia, China, India, Italy, and Spain.
Use of
Non-GAAP Financial Information
Non-GAAP net income excludes the effects of acquisition charges (amortization of intangible assets), and non-cash stock-based compensation expenses. The non-GAAP numbers for the first quarter of fiscal year 2007 also exclude a cumulative one time adjustment to compensation expense to correct certain historical stock option grants. Non-GAAP net income is provided to enhance the overall understanding of our current financial performance and our prospects for the future. Specifically, we believe the non-GAAP results provide useful information to both management and investors by excluding specific expenses that we believe are not indicative of our core operating results. In addition, since we have historically reported non-GAAP results to the investment community, we believe the inclusion of non-GAAP numbers provides consistency in our financial reporting. Further, these adjusted non-GAAP results are one of the primary indicators management uses for planning and forecasting in future periods. The presentation of this additional information should not be considered in isolation or as a substitute for results prepared in accordance with generally accepted accounting principles. See the “Reconciliation Between GAAP Net Income and Non-GAAP Net Income” table for a reconciliation of net income to non-GAAP net income. Non-GAAP information as presented in this press release may not be comparable to similarly titled measures reported by other companies.
Non-GAAP net income excludes the effects of acquisition charges (amortization of intangible assets), and non-cash stock-based compensation expenses. The non-GAAP numbers for the first quarter of fiscal year 2007 also exclude a cumulative one time adjustment to compensation expense to correct certain historical stock option grants. Non-GAAP net income is provided to enhance the overall understanding of our current financial performance and our prospects for the future. Specifically, we believe the non-GAAP results provide useful information to both management and investors by excluding specific expenses that we believe are not indicative of our core operating results. In addition, since we have historically reported non-GAAP results to the investment community, we believe the inclusion of non-GAAP numbers provides consistency in our financial reporting. Further, these adjusted non-GAAP results are one of the primary indicators management uses for planning and forecasting in future periods. The presentation of this additional information should not be considered in isolation or as a substitute for results prepared in accordance with generally accepted accounting principles. See the “Reconciliation Between GAAP Net Income and Non-GAAP Net Income” table for a reconciliation of net income to non-GAAP net income. Non-GAAP information as presented in this press release may not be comparable to similarly titled measures reported by other companies.
HAIPE is a registered trademark of the National Security Agency.
Comsat Labs and Comsat Laboratories are tradenames of ViaSat Inc. Neither Comsat Labs nor Comsat Laboratories is affiliated with COMSAT Corporation. “Comsat” is a registered trademark of COMSAT Corporation.
Comsat Labs and Comsat Laboratories are tradenames of ViaSat Inc. Neither Comsat Labs nor Comsat Laboratories is affiliated with COMSAT Corporation. “Comsat” is a registered trademark of COMSAT Corporation.
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Condensed Consolidated Statement of Operations
(Unaudited)
(In thousands, except per share data)
(Unaudited)
(In thousands, except per share data)
| Three months ended | ||||||||
| June 29, 2007 | June 30, 2006 | |||||||
Revenues |
$ | 128,562 | $ | 128,701 | ||||
Operating expenses: |
||||||||
Cost of revenues |
96,396 | 98,115 | ||||||
Selling, general and administrative |
17,730 | 15,844 | ||||||
Independent research and development |
7,377 | 4,792 | ||||||
Amortization of intangible assets |
2,393 | 2,060 | ||||||
Income from operations |
4,666 | 7,890 | ||||||
Interest, net |
1,218 | 235 | ||||||
Income before income taxes and minority interest |
5,884 | 8,125 | ||||||
Provision for income taxes |
1,581 | 2,696 | ||||||
Minority interest in net earnings of subsidiary, net of tax |
122 | 68 | ||||||
Net Income |
$ | 4,181 | $ | 5,361 | ||||
Diluted net income per share |
$ | 0.13 | $ | 0.18 | ||||
Diluted common equivalent shares |
32,214 | 29,728 | ||||||
RECONCILIATION BETWEEN GAAP NET INCOME
AND NON-GAAP NET INCOME IS AS FOLLOWS: |
||||||||
GAAP net income |
$ | 4,181 | $ | 5,361 | ||||
Amortization of intangible assets |
2,393 | 2,060 | ||||||
Stock-based compensation expense |
1,812 | 1,528 | ||||||
Income tax effect |
(1,603 | ) | (1,335 | ) | ||||
Non-GAAP net income |
$ | 6,783 | $ | 7,614 | ||||
Non-GAAP diluted net income per share |
$ | 0.21 | $ | 0.26 | ||||
Diluted common equivalent shares |
32,214 | 29,728 | ||||||
Condensed Consolidated Balance Sheet
(Unaudited)
(In thousands)
(Unaudited)
(In thousands)
| Assets | June 29, 2007 | March 30, 2007 | Liabilities and | June 29, 2007 | March 30, 2007 | |||||||||||||
| Stockholders' Equity | ||||||||||||||||||
Current Assets: |
Current liabilities: | |||||||||||||||||
Cash and S-T investments |
$ | 113,232 | $ | 103,392 | Accounts payable | $ | 45,308 | $ | 43,516 | |||||||||
Accounts receivable, net |
131,640 | 139,789 | Accrued liabilities | 58,490 | 77,232 | |||||||||||||
Inventory |
43,511 | 46,034 | Line of credit | — | — | |||||||||||||
Deferred income taxes |
15,822 | 9,721 | Total current liabilities | 103,798 | 120,748 | |||||||||||||
Other current assets |
8,385 | 9,218 | ||||||||||||||||
Total current assets |
312,590 | 308,154 | Other liabilities | 20,754 | 13,273 | |||||||||||||
Goodwill |
65,988 | 65,988 | Total liabilities | 124,552 | 134,021 | |||||||||||||
Other intangible assets, net |
31,208 | 33,601 | Minority interest | 1,245 | 1,123 | |||||||||||||
Property and equip, net |
54,274 | 51,463 | ||||||||||||||||
Other assets |
26,190 | 24,733 | Total stockholders' equity | 364,453 | 348,795 | |||||||||||||
| $ | 490,250 | $ | 483,939 | $ | 490,250 | $ | 483,939 | |||||||||||