1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the quarterly period ended September 30,
1997. or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 For the transition period from
____________ to____________.
Commission File Number ( 0-21767 )
VIASAT, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 33-0174996
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2290 COSMOS COURT, CARLSBAD, CALIFORNIA 92009
(760) 438-8099
(Address, including zip code, and telephone number, including area code, of
principal executive offices)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
The number of shares outstanding of the issuer's common stock, $.0001
par value, as of October 31, 1997 was 7,808,208.
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VIASAT, INC.
INDEX
PAGE
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheet at September 30, 1997 and
March 31, 1997 2
Condensed Statement of Income for the three and six
months ended September 30, 1997 and 1996 3
Condensed Statement of Cash Flows for the six months
ended September 30, 1997 and 1996 4
Condensed Statement of Stockholders' Equity for the six
months ended September 30, 1997 5
Notes to Condensed Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Item 3. Quantitative and Qualitative Disclosures About Market
Risk 12
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 6. Exhibits and Reports on Form 8-K 13
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VIASAT, INC.
CONDENSED BALANCE SHEET
SEPTEMBER 30, MARCH 31,
1997 1997
------------ ------------
(UNAUDITED)
ASSETS
Current assets:
Cash and cash equivalents $ 13,299,000 $ 12,673,000
Accounts receivable 13,394,000 10,315,000
Inventory 5,736,000 4,478,000
Deferred income taxes 1,198,000 863,000
Other current assets 493,000 1,825,000
------------ ------------
Total current assets 34,120,000 30,154,000
Property and equipment, net 5,736,000 5,085,000
Other assets 499,000 435,000
------------ ------------
Total assets $ 40,355,000 $ 35,674,000
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 5,139,000 $ 4,844,000
Accrued liabilities 5,584,000 3,769,000
Current portion of notes payable 1,088,000 1,135,000
------------ ------------
Total current liabilities 11,811,000 9,748,000
------------ ------------
Notes payable 1,134,000 1,428,000
Other liabilities 1,053,000 879,000
------------ ------------
Total long-term liabilities 2,187,000 2,307,000
------------ ------------
Contingencies (Note 8)
Stockholders' equity:
Common stock 81,000 81,000
Paid in capital 16,324,000 16,044,000
Stockholders' notes receivable (80,000)
Retained earnings 9,952,000 7,574,000
------------ ------------
Total stockholders' equity 26,357,000 23,619,000
------------ ------------
Total liabilities and stockholders' equity $ 40,355,000 $ 35,674,000
============ ============
See accompanying notes to condensed financial statements.
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VIASAT, INC.
CONDENSED STATEMENT OF INCOME
(UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------------------- -------------------------------
1997 1996 1997 1996
------------ ------------ ------------ ------------
Revenues $ 15,931,000 $ 11,850,000 $ 30,407,000 $ 21,582,000
Cost of revenues 10,513,000 8,471,000 19,872,000 15,333,000
------------ ------------ ------------ ------------
Gross profit 5,418,000 3,379,000 10,535,000 6,249,000
Operating expenses:
Selling, general and
Administrative 1,826,000 1,272,000 3,616,000 2,313,000
Independent research and
Development 1,832,000 1,160,000 3,453,000 2,218,000
------------ ------------ ------------ ------------
Income from operations 1,760,000 947,000 3,466,000 1,718,000
Other income (expense):
Interest income 206,000 39,000 415,000 69,000
Interest expense (52,000) (64,000) (102,000) (125,000)
------------ ------------ ------------ ------------
Income before income taxes 1,914,000 922,000 3,779,000 1,662,000
Provision for income taxes 711,000 318,000 1,401,000 580,000
------------ ------------ ------------ ------------
Net income $ 1,203,000 $ 604,000 $ 2,378,000 $ 1,082,000
============ ============ ============ ============
Net income per share $ .15 $ .10 .29 .18
============ ============ ============ ============
Common equivalent shares 8,198,049 6,128,938 8,120,354 6,120,635
============ ============ ============ ============
See accompanying notes to condensed financial statements.
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VIASAT, INC.
CONDENSED STATEMENT OF CASH FLOWS
(UNAUDITED)
SIX MONTHS ENDED
SEPTEMBER 30,
------------------------------
1997 1996
------------ -----------
Cash flows from operating activities:
Net income $ 2,378,000 $ 1,082,000
Adjustments to reconcile net income
to net cash provided by (used) in operating
activities:
Depreciation 974,000 619,000
Deferred income taxes (382,000) (465,000)
Increase (decrease) in cash resulting from changes in:
Accounts receivable (3,079,000) (449,000)
Inventory (1,258,000) (2,455,000)
Other assets 1,315,000 (252,000)
Accounts payable 295,000 1,178,000
Accrued liabilities 1,815,000 458,000
Other liabilities 174,000 245,000
------------ -----------
Net cash provided by (used in) operating activities 2,232,000 (39,000)
------------ -----------
Cash flows from investing activities:
Purchases of property and equipment (1,625,000) (1,260,000)
------------ -----------
Cash flows from financing activities:
Proceeds from issuance of notes payable 524,000 326,000
Repayment of notes payable (865,000) (316,000)
Proceeds from issuance of common stock 360,000 178,000
------------ -----------
Net cash provided by financing activities 19,000 188,000
------------ -----------
Net increase (decrease) in cash and cash 626,000 (1,111,000)
equivalents
Cash and cash equivalents at beginning of period 12,673,000 2,297,000
------------ -----------
Cash and cash equivalents at end of period $ 13,299,000 $ 1,186,000
============ ===========
Supplemental information:
Cash paid for interest $ 102,000 $ 125,000
============ ===========
Cash paid for income taxes $ 1,744,000 $ 1,086,000
============ ===========
See accompanying notes to condensed financial statements.
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VIASAT, INC.
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY
(UNAUDITED)
COMMON STOCK
----------------------- STOCKHOLDERS'
NUMBER OF PAID IN NOTES RETAINED
SHARES AMOUNT CAPITAL RECEIVABLE EARNINGS
--------- -------- -------------- ----------- ----------
Balance at March 31, 1997 7,742,274 $ 81,000 $ 16,044,000 $ (80,000) $7,574,000
Purchase of common stock 63,224 280,000
Shares subscribed 80,000
Net income 2,378,000
--------- -------- -------------- ----------- ----------
Balance at September 30,1997 7,805,498 $ 81,000 $16,324,000 $ $9,952,000
========= ======== ============== =========== ==========
See accompanying notes to condensed financial statements.
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VIASAT, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1 - BASIS OF PRESENTATION
The accompanying condensed balance sheet as of September 30, 1997 and the
condensed statements of income and of cash flows for the three and six month
periods ended September 30, 1997 and 1996, and the statement of stockholders'
equity for the six months ended September 30, 1997 have been prepared by ViaSat,
Inc. (the "Company"), and have not been audited. These financial statements, in
the opinion of management, include all adjustments (consisting only of normal
recurring accruals) necessary for a fair presentation of the financial position,
results of operations and cash flows for all periods presented. These financial
statements should be read in conjunction with the financial statements and notes
thereto for the year ended March 31, 1997 included in the Company's 1997 Annual
Report on Form 10-K. Interim operating results are not necessarily indicative of
operating results for the full year.
NOTE 2 - MANAGEMENT ESTIMATES AND ASSUMPTIONS
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
NOTE 3 - REVENUE RECOGNITION
The majority of the Company's revenues are derived from services performed for
the United States Government and its prime contractors under a variety of
contracts including cost-plus-fixed fee, fixed-price, and time and materials
type contracts. Generally, revenues are recognized as services are performed
using the percentage of completion method, measured primarily by costs incurred
to date compared with total estimated costs at completion or based on the number
of units delivered. The Company provides for anticipated losses on contracts by
a charge to income during the period in which they are first identified.
Contract costs, including indirect costs, are subject to audit and negotiations
with Government representatives. These audits have been completed and agreed
upon through fiscal year 1994. Contract revenues and accounts receivable are
stated at amounts which are expected to be realized upon final settlement.
NOTE 4 - INVESTMENTS
At September 30, 1997, the Company held investments in investment grade
securities with maturities of three months or less. Management determines the
appropriate classification of its investments in debt securities at the time of
purchase and reevaluates such designation as of each balance sheet date. The
Company has included these securities, net of amortization, in cash and cash
equivalents and has designated them as held to maturity.
NOTE 5 - EARNINGS PER SHARE
In March 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 128, "Earnings Per Share." SFAS No.
128 will be adopted by the Company as required in the third quarter of fiscal
1998. Upon adoption of SFAS No. 128, the Company will present basic earnings per
share as well as diluted earnings per share. Basic earnings per share will be
computed based on the weighted average number of shares of common stock
outstanding during the period. Diluted earnings per share will be computed based
on the weighted average number of shares of common stock outstanding during the
period increased by the effect of dilutive stock options using the treasury
stock method. Basic earnings per share for the six months ended September 30,
1997 and 1996 are $0.31 and
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VIASAT, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
$0.18, respectively. Basic earnings per share for the three months ended
September 30, 1997 and 1996 are $0.15 and $0.10, respectively. Diluted earnings
per share for the six months ended September 30, 1997 and 1996 are $0.29 and
$0.18, respectively. Diluted earnings per share for the three months ended
September 30, 1997 and 1996 are $0.15 and $0.10, respectively.
NOTE 6 - COMPOSITION OF CERTAIN BALANCE SHEET CAPTIONS
SEPTEMBER 30, MARCH 31,
1997 1997
----------- -----------
(UNAUDITED)
Accounts receivable:
Billed $ 9,173,000 $ 6,860,000
Unbilled 4,221,000 3,455,000
----------- -----------
$13,394,000 $10,315,000
=========== ===========
Inventory:
Raw materials $ 1,932,000 $ 1,418,000
Work in process 3,109,000 2,662,000
Finished goods 695,000 398,000
----------- -----------
$ 5,736,000 $ 4,478,000
=========== ===========
Accrued liabilities:
Collections in excess of
revenues $ 2,134,000 $ 355,000
Current portion of warranty
reserve 1,348,000 806,000
Accrued vacation 809,000 821,000
Accrued 401(k) matching
contribution 379,000 553,000
Income taxes payable 288,000 252,000
Accrued bonus 211,000 762,000
Other 415,000 220,000
----------- -----------
$ 5,584,000 $ 3,769,000
=========== ===========
NOTE 7 - INCOME TAXES
The provision (benefit) for income taxes is as follows:
SIX MONTHS
ENDED SEPTEMBER 30,
-----------------------------
1997 1996
----------- -----------
(UNAUDITED) (UNAUDITED)
Current tax provision:
Federal $ 1,427,000 $ 857,000
State 356,000 188,000
----------- -----------
1,783,000 1,045,000
----------- -----------
Deferred tax provision:
Federal (323,000) (370,000)
State (59,000) (95,000)
----------- -----------
(382,000) (465,000)
----------- -----------
Total provision for
income taxes $ 1,401,000 $ 580,000
=========== ===========
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VIASAT, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 7 - INCOME TAXES (CONT.)
Significant components of the Company's deferred tax assets and liabilities are
as follows:
SEPTEMBER 30, MARCH 31,
1997 1997
----------- -----------
(UNAUDITED)
Deferred tax assets:
Warranty reserve $ 813,000 $ 528,000
Accrued vacation 242,000 247,000
Inventory reserve 337,000 280,000
Other 316,000 260,000
----------- -----------
Total deferred tax assets 1,708,000 1,315,000
Deferred tax liabilities:
Depreciation (68,000) (57,000)
----------- -----------
Net deferred tax assets $ 1,640,000 $ 1,258,000
=========== ===========
NOTE 8 - CONTINGENCIES
The Company is currently a party to various government and commercial contracts
which require the Company to meet performance covenants and project milestones.
Under the terms of these contracts, failure by the Company to meet such
performance covenants and milestones permit the other party to terminate the
contract and, under certain circumstances, recover liquidated damages or other
penalties. The Company is currently not in compliance, or in the past was not in
compliance with the performance or milestone requirements of many of these
contracts. Historically, the Company's customers have not elected to terminate
such contracts or seek liquidated damages from the Company and management does
not believe that its existing customers will do so; therefore, the Company has
not accrued for any potential liquidated damages or penalties.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
When used in this discussion, the words "believes," "anticipated" and similar
expressions are intended to identify forward-looking statements. Such statements
are subject to certain risks and uncertainties which could cause actual results
to differ materially from those projected. Readers are cautioned not to place
undue reliance on these forward-looking statements which speak only as of the
date hereof. The Company undertakes no obligation to republish revised
forward-looking statements to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events. Readers are also
urged to carefully review and consider the various disclosures made by the
Company which attempt to advise interested parties of the factors which affect
the Company's business, including without limitation the disclosures made under
the caption "Management's Discussion and Analysis of Financial Condition and
Results of Operations" in this report, as well as under the caption "Risk
Factors" in the Company's Annual Report on Form 10-K for its fiscal year ended
March 31, 1997 filed with the Securities and Exchange Commission.
RESULTS OF OPERATIONS
The following table sets forth, as a percentage of total revenues, certain
income data for the periods indicated.
THREE MONTHS ENDED SIX MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
---------------- ----------------
1997 1996 1997 1996
----- ----- ----- -----
Revenue 100.0 100.0 100.0 100.0
Cost of revenue 66.0 71.5 65.4 71.0
----- ----- ----- -----
Gross profit 34.0 28.5 34.6 29.0
Operating expenses:
Selling, general, and administrative 11.5 10.7 11.9 10.7
Independent research and development 11.5 9.8 11.4 10.3
----- ----- ----- -----
Income from operations 11.0 8.0 11.4 8.0
Income before income taxes 12.0 7.8 12.4 7.7
Net income 7.6 5.1 7.8 5.0
THREE MONTHS ENDED SEPTEMBER 30, 1997 VS. THREE MONTHS ENDED SEPTEMBER 30, 1996
Revenues. Revenues increased 34.4% from $11.9 million for the three months
ended September 30, 1996 to $15.9 million for the three months ended September
30, 1997. This increase was primarily due to increases in revenues generated by
VM-200's (UHF DAMA stand-alone modems), Starwire(TM) satellite networking
systems and Joint Communication Simulator ("JCS") products. These increases were
partially offset by a decrease in revenues derived from Enhanced Manpack UHF
Terminal ("EMUT") production and UHF DAMA network control stations and modems.
Revenue from commercial customers grew from $59,000 for the three months
ended September 30, 1996 to $2.5 million for the three months ended September
30, 1997. JCS business area revenues grew from $1.1 million for the three months
ended September 30, 1996 to $2.1 million for the three months ended September
30, 1997. UHF business area revenues grew from $8.5 million for the three months
ended September 30, 1996 to $9.2 million for the three months ended September
30, 1997.
Gross Profit. Gross profit increased 60.3% from $3.4 million (28.5% of
revenues) for the three months ended September 30, 1996 to $5.4 million (34.0%
of revenues) for the three months ended September 30, 1997. Gross profit
increased as a result of certain long-term contracts realizing higher profits
than initial estimates used to recognize revenue on a percent complete basis. In
addition, the Company's sales for the three months ended September 30, 1997 were
comprised of higher margin products relative to the same quarter of the prior
year.
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Selling, General and Administrative Expenses. Selling, general and
administrative ("SG&A") expenses increased 43.6% from $1.3 million (10.7% of
revenues) for the three months ended September 30, 1996 to $1.8 million (11.5%
of revenues) for the three months ended September 30, 1997. The increase in SG&A
expenses as a percentage of revenues reflects increased expenditures relating to
the introduction and marketing of commercial products, increased business
development staff for defense programs, and additional administrative staffing
to support the Company's growth. SG&A expenses consist primarily of personnel
costs and expenses for business development, marketing and sales, bid and
proposal, finance, contract administration and general management. Certain SG&A
expenses are difficult to predict and vary based on specific government and
commercial sales opportunities.
Independent Research and Development. Independent Research and Development
("IR&D") expenses increased 57.9% from $1.2 million (9.8% of revenues) for the
three months ended September 30, 1996 to $1.8 million (11.5% of revenues) for
the three months ended September 30, 1997. This increase resulted primarily from
higher IR&D expenses related to the Company's StarWire(TM) DAMA product, which
represented approximately 84% of total IR&D for the three months ended September
30, 1997.
Interest Expense. Interest expense decreased 18.8% from $64,000 for the three
months ended September 30, 1996 to $52,000 for the three months ended September
30, 1997. Interest expense relates to loans for the purchase of capital
equipment, which are generally four year fixed-rate term loans, and to
short-term borrowings under the Company's line of credit to cover working
capital requirements. Total outstanding equipment loans were $2.5 million at
September 30, 1996 and $2.2 million at September 30, 1997. There were no
outstanding borrowings under the Company's line of credit as of September 30,
1996 and 1997.
Interest Income. Interest income increased from $39,000 for the three months
ended September 30, 1996 to $206,000 for the three months ended September 30,
1997. Interest income relates to interest earned on short-term deposits of cash.
Provision for Income Taxes. The Company's effective income tax rate increased
from 35% for the three months ended September 30, 1996 to 37% for the three
months ended September 30, 1997. The Company's effective income tax rate
increased due to a limitation on qualified research and development expenditures
used to calculate the Company's research and development tax credit.
SIX MONTHS ENDED SEPTEMBER 30, 1997 VS. SIX MONTHS ENDED SEPTEMBER 30, 1996
Revenues. Revenues increased 40.9% from $21.6 million for the six months
ended September 30, 1996 to $30.4 million for the six months ended September 30,
1997. This increase was primarily due to increases in revenues generated by
VM-200's (UHF DAMA stand-alone modems), Starwire(TM) satellite networking
systems and JCS products. These increases were partially offset by a decrease in
revenues derived from EMUT production and UHF DAMA network control stations and
modems.
Revenue from commercial customers grew from $200,000 for the six months
ended September 30, 1996 to $3.0 million for the six months ended September 30,
1997. JCS business area revenues grew from $1.9 million for the six months ended
September 30, 1996 to $5.2 million for the six months ended September 30, 1997.
UHF business area revenues grew from $14.9 million for the six months ended
September 30, 1996 to $18.3 million for the six months ended September 30, 1997.
Gross Profit. Gross profit increased 68.6% from $6.2 million (29.0% of
revenues) for the six months ended September 30, 1996 to $10.5 million (34.6% of
revenues) for the six months ended September 30, 1997. Gross profit increased as
a result of certain long-term contracts realizing higher profits then initial
estimates used to recognize revenue on a percent complete basis. In addition,
the Company's sales for the six months ended September 30, 1997 were comprised
of higher margin products relative to the same period of the prior year.
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Selling, General and Administrative Expenses. SG&A expenses increased 56.4%
from $2.3 million (10.7% of revenues) for the six months ended September 30,
1996 to $3.6 million (11.9% of revenues) for the six months ended September 30,
1997. The increase in SG&A expenses as a percentage of revenues reflects
increased expenditures relating to the introduction and marketing of commercial
products, increased business development staff for defense programs, and
additional administrative staffing to support the Company's growth.
Independent Research and Development. IR&D expenses increased 55.7% from $2.2
million (10.3% of revenues) for the six months ended September 30, 1996 to $3.5
million (11.4% of revenues) for the six months ended September 30, 1997. This
increase resulted primarily from higher IR&D expenses related to the Company's
StarWire(TM) DAMA product, which represented approximately 86% of total IR&D for
the six months ended September 30, 1997.
Interest Expense. Interest expense decreased 19.1% from $125,000 for the six
months ended September 30, 1996 to $102,000 for the six months ended September
30, 1997.
Interest Income. Interest income increased from $69,000 for the six months
ended September 30, 1996 to $415,000 for the six months ended September 30, 1997
Provision for Income Taxes. The Company's effective income tax rate increased
from 35% for the six months ended September 30, 1996 to 37% for the six months
ended September 30, 1997. The Company's effective income tax rate increased due
to a limitation on qualified research and development expenditures used to
calculate the Company's research and development tax credit.
BACKLOG
At September 30, 1997, the Company had firm backlog of $74.6 million, of which
$61.9 million was funded. The firm backlog of $74.6 million does not include
contract options of $26.3 million. Of the $74.6 million in firm backlog,
approximately $31 million is expected to be delivered in the fiscal year ending
March 31, 1998, $21 million is expected to be delivered in the fiscal year
ending March 31, 1999 and the balance is expected to be delivered in the fiscal
year ending March 31, 2000 and thereafter. The Company had firm backlog of $78.4
million, of which $67.6 million was funded, not including options of $24.9
million, at March 31, 1997. The Company includes in its backlog only those
orders for which it has accepted purchase orders. However, backlog is not
necessarily indicative of future sales. A majority of the Company's backlog
scheduled for delivery can be terminated at the convenience of the government
since orders are often made substantially in advance of delivery, and the
Company's contracts typically provide that orders may be terminated with limited
or no penalties. In addition, purchase orders may set forth product
specifications that would require the Company to complete additional product
development. A failure to develop products meeting such specifications could
lead to a termination of the related purchase order.
The backlog amounts as presented are comprised of funded and unfunded
components. Funded backlog represents the sum of contract amounts for which
funds have been specifically obligated by customers to contracts. Unfunded
backlog represents future amounts that customers may obligate over the specified
contract performance periods. The Company's customers allocate funds for
expenditures on long-term contracts on a periodic basis. The ability of the
Company to realize revenues from government contracts in backlog is dependent
upon adequate funding for such contracts. Although funding of its government
contracts is not within the Company's control, the Company's experience
indicates that actual contract fundings have ultimately been approximately equal
to the aggregate amounts of the contracts.
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LIQUIDITY AND CAPITAL RESOURCES
The Company has financed its operations to date primarily from cash flow from
operations, bank line of credit financing, equity financing and loans for the
purchase of capital equipment. Cash provided/(used) by operating activities for
the six months ended September 30, 1997 and 1996 was $2.2 million and ($39,000),
respectively. The relative increase in cash provided by operating activities for
the six months ended September 30, 1997 compared to the same period of the prior
year was primarily due to a $1.3 million increase in net income and higher
levels of accrued liabilities and lower levels of other assets which were
partially offset by higher levels of receivables and inventories. Accrued
liabilities increased primarily as a result of an advance received from a
customer. Other assets decreased primarily due to the collection of a non-trade
receivable. The increase in accounts receivable resulted from an increase in the
Company's revenues. Inventory levels increased due to the growing share of
revenues derived from production contracts, which required the Company to build
inventory levels to support production demands. The Company anticipates that in
future periods the level of inventories will be higher than historical levels.
Cash used in investing activities for the six months ended September 30, 1997
and 1996 was $1.6 million and $1.3 million, respectively. The increase was the
result of purchases of property and equipment, primarily consisting of test
equipment and computers.
Cash provided by financing activities for the six months ended September 30,
1997 and 1996 was $19,000 and $188,000, respectively. This decrease was the
result of net notes payable repayments of $341,000 which were offset by $360,000
received for the purchase of the Company's Common Stock.
At September 30, 1997, the Company had $13.3 million in cash and cash
equivalents, $22.3 million in working capital and $2.2 million in long-term
debt, which consisted of equipment financing. The Company had a zero balance
under its line of credit at September 30, 1997.
The Company's credit facility with Union Bank includes a $6.0 million line of
credit and $4.5 million in commitments for equipment financing. The line of
credit allows the Company to borrow, for general working capital purposes, the
greater of $2.0 million or 80% of eligible accounts receivable plus 50% of the
Company's eligible inventory. At the Company's option, interest accrues either
at the bank's prime rate or at the bank's LIBOR rate plus 1.75%. The credit
facility expires on September 15, 1998. The Company is required to pay a fee
equal to 0.09% of the unused portion of the line of credit on a quarterly basis.
The Company's future capital requirements will depend upon many factors,
including the progress of the Company's research and development efforts,
expansion of the Company's marketing efforts, and the nature and timing of
commercial orders. The Company believes that its current cash balances, amounts
available under its credit facilities and net cash expected to be provided by
operating activities, will be sufficient to meet its working capital and capital
expenditure requirements for at least the next 12 months. Management intends to
invest the Company's cash in excess of current operating requirements in
short-term, interest-bearing, investment-grade securities.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable
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PART II - OTHER INFORMATION
ITEM. 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The Company held its Annual Meeting of Stockholders on August 13, 1997.
(b) The matters voted upon at the meeting and the votes cast with respect
thereto were as follows:
1. Election of Director
Votes Votes Broker
Nominee for Director Cast For Withheld Abstentions Non-Votes
--------------------- --------- -------- ----------- ---------
Dr. Robert W. 6,234,106 5,050 -- --
Johnson
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 11.1 - Computation of Earnings Per Share
Exhibit 27.1 - Financial Data Schedule
(b) The Company filed no reports on Form 8-K during the quarter ended
September 30, 1997.
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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 thereunto duly authorized.
VIASAT, INC.
Date: November 13, 1997 /s/ Mark D. Dankberg
----------------
MARK D. DANKBERG
President
Chief Executive Officer
/s/ Gregory D. Monahan
----------------
GREGORY D. MONAHAN
Vice President & General Counsel
Chief Financial Officer
14
1
EXHIBIT 11.1
VIASAT, INC.
COMPUTATION OF EARNINGS PER SHARE
(UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
-------------------------- --------------------------
1997 1996 (1) 1997 1996 (1)
---------- ---------- ---------- ----------
Net Income $1,203,000 $ 604,000 $2,378,000 $1,082,000
========== ========== ========== ==========
Weighted average number of common
shares outstanding 7,792,402 3,432,297 7,768,262 3,392,911
Assumed conversion of preferred shares 2,365,538 2,365,538
Common stock equivalent shares 405,647 194,451 352,092 186,375
Effect of shares issued and options
granted at less than the offering price 136,652 175,811
---------- ---------- ---------- ----------
Total number of shares for computing
primary earnings per share 8,198,049 6,128,938 8,120,354 6,120,635
Incremental shares for computing fully
diluted earnings per share 43,767 15 84,656
---------- ---------- ---------- ----------
Total number of shares for computing
fully diluted earnings per share 8,241,816 6,128,953 8,205,010 6,120,635
========== ========== ========== ==========
Primary earnings per share $ .15 $ .10 $ .29 $ .18
========== ========== ========== ==========
Fully diluted earnings per share $ .15 $ .10 $ .29 $ .18
========== ========== ========== ==========
- ---------------
(1) Earnings per share calculations are pro forma.
5
1,000
6-MOS
MAR-31-1998
JUL-01-1997
SEP-30-1997
13,299
0
13,394
0
5,736
34,120
10,208
4,472
40,355
11,811
0
0
0
81
26,276
40,355
30,407
30,407
19,872
19,872
7,069
0
102
3,779
1,401
2,378
0
0
0
2,378
0.29
0.29
