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Actionable news in GILT: Gilat Satellite Networks Ltd.,

SECURITIES AND EXCHANGE COMMISSION

Report on Foreign Issuer

Pursuant to Rule 13a – 16 or 15d – 16

Gilat Satellite Networks Ltd.

(Translation of Registrant's Name into English)

Gilat House, Yegia Kapayim Street

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

Attached hereto is Registrant’s press release dated November 14, 2017, announcing Gilat’s third quarter 2017 results.

We consent to the incorporation by reference of the GAAP financial information included herein, in the Registration Statements on Form S-8 (Registration Nos. 333-180552, 333-187021, 333-204867 and 333-210820).

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.

Gilat Reports Continued Growth in Profitability in Q3 2017 with

GAAP Net Income of $2.1 million and Adjusted EBITDA of $7.1 million

Company adds T-Mobile as fourth end-to-end multi-year deal in satellite cellular backhaul

Petah Tikva, Israel – November 14, 2017 – Gilat Satellite Networks Ltd. (NASDAQ, TASE: GILT), a worldwide leader in satellite networking technology, solutions and services, today reported its results for the third quarter ended September 30, 2017.

Key Financial Highlights:

o The Company achieved GAAP net income of $2.1 million, or $0.04 per diluted share in Q3 2017, in line with $2.1 million, or $0.04 per diluted share, in Q2 2017, and compared with a loss of $2.2 million, or $0.04 per diluted share, in Q3 2016.
· Updated management objectives for 2017: revenue range maintained at between $280 to $290 million, GAAP operating income narrowed to upper range between $9 and $11 million (from $7 to $11 million), and Adjusted EBITDA narrowed to upper range between $24 and $26 million (from $22 to $26 million).

Yona Ovadia, CEO of Gilat, commented: “I am pleased to report that Gilat again achieved very positive results in the third quarter as we see consistent improvement in our operating income and in our Adjusted EBITDA - two major indicators of our financial progress. I am in particular pleased to note our GAAP net income of $2.1 million for the quarter, as we remain committed to our long-term goal of profitability on a GAAP basis.

“Further, based on our progress year-to-date, we have narrowed our profitability objectives for 2017 towards the high end of the previous range, while maintaining our prior objective for revenues.

“One of our growth initiatives has been to develop multi-year cellular backhaul service projects with recurring revenues, particularly with telco service providers. I am gratified that we have closed four significant such deals in the past few months. We believe they were awarded to Gilat due to both our LTE cellular backhaul carrier-grade technology that meets the stringent requirements of throughput and user experience, as well as our expertise in integrating multi-site satellite-based networks into the MNO’s cellular network.

“In the United States, we have just been awarded a major contract with T-Mobile for end-to-end services for LTE cellular backhaul for their network expansion in rural areas, destinations, highways, and elsewhere where fiber delivery is challenging throughout the continental United States. In addition, Sprint has expanded our contract to include a three-year project in addition to the technology provided for their 3G/4G network.
“In the Philippines, we secured a five-year multi-million dollar services contract with Globe for satellite backhaul for 4G cellular services.

“And, we closed a deal with a major telecom service provider in Latin America to provide an end-to-end services project for rapid rollout of high-performance broadband.

“In Mobility, we have reached a noteworthy milestone with our customer, Gogo, with over 150 airplanes now flying with our airborne modem, showing a strong pace of ramp-up, with potential of approximately 2,000 aircraft.

“Equally important, we are making further inroads with our airborne antennas. We are progressing towards completion of development of our dual-band Ku-Ka antenna in early 2018, and have started the development of our next generation antenna. I am optimistic that the interest we see in the market will translate into concrete achievements in the coming quarters.

Mr. Ovadia concluded: “We are pleased with the momentum we gained in both growth engines, and we will continue to execute according to our strategic priorities, with an ongoing emphasis on improving profitability.”

Key Recent Announcements:

Conference Call and Webcast Details:Gilat management will host a conference call today, Tuesday, November 14, to discuss the third quarter results. The details are as follows:

Conference Call and Webcast Following the announcement, Yona Ovadia, Chief Executive Officer, and Adi Sfadia, Chief Financial Officer, will discuss Gilat’s 2017 third quarter results, participate in a question, and answer session:

A simultaneous Webcast of the conference call will be available on the Gilat website at www.gilat.com and through this link: www.veidan-stream.com/gilatq3-2017.html

The webcast will also be archived for a period of 30 days on the Company’s website and through the link above.

Conference Call Replay

Non-GAAP Measures The attached summary unaudited financial statements were prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP). To supplement the consolidated financial statements presented in accordance with GAAP, the Company presents Non-GAAP presentations of net income, operating income, Adjusted EBITDA and earnings per share. The adjustments to the Company’s GAAP results are made with the intent of providing both management and investors a more complete understanding of the Company’s underlying operational results, trends and performance.

Adjusted EBITDA (operating income before depreciation, amortization, non-cash stock option expenses, costs related to acquisition transactions, restructuring cost, goodwill impairment, impairment of long lived assets, trade secrets litigation expenses and tax expenses under amnesty program) is presented to compare the Company’s performance to that of prior periods and evaluate the Company’s financial and operating results on a consistent basis from period to period. The Company also believes this measure, when viewed in combination with the Company’s financial results prepared in accordance with GAAP, provides useful information to investors to evaluate ongoing operating results and trends. Adjusted EBITDA, however, should not be considered as an alternative to operating income or net income for the period and may not be indicative of the historic operating results of the Company; nor is it meant to be predictive of potential future results. Adjusted EBITDA is not a measure of financial performance under GAAP and may not be comparable to other similarly titled measures for other companies. Reconciliation between the Company's Operating income and Adjusted EBITDA is presented in the attached summary financial statements.

This news release also contains a forward-looking estimate of Adjusted EBITDA projected to be generated by Gilat in 2017. A forward-looking estimate of net income and reconciliations of the forward-looking estimates of Adjusted EBITDA to net income are not provided because the items necessary to estimate net income are not estimable at this time. Non-GAAP presentations of net income, operating income, Adjusted EBITDA and earnings per share should not be considered in isolation or as a substitute for any of the consolidated statements of operations prepared in accordance with GAAP, or as an indication of Gilat’s operating performance or liquidity.

Gilat Satellite Networks Ltd. (NASDAQ: GILT, TASE: GILT) is a leading global provider of satellite-based broadband communications. With 30 years of experience, we design and manufacture cutting-edge ground segment equipment, and provide comprehensive solutions and end-to-end services, powered by our innovative technology. Delivering high value competitive solutions, our portfolio comprises of a cloud based VSAT network platform, high-speed modems, high performance on-the-move antennas and high efficiency, high power Solid State Amplifiers (SSPA) and Block Upconverters (BUC).

Gilat’s comprehensive solutions support multiple applications with a full portfolio of products to address key applications including broadband access, cellular backhaul, enterprise, in-flight connectivity, maritime, trains, defense and public safety, all while meeting the most stringent service level requirements. Gilat controlling shareholders are the FIMI Private Equity Funds. For more information, please visit: www.gilat.com

Certain statements made herein that are not historical are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. The words "estimate", "project", "intend", "expect", "believe" and similar expressions are intended to identify forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties. Many factors could cause the actual results, performance or achievements of Gilat to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others, changes in general economic and business conditions, inability to maintain market acceptance to Gilat's products, inability to timely develop and introduce new technologies, products and applications, rapid changes in the market for Gilat's products, loss of market share and pressure on prices resulting from competition, introduction of competing products by other companies, inability to manage growth and expansion, loss of key OEM partners, inability to attract and retain qualified personnel, inability to protect the Company's proprietary technology and risks associated with Gilat's international operations and its location in Israel. We undertake no obligation to update or revise any forward-looking statements for any reason. For additional information regarding these and other risks and uncertainties associated with Gilat's business, reference is made to Gilat's reports filed from time to time with the Securities and Exchange Commission.

Nine months ended September 30, Three months ended September 30,
2017 2016 2017 2016
Unaudited Unaudited
Revenues $ 200,104 $ 199,206 $ 69,936 $ 78,643
Cost of revenues 142,845 147,914 49,587 54,930
Gross profit 57,259 51,292 20,349 23,713
Research and development expenses 20,648 19,374 7,181 6,781
Less - grants 820 1,008 297 370
Research and development expenses, net 19,828 18,366 6,884 6,411
Selling and marketing expenses 17,187 17,224 5,837 6,248
General and administrative expenses 15,026 21,435 4,303 11,283
Total operating expenses 52,041 57,025 17,024 23,942
Operating income (loss) 5,218 (5,733 ) 3,325 (229 )
Financial expenses, net (3,169 ) (3,175 ) (1,123 ) (1,572 )
Income (loss) before taxes on income 2,049 (8,908 ) 2,202 (1,801 )
Taxes on income (tax benefit) (1,349 ) 967 152 398
Net income (loss) $ 3,398 $ (9,875 ) $ 2,050 $ (2,199 )
Earnings (loss) per share (basic and diluted) $ 0.06 $ (0.19 ) $ 0.04 $ (0.04 )
Weighted average number of shares used in
computing earnings (loss) per share
Basic 54,667,795 51,096,829 54,703,658 54,523,585
Diluted 54,723,315 51,096,829 54,788,086 54,523,585
Three months ended Three months ended
September 30, 2017 September 30, 2016
GAAP Adjustments (1) Non-GAAP GAAP Adjustments (1) Non-GAAP
Unaudited Unaudited
Gross profit $ 20,349 1,210 $ 21,559 $ 23,713 1,204 $ 24,917
Operating expenses 17,024 (357 ) 16,667 23,942 (2,357 ) 21,585
Operating income (loss) 3,325 1,567 4,892 (229 ) 3,561 3,332
Income (loss) before taxes on income 2,202 1,567 3,769 (1,801 ) 3,561 1,760
Net income (loss) $ 2,050 1,567 $ 3,617 $ (2,199 ) 3,561 $ 1,362
Earnings (loss) per share (basic and diluted) $ 0.04 0.03 $ 0.07 $ (0.04 ) 0.06 $ 0.02
Weighted average number of shares used in
computing earnings (loss) per share
Basic 54,703,658 54,703,658 54,523,585 54,523,585
Diluted 54,788,086 54,979,360 54,523,585 54,614,252
(1) Adjustments reflect the effect of non-cash stock-based compensation as per ASC 718, amortization of intangible assets related to shares acquisition transactions and trade secrets litigation expenses.
Three months ended Three months ended
September 30, 2017 September 30, 2016
Unaudited Unaudited
GAAP net income (loss) $ 2,050 $ (2,199 )
Gross profit
Non-cash stock-based compensation expenses 15 9
Amortization of intangible assets related to acquisition transactions 1,195 1,195
1,210 1,204
Operating expenses
Non-cash stock-based compensation expenses 193 180
Amortization of intangible assets related to acquisition transactions 164 194
Trade secrets litigation expenses - 1,983
357 2,357
Non-GAAP income $ 3,617 $ 1,362
Nine months ended Nine months ended
September 30, 2017 September 30, 2016
GAAP Adjustments (1) Non-GAAP GAAP Adjustments (1) Non-GAAP
Unaudited Unaudited
Gross profit $ 57,259 3,620 $ 60,879 $ 51,292 3,614 $ 54,906
Operating expenses 52,041 (2,642 ) 49,399 57,025 (4,826 ) 52,199
Operating income (loss) 5,218 6,262 11,480 (5,733 ) 8,440 2,707
Income (loss) before taxes on income 2,049 6,499 8,548 (8,908 ) 8,440 (468 )
Net income (loss) $ 3,398 6,499 $ 9,897 $ (9,875 ) 8,440 $ (1,435 )
Earnings (loss) per share (basic and diluted) $ 0.06 0.12 $ 0.18 $ (0.19 ) 0.16 $ (0.03 )
Weighted average number of shares used in
computing earnings (loss) per share
Basic 54,667,795 54,667,795 51,096,829 51,096,829
Diluted 54,723,315 54,850,309 51,096,829 51,096,829
(1) Adjustments reflect the effect of non-cash stock-based compensation as per ASC 718, amortization of intangible assets related to shares acquisition transactions, trade secrets litigation expenses and tax expenses under amnesty program.
Nine months ended Nine months ended
30 September 2017 30 September 2016
Unaudited Unaudited
GAAP net income (loss) $ 3,398 $ (9,875 )
Gross profit
Non-cash stock-based compensation expenses 38 32
Amortization of intangible assets related to acquisition transactions 3,582 3,582
3,620 3,614
Operating expenses
Non-cash stock-based compensation expenses 588 660
Amortization of intangible assets related to acquisition transactions: 553 583
Trade secrets litigation expenses 873 3,583
Tax expenses under amnesty program 628 -
2,642 4,826
Finance and taxes on income
Tax expenses under amnesty program 237 -
Non-GAAP income (loss) $ 9,897 $ (1,435 )
Nine months ended Three months ended
September 30, September 30,
2017 2016 2017 2016
Unaudited Unaudited
GAAP operating income (loss) $ 5,218 $ (5,733 ) $ 3,325 $ (229 )
Add:
Non-cash stock-based compensation expenses 626 692 208 189
Trade secrets litigation expenses 873 3,583 - 1,983
Tax expenses under amnesty program expenses 628 - - -
Depreciation and amortization 9,884 9,831 3,580 3,306
Adjusted EBITDA $ 17,229 $ 8,373 $ 7,113 $ 5,249
September 30, December 31,
2017 2016
Unaudited Audited
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 77,234 $ 40,133
Restricted cash 24,275 62,229
Restricted cash held by trustees 6,503 9,058
Trade receivables, net 86,517 89,377
Inventories 29,921 21,469
Other current assets 21,211 17,017
Total current assets 245,661 239,283
LONG-TERM INVESTMENTS:
Severance pay funds 8,074 7,791
Other long term receivables 400 436
Total long-term investments 8,474 8,227
PROPERTY AND EQUIPMENT, NET 79,307 80,837
INTANGIBLE ASSETS, NET 7,084 11,383
GOODWILL 43,468 43,468
TOTAL ASSETS $ 383,994 $ 383,198
September 30, December 31,
2017 2016
Unaudited Audited
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Current maturities of long-term loans $ 4,482 $ 4,617
Trade payables 28,611 29,625
Accrued expenses 68,082 53,429
Advances from customers and deferred revenues 25,768 37,659
Advances from customers, held by trustees 5,349 7,498
Other current liabilities 16,587 13,846
Total current liabilities 148,879 146,674
LONG-TERM LIABILITIES:
Accrued severance pay 7,896 7,485
Long-term loans, net of current maturities 12,690 16,932
Other long-term liabilities 19 2,281
Total long-term liabilities 20,605 26,698
EQUITY:
Share capital - ordinary shares of NIS 0.2 par value 2,599 2,593
Additional paid-in capital 921,405 920,162
Accumulated other comprehensive loss (3,132 ) (3,224 )
Accumulated deficit (706,362 ) (709,705 )
Total equity 214,510 209,826
TOTAL LIABILITIES AND EQUITY $ 383,994 $ 383,198
Nine months ended Three months ended
September 30, September 30,
2017 2016 2017 2016
Unaudited Unaudited
Cash flows from operating activities:
Net income (loss) $ 3,398 $ (9,875 ) $ 2,050 $ (2,199 )
Adjustments required to reconcile net income (loss)
to net cash provided by (used in) operating activities:
Depreciation and amortization 9,884 9,831 3,580 3,306
Stock-based compensation of options and RSU's 626 692 208 189
Accrued severance pay, net 129 (202 ) 23 (105 )
Accrued interest and exchange rate differences on
short and long-term restricted cash, net (104 ) (1,454 ) (114 ) 106
Exchange rate differences on long-term loans 151 56 38 8
Deferred income taxes, net (300 ) 5 (141 ) 5
Decrease (increase)in trade receivables, net 2,833 10,109 (2,215 ) 6,115
Decrease (increase) in other assets (including short-term, long-term
and deferred charges) (3,629 ) 1,119 2,890 2,191
Decrease (increase) in inventories (9,229 ) 865 (5,671 ) 3,324
Decrease in restricted cash directly related to operating activities, net 38,123 28,482 144 6,908
Increase (decrease) in trade payables (1,082 ) 3,847 (1,619 ) 655
Increase in accrued expenses 14,655 26,014 3,237 11,531
Decrease in advances from customers (11,714 ) (66,642 ) (6,004 ) (30,357 )
Increase (decrease) in advances from customers, held
by trustees (2,340 ) (1,028 ) 1,002 984
Increase in other current liabilities and other long term liabilities 357 1,630 2,261 933
Net cash provided by (used in) operating activities 41,758 3,449 (331 ) 3,594
Cash flows from investing activities:
Purchase of property and equipment (3,409 ) (2,822 ) (1,236 ) (790 )
Investment in restricted cash held by trustees (10,802 ) (10,925 ) (5,493 ) (5,497 )
Proceeds from restricted cash held by trustees 13,388 13,473 5,388 5,315
Investment in restricted cash (including long-term) (656 ) (204 ) (10 ) (18 )
Proceeds from restricted cash (including long-term) 671 7,441 4 15
Net cash provided by (used in) investing activities (808 ) 6,963 (1,347 ) (975 )
Cash flows from financing activities:
Capital lease payments - (307 ) - -
Issuance of shares in a rights offering - 35,095 - -
Issuance of restricted stock units and exercise of stock options 569 527 76 181
Short term bank credit, net - (7,000 ) - -
Repayment of long-term loans (4,528 ) (4,416 ) (145 ) (139 )
Net cash provided by (used in) financing activities (3,959 ) 23,899 (69 ) 42
Effect of exchange rate changes on cash and cash equivalents 110 693 150 18
Increase (decrease) in cash and cash equivalents 37,101 35,004 (1,597 ) 2,679
Cash and cash equivalents at the beginning of the period 40,133 18,435 78,831 50,760
Cash and cash equivalents at the end of the period $ 77,234 $ 53,439 $ 77,234 $ 53,439

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