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): August 11, 2009
GLOBALSTAR, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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001-33117 |
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41-2116508 |
(State or Other Jurisdiction |
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(Commission |
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(IRS Employer |
of Incorporation) |
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File Number) |
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Identification No.) |
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461 South Milpitas Blvd. Milpitas, California |
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95035 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code: (408) 933-4000
N/A
(Former Name or Former Address, if Changed Since Last Report)
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:
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))
Item 2.02 Results of Operations and Financial Condition.
On August 11, 2009, Globalstar, Inc. issued a press release to report 2009 second quarter financial results. The text of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information in this Current Report on Form 8-K and the Exhibit attached hereto is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release dated August 11, 2009
2
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.
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GLOBALSTAR, INC. |
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/s/ Fuad Ahmad |
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Fuad Ahmad |
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Senior Vice President and |
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Chief Financial Officer |
Date: August 11, 2009
3
Exhibit 99.1
461 SO. MILPITAS BLVD.
MILPITAS CA
95035 USA
GLOBALSTAR ANNOUNCES SECOND QUARTER
RESULTS FOR 2009
Key Quarterly Highlights;
· Globalstar completed $738 million dollar financing
· Financing funds second-generation satellite constellation with launches scheduled for completion in 2010
· SPOT Satellite GPS Messenger helped boost subscriber base to over 371,000
· Globalstar expanded world-wide SPOT points of distribution to over 9,000
MILPITAS, CA. (August 11, 2009) Globalstar, Inc. (NASDAQ:GSAT), a leading provider of mobile satellite voice and data services to businesses, governments and consumers, today announced its operational and financial results for the three and six-month periods ended June 30, 2009.
Major Company Highlights:
· Globalstar completed a $738 million financing. This financing funds the deployment of the Companys second-generation satellite constellation and continued development and deployment of the Companys new Internet-based ground segment. Globalstar now has the resources needed to deploy a new constellation designed to last beyond 2025.
· The Companys ground segment providers Hughes Network Systems and Ericsson Federal will design and implement the upgrades needed to provide Globalstar with the ability to deliver its next-generation of advanced wireless services. Globalstar expects to be able to initiate and support services such as push-to-talk, multicasting, advanced messaging capabilities or multimedia messaging, mobile video applications, geo-location services, as well as multiband and multimode handsets and data devices with GPS integration.
· Globalstar continued to exhibit substantial Simplex data and SPOT Satellite GPS Messenger subscriber growth during the second quarter of 2009. The Company completed the period ended June 30, 2009 with 371,483 subscribers, 14,613 more than it had at March 31, 2009.
· As of June 30, 2009 Globalstar had received orders to ship more than 153,000 units to the more than 9,000 SPOT Satellite GPS Messenger points of
distribution in North America, Europe, Latin America, Australia, New Zealand, and Southeast Asia.
· In June Globalstar announced the availability of SPOT Assist, a new roadside GPS safety service offered in conjunction with the SPOT Satellite GPS Messenger. SPOT Assists roadside service provides 24 hour assistance 7 days a week in the Continental United States and Canada. Backed by a leading provider of national roadside assistance, SPOT Assist services include roadside towing, auto-accident assistance, fuel services, tire repair, battery service, lost key and lockout services.
· Globalstar also continued to develop new and enhanced SPOT Satellite GPS Messenger hardware as demonstrated by the recent introduction of the new SPOT Satellite GPS Messenger product. The new SPOT device is approximately 30 percent smaller and lighter than the original award-winning product and is scheduled for delivery to retailers beginning later this year.
· The Companys total revenue, net loss and net loss per share for the three-month period ended June 30, 2009 were $15.7 million, $13.8 million and $0.10 respectively, compared to $23.0 million, $7.2 million and $0.09, respectively, for the same three months of 2008. Globalstars six-month results, consolidated statements of operations and other financial and operating information appear later in this press release.
I am so pleased to explain the significance of the recent financing to our Company, its stockholders, and distributors and describe to each of you what its completion actually means for Globalstar and its customers, said Jay Monroe, Executive Chairman, Globalstar, Inc. Mr. Monroe added, This financing funds the Globalstar second-generation satellite constellation and the continued development of our IP-based ground segment. We now have the resources needed to deploy a new constellation and to build the supporting ground infrastructure needed to position us to be first to market with a next-generation network and a host of advanced IP-based mobile satellite services years ahead of our primary competitors. The launch of our new constellation, expected to be completed in 2010, will also pave the way for the return of the high quality and reliability historically provided to Globalstars voice and duplex data subscribers
Throughout the quarter we continued to expand our Simplex data network offerings and enhance the utility and services options available for the SPOT Satellite GPS Messenger, said Peter Dalton, Chief Executive Officer, Globalstar, Inc. Mr. Dalton added, Thanks to the innovation of Globalstar, the consumer appeal of our high quality, reliable Globalstar Simplex integrated products such as the SPOT Satellite GPS Messenger and our voice and duplex data customer retention programs, we once again completed the quarter with the largest customer base of any mobile satellite voice and data services provider.
About Globalstar, Inc.
With over 350,000 subscribers, Globalstar is a
leading provider of mobile satellite voice and data services. Globalstar
offers these services to commercial and recreational users in more than 120
countries around the world. The Companys products include mobile and fixed
satellite telephones, simplex and duplex satellite data modems and flexible
service packages. Many land
based and maritime industries benefit from Globalstar with increased productivity from remote areas beyond cellular and landline service. Global customer segments include: oil and gas, government, mining, forestry, commercial fishing, utilities, military, transportation, heavy construction, emergency preparedness, and business continuity as well as individual recreational users. Globalstar data solutions are ideal for various asset and personal tracking, data monitoring and SCADA applications.
For more information regarding Globalstar, please visit Globalstars web site at www.globalstar.com
###
For further media information:
Dean Hirasawa
(408) 933-4006
This press release contains certain statements such as, Globalstar expects to be able to initiate and support services such as push-to-talk, multicasting, advanced messaging capabilities or multimedia messaging, mobile video applications, geo-location services, as well as multiband and multimode handsets and data devices with GPS integration, that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control, including demand for our products and services, including commercial acceptance of our new Simplex products, including SPOT Satellite GPS Messenger, and the ability to retain and migrate our two-way communications services subscribers to our second-generation constellation when it is deployed; problems relating to the construction, launch or in-orbit performance of our existing and future satellites, including the effects of the degrading ability of our first-generation satellite constellation to support two-way communication; problems relating to the ground-based facilities operated by us or by independent gateway operators; competition and its competitiveness vis-a-vis other providers of satellite and ground-based communications products and services; the pace and effects of industry consolidation; the continued availability of launch insurance on commercially reasonable terms, and the effects of any insurance exclusions; changes in technology; our ability to continue to attract and retain qualified personnel; worldwide economic, geopolitical and business conditions and risks associated with doing business on a global basis; and legal, regulatory, and tax developments, including changes in domestic and international government regulation.
Any forward-looking statements made in this press release speak as of the date made and are not guarantees of future performance. Actual results or developments may differ materially from the expectations expressed or implied in the forward-looking statements, and we undertake no obligation to update any such statements. Additional information on factors that could influence our financial results is included in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
GLOBALSTAR, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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June 30, |
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June 30, |
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As Adjusted |
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As Adjusted |
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Revenue: |
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Service revenue |
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$ |
12,562 |
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$ |
16,673 |
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$ |
23,693 |
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$ |
32,683 |
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Subscriber equipment sales |
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3,154 |
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6,326 |
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7,186 |
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12,450 |
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Total revenue |
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15,716 |
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22,999 |
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30,879 |
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45,133 |
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Operating expenses: |
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Cost of services (exclusive of depreciation and amortization shown separately below) |
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7,961 |
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8,607 |
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18,369 |
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16,082 |
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Cost of subscriber equipment sales: |
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Cost of subscriber equipment sales |
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2,832 |
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4,118 |
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5,827 |
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9,099 |
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Cost of subscriber equipment sales Impairment of assets |
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648 |
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349 |
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648 |
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413 |
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Total cost of subscriber equipment sales |
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3,480 |
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4,467 |
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6,475 |
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9,512 |
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Marketing, general, and administrative |
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11,408 |
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15,482 |
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25,385 |
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31,230 |
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Depreciation and amortization |
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5,468 |
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6,521 |
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10,892 |
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11,939 |
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Total operating expenses |
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28,317 |
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35,077 |
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61,121 |
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68,763 |
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Operating loss |
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(12,601 |
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(12,078 |
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(30,242 |
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(23,630 |
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Other income (expense): |
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Interest income |
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56 |
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1,565 |
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184 |
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2,933 |
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Interest expense |
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(3,141 |
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(301 |
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(3,381 |
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(1,298 |
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Derivative gain (loss) |
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(797 |
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3,743 |
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(797 |
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204 |
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Other |
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2,529 |
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(77 |
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(1,446 |
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8,174 |
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Total other income (expense) |
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(1,353 |
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4,930 |
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(5,440 |
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10,013 |
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Loss before income taxes |
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(13,954 |
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(7,148 |
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(35,682 |
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(13,617 |
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Income tax expense (benefit) |
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(192 |
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29 |
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(162 |
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195 |
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Net loss |
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$ |
(13,762 |
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$ |
(7,177 |
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$ |
(35,520 |
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$ |
(13,812 |
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Loss per common share: |
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Basic |
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$ |
(0.10 |
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$ |
(0.09 |
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$ |
(0.27 |
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$ |
(0.17 |
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Diluted |
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(0.10 |
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(0.09 |
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(0.27 |
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(0.17 |
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Weighted-average shares outstanding: |
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Basic |
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133,880 |
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84,029 |
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131,259 |
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83,243 |
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Diluted |
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133,880 |
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84,029 |
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131,259 |
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83,243 |
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NOTE 1 Adjusted to reflect Retrospective Adoption of FSP APB 14-1
We utilize certain financial measures that are widely used in the telecommunications industry and are not calculated based on GAAP. A reconciliation of these measures to GAAP and a discussion of certain other operating metrics used in the industry are presented below.
GLOBALSTAR, INC.
RECONCILIATION OF GAAP TO ADJUSTED
(Dollars in thousands, except ARPU)
(Unaudited)
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Three months ended |
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Six months ended |
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June 30, 2009 |
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June 30, 2008 |
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June 30, 2009 |
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June 30, 2008 |
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Revenue |
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Service Revenue |
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$ |
12,562 |
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$ |
16,673 |
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$ |
23,693 |
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$ |
32,683 |
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Equipment Revenue |
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3,154 |
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6,326 |
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7,186 |
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12,450 |
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Total Revenue |
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$ |
15,716 |
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$ |
22,999 |
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$ |
30,879 |
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$ |
45,133 |
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Operating Expenses |
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Cost of Services |
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7,961 |
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8,607 |
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18,369 |
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16,082 |
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Cost of Subscriber Equipment |
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3,480 |
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4,467 |
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6,475 |
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9,512 |
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Marketing, General and Administrative |
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11,408 |
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15,482 |
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25,385 |
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31,230 |
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Depreciation & Amortization |
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5,468 |
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6,521 |
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10,892 |
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11,939 |
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Impairment of Assets |
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Total Operating Expenses |
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$ |
28,317 |
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$ |
35,077 |
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$ |
61,121 |
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$ |
68,763 |
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Operating Income/(Loss) |
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$ |
(12,601 |
) |
$ |
(12,078 |
) |
$ |
(30,242 |
) |
$ |
(23,630 |
) |
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Interest and Derivative Income/(Expense) |
|
(3,882 |
) |
5,007 |
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(3,994 |
) |
1,839 |
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Other Income/(Expense) |
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2,529 |
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(77 |
) |
(1,446 |
) |
8,174 |
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||||
Income Tax Expense (Benefit) |
|
(192 |
) |
29 |
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(162 |
) |
195 |
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Net Income/(Loss) |
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$ |
(13,762 |
) |
$ |
(7,177 |
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$ |
(35,520 |
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$ |
(13,812 |
) |
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EBITDA |
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$ |
(4,604 |
) |
$ |
(5,634 |
) |
$ |
(20,796 |
) |
$ |
(3,517 |
) |
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Impairment of Assets |
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648 |
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349 |
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648 |
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413 |
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Non-Cash Compensation |
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2,514 |
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3,435 |
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5,646 |
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7,228 |
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2nd Generation Development |
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175 |
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615 |
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2,232 |
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615 |
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Other One Time Non Recurring Charges |
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474 |
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659 |
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Foreign Exchange and Other Loss/(Income) |
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(2,529 |
) |
77 |
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1,446 |
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(8,174 |
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Adjusted EBITDA |
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$ |
(3,322 |
) |
$ |
(1,158 |
) |
$ |
(10,165 |
) |
$ |
(3,435 |
) |
Adjusted EBITDA Margin |
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(21 |
)% |
(5 |
)% |
(33 |
)% |
(8 |
)% |
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Retail ARPU |
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$ |
25.80 |
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$ |
38.57 |
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$ |
24.44 |
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$ |
38.36 |
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(1) Average monthly revenue per unit (ARPU) measures service revenues per month divided by the average number of retail subscribers during that month. Average monthly revenue per unit as so defined may not be similar to average monthly revenue per unit as defined by other companies in the Companys industry, is not a measurement under GAAP and should be considered in addition to, but not as a substitute for, the information contained in the Companys statement of income. The Company believes that average monthly revenue per unit provides useful information concerning the appeal of its rate plans and service offerings and its performance in attracting and retaining high value customers.
(2) EBITDA represents earnings before interest, income taxes, depreciation and amortization. EBITDA does not represent and should not be considered as an alternative to GAAP measurements, such as net income, and the Companys calculations thereof may not be comparable to similarly entitled measures reported by other companies.
The Company uses EBITDA as a supplemental measurement of its operating performance because, by eliminating interest, taxes and the non-cash items of depreciation and amortization, the company believes it best reflects changes across time in the companys performance, including the effects of pricing, cost control and other operational decisions. The companys management uses EBITDA for planning purposes, including the preparation of its annual operating budget. The company believes that EBITDA also is useful to investors because it is frequently used by securities analysts, investors and other interested parties in their evaluation of companies in similar industries. As indicated, EBITDA does not include interest expense on borrowed money or depreciation expense on our capital assets or the payment of income taxes, which are necessary elements of the companys operations. Because EBITDA does not account for these expenses, its utility as a measure of the Companys operating performance has material limitations. Because of these limitations, the companys management does not view EBITDA in isolation and also uses other measurements, such as net income, revenues and operating profit, to measure operating performance.
(3) Adjusted EBITDA is further adjusted to exclude non-cash compensation expense, asset impairment charges, foreign exchange gains/(losses) and certain other non-cash charges. Management uses Adjusted figures for EBITDA in order to manage the Companys business and to compare its results more closely to the results of its peers.
GLOBALSTAR, INC.
SCHEDULE OF SELECTED OPERATING METRICS
(Dollars in thousands, except ARPU)
(Unaudited)
|
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Three months ended |
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Six months ended |
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||||||||
|
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June 30, 2009 |
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June 30, 2008 |
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June 30, 2009 |
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June 30, 2008 |
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Subscribers (End of Period) |
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371,483 |
|
315,911 |
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371,483 |
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315,911 |
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||||
Retail |
|
112,113 |
|
119,641 |
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112,113 |
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119,641 |
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IGO |
|
69,491 |
|
77,929 |
|
69,491 |
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77,929 |
|
||||
Simplex |
|
189,879 |
|
118,341 |
|
189,879 |
|
118,341 |
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||||
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|
|
|
|
|
|
|
|
|
||||
Net Subscriber Additions/(Losses) |
|
14,613 |
|
22,652 |
|
27,153 |
|
31,785 |
|
||||
Retail |
|
(1,618 |
) |
(2,175 |
) |
(3,258 |
) |
(3,451 |
) |
||||
IGO |
|
(3,773 |
) |
(1,601 |
) |
(4,272 |
) |
(3,379 |
) |
||||
Simplex |
|
20,004 |
|
26,428 |
|
34,683 |
|
38,615 |
|
||||
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|
|
|
|
|
|
|
|
|
||||
Retail Churn |
|
1.3 |
% |
1.8 |
% |
1.3 |
% |
1.5 |
% |
||||
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|
|
|
|
|
|
|
|
||||
ARPU |
|
|
|
|
|
|
|
|
|
||||
Retail |
|
$ |
25.80 |
|
$ |
38.57 |
|
$ |
24.44 |
|
$ |
38.36 |
|
IGO |
|
$ |
2.19 |
|
$ |
3.68 |
|
$ |
1.93 |
|
$ |
3.49 |
|
Simplex |
|
$ |
5.53 |
|
$ |
4.78 |
|
$ |
5.40 |
|
$ |
4.12 |
|
|
|
|
|
|
|
|
|
|
|
||||
Cash capital expenditures |
|
$ |
21,474 |
|
$ |
70,323 |
|
$ |
79,822 |
|
$ |
140,482 |
|
|
|
|
|
|
|
|
|
|
|
||||
Liquidity at end of period (1) |
|
$ |
697,379 |
|
|
|
|
|
|
|
Note:
(1) Includes $16.0 million cash on hand, $35.0 million Debt Service Reserve Account ($15.0 million balance as of June 30th and remaining was available on July 2nd), $586.3 million COFACE Facility ($313.0M was drawn on July 1st and $58.2M was drawn on August 5th) and $60.0 million Thermo contingent equity revenue account.