Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 27, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Entity File Number | 001-38228 | |
Entity Registrant Name | Maxar Technologies Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-2809420 | |
Entity Address, Address Line One | 1300 W. 120th Avenue, | |
Entity Address, City or Town | Westminster | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80234 | |
City Area Code | 303 | |
Local Phone Number | 684-7660 | |
Security 12b Title | Common stock par value of $0.0001 per share | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Trading Symbol | MAXR | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 72,662,438 | |
Entity Central Index Key | 0001121142 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues: | ||||
Total revenues | $ 437 | $ 436 | $ 1,302 | $ 1,256 |
Costs and expenses: | ||||
Selling, general and administrative | 89 | 90 | 261 | 237 |
Depreciation and amortization | 74 | 95 | 221 | 274 |
Impairment loss | 14 | |||
Reduction of gain on sale leaseback | 4 | 4 | ||
Operating income | 37 | 7 | 86 | 18 |
Interest expense, net | (25) | (36) | (127) | (133) |
Other income, net | (2) | (91) | (6) | (98) |
Income (loss) before taxes | 14 | 62 | (35) | (17) |
Income tax benefit | (22) | (10) | (22) | |
Equity in income from joint ventures, net of tax | (1) | |||
Income (loss) from continuing operations | 14 | 84 | (25) | 6 |
Income from operations of discontinued operations, net of tax | 32 | |||
Gain on disposal of discontinued operations, net of tax | 1 | 305 | ||
Income from discontinued operations, net of tax | 1 | 337 | ||
Net income (loss) | $ 14 | $ 85 | $ (25) | $ 343 |
Basic net income (loss) per common share: | ||||
Basic income (loss) from continuing operations (in dollars per share) | $ 0.19 | $ 1.38 | $ (0.36) | $ 0.10 |
Basic income from discontinued operations, net of tax (in dollars per share) | 0.02 | 5.56 | ||
Basic net income (loss) per common share (in dollars per share) | 0.19 | 1.40 | (0.36) | 5.66 |
Diluted net income (loss) per common share: | ||||
Diluted income (loss) from continuing operations (in dollars per share) | 0.19 | 1.32 | (0.36) | 0.10 |
Diluted income from discontinued operations, net of tax (in dollars per share) | 0.02 | 5.39 | ||
Diluted net income (loss) per common share (in dollars per share) | $ 0.19 | $ 1.34 | $ (0.36) | $ 5.49 |
Product | ||||
Revenues: | ||||
Total revenues | $ 166 | $ 161 | $ 498 | $ 425 |
Costs and expenses: | ||||
Product and service costs, excluding depreciation and amortization | 144 | 145 | 448 | 434 |
Service | ||||
Revenues: | ||||
Total revenues | 271 | 275 | 804 | 831 |
Costs and expenses: | ||||
Product and service costs, excluding depreciation and amortization | $ 93 | $ 95 | $ 286 | $ 275 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) | ||||
Net income (loss) | $ 14 | $ 85 | $ (25) | $ 343 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | (1) | (49) | ||
Reclassification of currency translation adjustment to gain on disposal of discontinued operations | (64) | |||
Unrealized gain (loss) on interest rate swaps | 3 | 7 | 13 | (8) |
Gain on pension and other postretirement benefit plans | 1 | 3 | 1 | |
Other comprehensive income (loss), net of tax | 4 | 7 | 15 | (120) |
Comprehensive income (loss), net of tax | $ 18 | $ 92 | $ (10) | $ 223 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 36 | $ 27 |
Trade and other receivables, net | 365 | 327 |
Inventory | 42 | 31 |
Advances to suppliers | 17 | 24 |
Prepaid and other current assets | 51 | 59 |
Total current assets | 511 | 468 |
Non-current assets: | ||
Orbital receivables, net | 324 | 361 |
Property, plant and equipment, net | 902 | 883 |
Intangible assets, net | 812 | 895 |
Non-current operating lease assets | 143 | 163 |
Goodwill | 1,627 | 1,627 |
Other non-current assets | 95 | 86 |
Total assets | 4,414 | 4,483 |
Current liabilities: | ||
Accounts payable | 92 | 115 |
Accrued liabilities | 72 | 65 |
Accrued compensation and benefits | 81 | 105 |
Contract liabilities | 259 | 278 |
Current portion of long-term debt | 18 | 8 |
Current operating lease liabilities | 42 | 41 |
Other current liabilities | 42 | 51 |
Total current liabilities | 606 | 663 |
Non-current liabilities: | ||
Pension and other postretirement benefits | 183 | 192 |
Operating lease liabilities | 136 | 158 |
Long-term debt | 2,064 | 2,414 |
Other non-current liabilities | 95 | 120 |
Total liabilities | 3,084 | 3,547 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock ($0.0001 par value, 240 million common shares authorized; 72.6 million and 61.2 million issued and outstanding at September 30, 2021 and December 31, 2020, respectively) | ||
Additional paid-in capital | 2,224 | 1,818 |
Accumulated deficit | (790) | (763) |
Accumulated other comprehensive loss | (105) | (120) |
Total Maxar stockholders' equity | 1,329 | 935 |
Noncontrolling interest | 1 | 1 |
Total stockholders' equity | 1,330 | 936 |
Total liabilities and stockholders' equity | $ 4,414 | $ 4,483 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Unaudited Condensed Consolidated Balance Sheets | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized shares | 240 | 240 |
Common stock, shares issued | 72.6 | 61.2 |
Common stock, shares outstanding | 72.6 | 61.2 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows (used in) provided by Operating activities: | ||
Net (loss) income | $ (25) | $ 343 |
Income from operations of discontinued operations, net of tax | 32 | |
Gain on disposal of discontinued operations, net of tax | 305 | |
Income (loss) from continuing operations | (25) | 6 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 221 | 274 |
Stock-based compensation expense | 31 | 24 |
Amortization of debt issuance costs and other non-cash interest expense | 11 | 12 |
Gain from remeasurement of Vricon equity interest | (85) | |
Loss from extinguishment of debt | 41 | 7 |
Cumulative adjustment to SXM-7 revenue | 30 | |
Impairment loss | 14 | |
Deferred income tax expense (benefit) | 2 | (17) |
Other | (3) | 3 |
Changes in operating assets and liabilities: | ||
Trade and other receivables | (33) | (3) |
Accounts payable and liabilities | (57) | (35) |
Contract liabilities | (20) | 1 |
Other | (12) | (20) |
Cash provided by operating activities - continuing operations | 186 | 181 |
Cash used in operating activities - discontinued operations | (1) | (49) |
Cash provided by operating activities | 185 | 132 |
Investing activities: | ||
Purchase of property, plant and equipment and development or purchase of software | (156) | (224) |
Acquisition, net of cash acquired | (118) | |
Return of capital from discontinued operations | 20 | |
Cash used in investing activities - continuing operations | (156) | (322) |
Cash provided by investing activities - discontinued operations | 723 | |
Cash (used in) provided by investing activities | (156) | 401 |
Financing activities: | ||
Repurchase of 2023 Notes, including premium | (384) | (169) |
Net proceeds from issuance of common stock | 380 | |
Net proceeds from issuance of 2027 Notes | 147 | |
Settlement of securitization liability | (9) | (7) |
Repayments of long-term debt | (7) | (523) |
Other | (4) | 2 |
Cash used in financing activities - continuing operations | (24) | (550) |
Cash used in financing activities - discontinued operations | (24) | |
Cash used in financing activities | (24) | (574) |
Increase (decrease) in cash, cash equivalents, and restricted cash | 5 | (41) |
Effect of foreign exchange on cash, cash equivalents, and restricted cash | (5) | |
Cash, cash equivalents, and restricted cash, beginning of year | 31 | 110 |
Cash, cash equivalents, and restricted cash, end of period | $ 36 | $ 64 |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2021 | Sep. 30, 2020 |
Reconciliation of cash flow information: | ||
Cash and cash equivalents | $ 36 | $ 60 |
Restricted cash included in prepaid and other current assets | 4 | |
Total cash, cash equivalents, and restricted cash | $ 36 | $ 64 |
Unaudited Condensed Consolida_7
Unaudited Condensed Consolidated Statements of Change in Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Common Stock | Additional paid in capital | Accumulated Deficit | Accumulated other comprehensive income (loss) | Noncontrolling interest | Total |
Balance at the beginning of period at Dec. 31, 2019 | $ 1,784 | $ (1,064) | $ 41 | $ 1 | $ 762 | |
Balance at the beginning of period (in shares) at Dec. 31, 2019 | 59.9 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Common stock issued under employee stock purchase plan | 2 | 2 | ||||
Common stock issued under employee stock purchase plan (in shares) | 0.2 | |||||
Equity classified stock-based compensation expense | 4 | 4 | ||||
Comprehensive (loss) income | (48) | (63) | (111) | |||
Balance at the end of period at Mar. 31, 2020 | 1,790 | (1,112) | (22) | 1 | 657 | |
Balance at the end of period (in shares) at Mar. 31, 2020 | 60.1 | |||||
Balance at the beginning of period at Dec. 31, 2019 | 1,784 | (1,064) | 41 | 1 | 762 | |
Balance at the beginning of period (in shares) at Dec. 31, 2019 | 59.9 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Comprehensive (loss) income | 223 | |||||
Balance at the end of period at Sep. 30, 2020 | 1,800 | (723) | (79) | 998 | ||
Balance at the end of period (in shares) at Sep. 30, 2020 | 61 | |||||
Balance at the beginning of period at Mar. 31, 2020 | 1,790 | (1,112) | (22) | 1 | 657 | |
Balance at the beginning of period (in shares) at Mar. 31, 2020 | 60.1 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Reclassification of liability classified stock-based compensation awards to equity classified | (2) | (2) | ||||
Equity- settled stock- based compensation recovery from disposal of discontinued operations | (1) | (1) | ||||
Common stock issued under employee stock purchase plan | 1 | 1 | ||||
Common stock issued under employee stock purchase plan (in shares) | 0.2 | |||||
Equity classified stock-based compensation expense | 6 | 6 | ||||
Equity classified stock-based compensation expense (in shares) | 0.4 | |||||
Dividends | (1) | (1) | ||||
Comprehensive (loss) income | 306 | (64) | 242 | |||
Balance at the end of period at Jun. 30, 2020 | 1,794 | (807) | (86) | 1 | 902 | |
Balance at the end of period (in shares) at Jun. 30, 2020 | 60.7 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Common stock issued under employee stock purchase plan | 2 | 2 | ||||
Common stock issued under employee stock purchase plan (in shares) | 0.2 | |||||
Equity classified stock-based compensation expense | 4 | 4 | ||||
Equity classified stock-based compensation expense (in shares) | 0.1 | |||||
Dividends | (1) | (1) | ||||
Comprehensive (loss) income | 85 | 7 | 92 | |||
Other | (1) | (1) | ||||
Balance at the end of period at Sep. 30, 2020 | 1,800 | (723) | (79) | 998 | ||
Balance at the end of period (in shares) at Sep. 30, 2020 | 61 | |||||
Balance at the beginning of period at Dec. 31, 2020 | 1,818 | (763) | (120) | 1 | $ 936 | |
Balance at the beginning of period (in shares) at Dec. 31, 2020 | 61.2 | 61.2 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Common stock issuance, net of transaction fees | 380 | $ 380 | ||||
Underwritten stock offering (in shares) | 10 | |||||
Common stock issued under employee stock purchase plan | 2 | 2 | ||||
Common stock issued under employee stock purchase plan (in shares) | 0.1 | |||||
Equity classified stock-based compensation expense | 7 | 7 | ||||
Equity classified stock-based compensation expense (in shares) | 0.4 | |||||
Comprehensive (loss) income | (84) | 6 | (78) | |||
Balance at the end of period at Mar. 31, 2021 | 2,207 | (847) | (114) | 1 | 1,247 | |
Balance at the end of period (in shares) at Mar. 31, 2021 | 71.7 | |||||
Balance at the beginning of period at Dec. 31, 2020 | 1,818 | (763) | (120) | 1 | $ 936 | |
Balance at the beginning of period (in shares) at Dec. 31, 2020 | 61.2 | 61.2 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Comprehensive (loss) income | $ (10) | |||||
Balance at the end of period at Sep. 30, 2021 | 2,224 | (790) | (105) | 1 | $ 1,330 | |
Balance at the end of period (in shares) at Sep. 30, 2021 | 72.6 | 72.6 | ||||
Balance at the beginning of period at Mar. 31, 2021 | 2,207 | (847) | (114) | 1 | $ 1,247 | |
Balance at the beginning of period (in shares) at Mar. 31, 2021 | 71.7 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Common stock issued under employee stock purchase plan | 2 | 2 | ||||
Common stock issued under employee stock purchase plan (in shares) | 0.1 | |||||
Equity classified stock-based compensation expense | 2 | 2 | ||||
Equity classified stock-based compensation expense (in shares) | 0.6 | |||||
Dividends | (1) | (1) | ||||
Comprehensive (loss) income | 45 | 5 | 50 | |||
Balance at the end of period at Jun. 30, 2021 | 2,211 | (803) | (109) | 1 | 1,300 | |
Balance at the end of period (in shares) at Jun. 30, 2021 | 72.4 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Common stock issued under employee stock purchase plan | 2 | 2 | ||||
Common stock issued under employee stock purchase plan (in shares) | 0.1 | |||||
Equity classified stock-based compensation expense | 11 | 11 | ||||
Equity classified stock-based compensation expense (in shares) | 0.1 | |||||
Dividends | (1) | (1) | ||||
Comprehensive (loss) income | 14 | 4 | 18 | |||
Balance at the end of period at Sep. 30, 2021 | $ 2,224 | $ (790) | $ (105) | $ 1 | $ 1,330 | |
Balance at the end of period (in shares) at Sep. 30, 2021 | 72.6 | 72.6 |
Unaudited Condensed Consolida_8
Unaudited Condensed Consolidated Statements of Change in Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | |||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | |
Unaudited Condensed Consolidated Statements of Change in Stockholders' Equity | ||||||
Dividends per share (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
General business description
General business description | 9 Months Ended |
Sep. 30, 2021 | |
General business description | |
General business description | 1. GENERAL BUSINESS DESCRIPTION Maxar Technologies Inc. (the “Company” or “Maxar”) is a partner and innovator in Earth Intelligence and Space Infrastructure. Maxar delivers value to government and commercial customers to help them monitor, understand and navigate our changing planet; deliver global broadband communications; and explore and advance the use of space. The Company’s approach combines decades of deep mission understanding and a proven commercial and defense foundation to deploy solutions and deliver insights with speed, scale and cost effectiveness. |
Summary of significant accounti
Summary of significant accounting policies | 9 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The Unaudited Condensed Consolidated Financial Statements include the accounts of Maxar Technologies Inc., and all consolidated subsidiary entities. The Company’s Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All intercompany balances and transactions are eliminated on consolidation. The Company’s Unaudited Condensed Consolidated Financial Statements are presented in U.S. dollars and have been prepared on a historical cost basis, except for certain financial assets and liabilities including derivative financial instruments which are stated at fair value. The Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Company’s annual audited consolidated financial statements and notes thereto included in the Company’s most recent Annual Report on Form 10-K filed with the SEC. Unless otherwise indicated, amounts provided in the Notes to the Unaudited Condensed Consolidated Financial Statements pertain to continuing operations (See Note 3 for information on discontinued operations). Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. In management’s opinion, all adjustments of a normal recurring nature that are necessary for a fair statement of the accompanying Unaudited Condensed Consolidated Financial Statements have been included. Use of estimates, assumptions and judgments The preparation of the Unaudited Condensed Consolidated Financial Statements in accordance with U.S. GAAP requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the reporting date, as well as the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared using the most current and best available information; however, actual results could differ materially from those estimates. Recent Accounting Guidance Not Yet Adopted Reference Rate Reform In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which together with subsequent amendments is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate and other interbank offered rates to alternative reference rates. This guidance was effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company expects that it will elect to apply some of the expedients and exceptions in ASU 2020-04 and subsequent amendments. The Company has completed its preliminary analysis and does not expect that the adoption of ASU 2020-04 and subsequent amendments will have a material impact on the Company's financial statements. |
Discontinued operations
Discontinued operations | 9 Months Ended |
Sep. 30, 2021 | |
Discontinued operations. | |
Discontinued operations | 3 . DISCONTINUED OPERATIONS On April 8, 2020, the Company completed the sale of its former Canadian subsidiary (“MDA Business”) to Neptune Acquisition Inc., a corporation existing under the laws of the Province of British Columbia and an affiliate of Northern Private Capital Ltd. (“MDA Purchaser”), for an aggregate purchase price of $729 million ( $1.0 billion Canadian dollars) (“MDA Transaction”). The Company recognized an after-tax gain on disposal of discontinued operations of $ 317 million, net of $ 12 million in taxes, on the MDA Transaction for the year ended December 31, 2020. The operating results and cash flows related to the MDA Business are reflected as discontinued operations in the Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and the Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2020. There was no activity within discontinued operations for the three or nine months ended September 30, 2021. In addition, the Company and the MDA Purchaser entered into a Transition Services Agreement pursuant to which the MDA Purchaser received certain services (“Services”). The Services were provided based on an agreed upon fee arrangement that ended on April 8, 2021. Income from discontinued operations, net of tax for the MDA Business in the Unaudited Condensed Consolidated Statement of Operations consists of the following: Three Months Ended Nine Months Ended September 30, 2020 September 30, 2020 1 Revenues: Product $ — $ 44 Service — 42 Total revenues — 86 Costs and expenses: Product costs, excluding depreciation and amortization — 38 Service costs, excluding depreciation and amortization — 24 Selling, general and administrative — 13 Depreciation and amortization — 4 Impairment loss — 12 Operating loss — (5) Interest expense, net — 1 Other income, net 2 — (34) Income before taxes — 28 Income tax benefit — (4) Income from operations of discontinued operations, net of tax — 32 Gain on disposal of discontinued operations, net of tax 3 1 305 Income from discontinued operations, net of tax $ 1 $ 337 1 For the nine months ended September 30, 2020, MDA results are presented through April 7, 2020. 2 Other income, net includes the $39 million recovery of the previously recorded liability in relation to the Company’s dispute with a customer for the nine months ended September 30, 2020. 3 For the three months ended September 30, 2020, the $1 million Gain on disposal of discontinued operations, net of tax, was driven by a reduction of the income tax on the gain on disposal of the MDA Business. |
Business combination
Business combination | 9 Months Ended |
Sep. 30, 2021 | |
Business combination | |
Business combination | 4 . BUSINESS COMBINATION The Company did not close any transactions qualifying as business combinations during the nine months ended September 30, 2021. On July 1, 2020, the Company closed the acquisition of Vricon, Inc. (“Vricon”) by purchasing the remaining 50% ownership interest in Vricon (“Vricon Acquisition”) for $143 million or, excluding Vricon cash on hand of $23 million, for $120 million. Vricon is a global leader in satellite-derived 3D data for defense and intelligence markets, with software and products that enhance 3D mapping, Earth intelligence data, military simulation and training and precision-guided munitions. Vricon was formed as a joint venture between Maxar and Saab AB in 2015 to combine patented Saab AB intellectual property with our commercial satellite imagery to build highly accurate, immersive 3D products at scale. Prior to the closing of the acquisition, Vricon was the Company’s most significant joint venture. To fund the Vricon Acquisition, the Company issued $150 million in aggregate principal amount of senior secured notes due 2027. See Note 9 for additional details on the issuance of the senior secured notes. As part of the acquisition agreement, Vricon’s stock-based awards vested at the time of the Vricon Acquisition were settled in cash for $26 million. The unvested awards were forfeited. The Vricon Acquisition was achieved in stages, which required the Company to remeasure its previously held equity interest in Vricon at its acquisition date fair value. As no material control premium was determined to exist, the call option purchase price of $117 million paid in the Vricon Acquisition was used to estimate the fair value of the previously held equity interest. The Company performed a business enterprise valuation to corroborate the resulting total implied purchase consideration. This remeasurement resulted in a gain of approximately $85 million which was recorded in Other (income) expense within the Company’s Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020. The operating results of Vricon are included in the Company’s Unaudited Condensed Consolidated Statements of Operations beginning July 1, 2020. Vricon results are consolidated within the Earth Intelligence Segment. The following table presents unaudited pro forma financial information as if Vricon had been included in the Company’s financial results as of January 1, 2020, through the date of acquisition: Nine Months Ended September 30, 2020 Revenues $ 1,267 Net income $ 342 Purchase Price Allocation The following table summarizes the fair value of the consideration transferred and the fair values of the major classes of assets acquired and liabilities assumed at the acquisition date. The fair value of the intangible assets acquired has been determined using valuation techniques that require significant judgement, including the amount and timing of future net cash flows and discount July 1, 2020 Call option purchase price $ 117 Fair value of existing equity interest 117 Cash settlement of equity awards 26 Purchase consideration $ 260 Assets Cash and cash equivalents $ 23 Trade and other receivables, net 9 Property, plant and equipment, net 3 Intangible assets, net 73 Other assets 7 Total assets $ 115 Liabilities Accounts payable $ 1 Accrued liabilities 3 Deferred income tax liability 17 Other current liabilities 6 Total liabilities 27 Fair value of net identifiable assets acquired 88 Goodwill $ 172 The following table summarizes the intangible assets acquired from the Vricon Acquisition by class and useful life: Carrying value Remaining useful life Finite-lived intangible assets: Backlog $ 21 2 years Trademarks 1 1 year Existing technology 49 9 years Existing software 2 2 - 3 years Total intangible assets $ 73 The goodwill of $172 million is attributable primarily to the synergies expected to be achieved from integrating Vricon with the Company’s existing capabilities. Due to the nature of the Vricon Acquisition, the Company did not receive a step-up in tax basis on the fixed assets, intangible assets or goodwill recorded in the purchase price allocation. |
Trade and other receivables, ne
Trade and other receivables, net | 9 Months Ended |
Sep. 30, 2021 | |
Trade and other receivables, net | |
Trade and other receivables, net | 5. TRADE AND OTHER RECEIVABLES, NET September 30, December 31, 2021 2020 Billed $ 161 $ 181 Unbilled 150 95 Total trade receivables 311 276 Orbital receivables, current portion 49 49 Other 5 3 Allowance for doubtful accounts — (1) Trade and other receivables, net $ 365 $ 327 During the first quarter of 2021, the Company reduced its outstanding receivables related to the SXM-7 satellite for the final milestone and expected orbital payments by $15 million and $14 million, respectively. As of September 30, 2021 and December 31, 2020, non-current orbital receivables, net of allowance for expected credit losses were $324 million and $361 million, respectively. The Company had orbital receivables from 13 customers for which the largest customer’s value represents 21% and 19% of the stated current and non-current balance sheet values as of September 30, 2021 and December 31, 2020, respectively. The changes in allowance for expected credit losses related to non-current orbital receivables for the nine months ended September 30, 2021, consist of the following: Orbital Receivables Allowance Allowance as of December 31, 2020 $ (49) Additions — Allowance as of September 30, 2021 $ (49) Securitization liabilities as of September 30, 2021 and December 31, 2020, are as follows: September 30, December 31, 2021 2020 Current portion $ 15 $ 14 Non-current portion 37 47 Total securitization liabilities $ 52 $ 61 |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2021 | |
Inventory | |
Inventory | 6 . INVENTORY, NET September 30, December 31, 2021 2020 Raw materials $ 38 $ 22 Work in process 5 9 Total $ 43 $ 31 Inventory reserve (1) — Total inventory, net $ 42 $ 31 |
Property, plant and equipment,
Property, plant and equipment, net | 9 Months Ended |
Sep. 30, 2021 | |
Property, plant and equipment, net | |
Property, plant and equipment, net | 7 . September 30, December 31, 2021 2020 Satellites $ 397 $ 397 Equipment 218 207 Computer hardware 96 78 Leasehold improvements 83 81 Furniture and fixtures 15 15 Construction in process 1 622 572 Property, plant and equipment, at cost 1,431 1,350 Accumulated depreciation (529) (467) Property, plant and equipment, net $ 902 $ 883 1 Depreciation expense for property, plant and equipment was $23 million and $24 million for the three months ended September 30, 2021 and 2020, respectively, and $67 million and $71 million for the nine months ended September 30, 2021 and 2020, respectively. |
Intangible assets
Intangible assets | 9 Months Ended |
Sep. 30, 2021 | |
Intangible assets | |
Intangible assets | 8. INTANGIBLE ASSETS September 30, 2021 December 31, 2020 Gross carrying value Accumulated amortization Net carrying value Gross carrying value Accumulated amortization Net carrying value Customer relationships $ 615 $ (179) $ 436 $ 615 $ (146) $ 469 Technologies 367 (260) 107 369 (211) 158 Software 366 (155) 211 298 (125) 173 Backlog 129 (104) 25 129 (79) 50 Image library 80 (68) 12 80 (58) 22 Trade names and other 37 (16) 21 38 (15) 23 Intangible assets $ 1,594 $ (782) $ 812 $ 1,529 $ (634) $ 895 Amortization expense related to intangible assets was $51 million and $71 million for the three months ended September 30, 2021 and 2020, respectively, and $154 million and $203 million for the nine months ended September 30, 2021 and 2020, respectively. |
Long-term debt and interest exp
Long-term debt and interest expense, net | 9 Months Ended |
Sep. 30, 2021 | |
Long-term debt and interest expense, net | |
Long-term debt and interest expense, net | 9 . LONG-TERM DEBT AND INTEREST EXPENSE , NET September 30, December 31, 2021 2020 Syndicated Credit Facility: Term Loan B $ 1,444 $ 1,444 2023 Notes 500 850 2027 Notes 150 150 Deferred financing 27 32 Debt discount and issuance costs (42) (57) Obligations under finance leases and other 3 3 Total long-term debt 2,082 2,422 Current portion of long-term debt (18) (8) Non-current portion of long-term debt $ 2,064 $ 2,414 The Company’s senior secured syndicated credit facility (“Syndicated Credit Facility”) is composed of: (i) a senior secured first lien revolving credit facility in an aggregate capacity of up to $500 million maturing in December 2023 (“Revolving Credit Facility”) and (ii) a senior secured first lien term B facility in an original aggregate principal amount of $2.0 billion maturing in October 2024 (“Term Loan B”). The maximum consolidated debt leverage ratios permitted under the Syndicated Credit Facility are 7.50x at the end of each fiscal quarter until the fiscal quarter ending September 30, 2021, 7.25x at the end of each fiscal quarter thereafter until the quarter ending September 30, 2022, 6.25x at the end of each fiscal quarter thereafter until the fiscal quarter ending March 31, 2023, and 5.50x for each fiscal quarter thereafter (subject to a 0.25x reduction in each maximum level upon a disposition of a business line for greater than $500 million). The Revolving Credit Facility includes an aggregate $200 million sub limit under which letters of credit can be issued. As of September 30, 2021 and December 31, 2020, the Company had $28 million and $31 million, respectively, of issued and undrawn letters of credit outstanding under the Revolving Credit Facility. On December 2, 2019, the Company issued $1.0 billion in aggregate principal amount of 9.75% Senior Secured Notes due 2023 (“2023 Notes”). The 2023 Notes were offered and sold to qualified institutional buyers in the U.S. pursuant to Rule 144A and outside the U.S. pursuant to Regulation S under the Securities Act of 1933, as amended. The 2023 Notes were issued at a price of 98% and are recorded as long-term debt in the consolidated financial statements. The 2023 Notes bear interest at the rate of 9.75% per year, payable semi-annually in cash in arrears, which interest payments commenced in June 2020. The 2023 Notes are guaranteed on a senior secured basis by each of the Company’s existing and future subsidiaries that guarantee the Syndicated Credit Facility. On June 25, 2020, the Company repurchased $150 million aggregate principal amount of its 2023 Notes using proceeds from the MDA Transaction. The 2023 Notes were repurchased (“2023 Notes Repurchase”) at a price of approximately 112.45% of the principal amount repurchased. On March 26, 2021, the Company redeemed $350 million aggregate principal amount of its 2023 Notes using a portion of the net proceeds from an underwritten offering of 10 million shares of its common stock (“Offering”). The Company paid premiums of approximately $34 million related to the early redemption. This resulted in a loss on debt extinguishment of $41 million that was recorded in the first quarter of 2021, which is included as part of Interest expense, net within the Unaudited Condensed Consolidated Statements of Operations for the nine months ended September 30, 2021. See Note 11 for additional details on the Offering. On June 25, 2020, the Company issued $150 million in aggregate principal amount of 7.54% Senior Secured Notes due 2027 (“2027 Notes”). The 2027 Notes were offered and sold to qualified institutional buyers in the U.S. pursuant to Rule 144A and outside the U.S. pursuant to Regulation S under the Securities Act of 1933, as amended. The 2027 Notes were issued at a price of 98.25% and are recorded as long-term debt in the consolidated financial statements. The 2027 Notes bear interest at the rate of 7.54% per year, payable semi-annually in cash in arrears, for which interest payments commenced December 2020. The 2027 Notes are guaranteed on a senior secured basis by each of the Company’s existing and future subsidiaries that guarantee the Syndicated Credit Facility and the 2023 Notes. The Company accounted for the 2027 Notes and 2023 Notes Repurchase as debt modifications. As a result, the 12.45% premium paid on the repurchase of the $150 million aggregate principal amount of 2023 Notes is accounted for as an incremental discount that is amortized over the life of the 2027 Notes. Separately, the previously incurred unamortized debt discount and debt issuance costs are amortized over the remaining life of the outstanding 2023 Notes. Interest expense, net on long-term debt and other obligations is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Interest on long-term debt $ 33 $ 44 $ 110 $ 146 Loss on debt extinguishment — — 41 7 Interest on orbital securitization liability 1 1 3 4 Imputed interest and other 1 2 2 2 Interest expense on advance payments from customers — — — 3 Capitalized interest (10) (11) (29) (29) Interest expense, net $ 25 $ 36 $ 127 $ 133 |
Financial instruments and fair
Financial instruments and fair value disclosures | 9 Months Ended |
Sep. 30, 2021 | |
Financial instruments and fair value disclosures | |
Financial instruments and fair value disclosures | 10. FINANCIAL INSTRUMENTS AND FAIR VALUE DISCLOSURES Factors used in determining the fair value of financial assets and liabilities are summarized into three categories in accordance with Accounting Standards Codification 820 - Fair Value Measurements: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices) Level 3: Inputs for the asset or liability that are based on unobservable inputs The following tables present assets and liabilities that are measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Recurring Fair Value Measurements as of September 30, 2021 Level 1 Level 2 Level 3 Total Assets Interest rate swaps $ — $ 1 $ — $ 1 $ — $ 1 $ — $ 1 Liabilities Interest rate swaps $ — $ 8 $ — $ 8 Long-term debt 1 — 2,138 — 2,138 $ — $ 2,146 $ — $ 2,146 Recurring Fair Value Measurements as of December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities Interest rate swaps $ — $ 20 $ — $ 20 Long-term debt 1 — 2,556 — 2,556 $ — $ 2,576 $ — $ 2,576 1 Long-term debt excludes finance leases, borrowings under the Revolving Credit Facility, deferred financing and other and is carried at amortized cost. The outstanding carrying value was $2,052 million and $2,387 million at September 30, 2021 and December 31, 2020, respectively. The carrying value of borrowings under the Revolving Credit Facility approximates their fair value. In April 2021, $500 million of the Company’s interest rate swaps matured. On June 15, 2021, the Company entered into interest rate swaps at a notional value of $500 million. In total, an aggregate amount of $1.0 billion of the Company’s variable rate long-term debt is fixed at an average rate of 1.43% (excluding the margin specified in the Syndicated Credit Facility). In both April 2022 and June 2023, the Company will have interest rate swap maturities of $500 million. The Company determines fair value of its derivative financial instruments based on internal valuation models, such as discounted cash flow analysis, using management estimates and observable market-based inputs, as applicable. Management estimates include assumptions concerning the amount and timing of estimated future cash flows and application of appropriate discount rates. Observable market-based inputs are sourced from third parties and include interest rates and yield curves, currency spot and forward rates and credit spreads, as applicable. The Company determines fair value of long-term debt that is actively traded in the secondary market using external pricing data, including any available quoted market prices and other observable inputs from available market information. For debt that is not actively traded in the secondary market, the fair value is based on the Company’s indicative borrowing cost derived from dealer quotes or discounted cash flows. Cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities are all short-term in nature; therefore, the carrying value of these items approximates their fair value. There were no transfers into or out of each of the levels of the fair value hierarchy during the periods ended September 30, 2021 and December 31, 2020. |
Stockholders' equity
Stockholders' equity | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' equity | |
Stockholders' Equity | 1 1. STOCKHOLDERS’ EQUITY On March 22, 2021, the Company completed the Offering of 10 million shares of common stock at a public offering price of $40 per share. The Company received proceeds of $380 million, net of $20 million of transaction fees. As of December 31, 2020, the Company had 2.4 million shares authorized and no shares outstanding of the Series A Preferred Stock. On May 17, 2021, the Company filed a Certificate of Elimination of Series A Junior Participating Preferred Stock with the Delaware Secretary of State, thereby removing the Certificate of Designations of the Series A Preferred Stock from the Company’s Amended and Restated Certificate of Incorporation. Therefore, as of September 30, 2021, the Company had no shares authorized and no shares outstanding of the Series A Preferred Stock. Changes in the components of Accumulated other comprehensive income (loss) are as follows: Foreign Currency Translation Adjustments Unrealized Loss on Interest Rate Swaps Loss on Pension and Other Postretirement Plans Total Accumulated Other Comprehensive Loss Balance as of December 31, 2020 $ 1 $ (20) $ (101) $ (120) Other comprehensive (loss) income (1) 6 1 6 Tax benefit (expense) — — — — Balance as of March 31, 2021 $ — $ (14) $ (100) $ (114) Other comprehensive income — 4 1 5 Tax benefit (expense) — — — — Balance as of June 30, 2021 $ — $ (10) $ (99) $ (109) Other comprehensive income — 3 1 4 Tax benefit (expense) — — — — Balance as of September 30, 2021 $ — $ (7) $ (98) $ (105) |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2021 | |
Revenues | |
Revenues | 12. REVENUES On September 30, 2021, the Company had $2.1 billion of remaining performance obligations, which represents the transaction price of firm orders less inception-to-date revenues recognized. Remaining performance obligations generally exclude unexercised contract options and indefinite delivery/indefinite quantity contracts. The Company expects to recognize revenues relating to existing performance obligations of approximately $0.4 billion , $1.1 billion and $0.6 billion for the remaining three months ended December 31, 2021, the year ending December 31, 2022 and thereafter, respectively. Contract liabilities by segment are as follows: As of September 30, 2021 Earth Intelligence Space Infrastructure Total Contract liabilities $ 34 $ 225 $ 259 As of December 31, 2020 Earth Intelligence Space Infrastructure Total Contract liabilities $ 45 $ 234 $ 279 The decrease in contract liabilities is primarily due to revenues recognized based upon the satisfaction of performance obligations on commercial contracts in both the Earth Intelligence and Space Infrastructure segments. The Company did not have a balance for non-current contract liabilities at September 30, 2021. The Company had $1 million of non-current contract liabilities at December 31, 2020. Non-current contract liabilities are included in Other non-current liabilities on the Unaudited Condensed Consolidated Balance Sheets. The Company’s primary sources of revenues are as follows: Three Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 166 $ — $ 166 Service revenues 271 — — 271 Intersegment — 14 (14) — $ 271 $ 180 $ (14) $ 437 Three Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 161 $ — $ 161 Service revenues 274 1 — 275 Intersegment — 19 (19) — $ 274 $ 181 $ (19) $ 436 Nine Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 498 $ — $ 498 Service revenues 804 — — 804 Intersegment — 43 (43) — $ 804 $ 541 $ (43) $ 1,302 Nine Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 425 $ — $ 425 Service revenues 823 8 — 831 Intersegment — 64 (64) — $ 823 $ 497 $ (64) $ 1,256 Certain of the Company’s contracts with customers in the Space Infrastructure segment include a significant financing component since payments are received from the customer more than one year after delivery of the promised goods or services. The Company recognized orbital interest revenue of $6 million and $20 million for the three and nine months ended September 30, 2021, respectively, as compared to $8 million and $22 million for the three and nine months ended September 30, 2020, related to these contracts, which is included in product revenues. Revenue in the Space Infrastructure segment is primarily generated from long-term construction contracts. Due to the long-term nature of these contracts, the Company generally recognizes revenue over time using the cost-to-cost method of accounting to measure progress. Under the cost-to-cost method of accounting, revenue is recognized based on the proportion of total costs incurred to estimated total costs-at-completion ("EAC"). Revenue recognition is also contingent on estimated contractual consideration. An EAC includes all direct costs and indirect costs directly attributable to a program or allocable based on program cost pooling arrangements. Estimates regarding the Company’s cost associated with the design, manufacture and delivery of products and services are used in determining the EAC. Changes to an EAC or estimated contractual consideration are recorded as a cumulative adjustment to revenue. The Company recognized a cumulative adjustment to revenue of $5 million and $30 million for the three and nine months ended September 30, 2021, respectively, related to the Sirius XM contract with Sirius XM Holdings Inc. (“Sirius XM”). This resulted primarily from adjusting the EAC transaction price for the amount of the final milestone and expected orbital payments from Sirius XM due to the non-performance of the SXM-7 satellite and other adjustments. In addition to the cumulative adjustment recognized for the nine months ended September 30, 2021, incremental costs of $3 million were incurred related to the SXM-7 recovery efforts during the first quarter of 2021. The Company did not incur COVID-19 related EAC growth during the three and nine months ended September 30, 2021, compared to $3 million and $27 million of COVID-19 related EAC growth incurred for the three and nine months ended September 30, 2020, respectively. The Company has certain programs in the Space Infrastructure segment which contain significant development efforts that have experienced delays and cost growth primarily due to the complexity of the programs resulting in an overall loss position. The Company recorded $3 million and $26 million in EAC adjustments on loss contracts during the three and nine months ended September 30, 2021, respectively. The Company recorded $6 million and $42 million in EAC adjustments on a commercial satellite loss contract which included significant development efforts further delayed by COVID-19 for the three and nine months ended September 30, 2020, respectively. Revenues based on the geographic location of customers are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 United States $ 363 $ 358 $ 1,058 $ 1,016 Asia 25 25 67 75 Australia 9 9 57 26 Europe 18 25 54 67 Middle East 13 12 40 38 South America 6 4 13 19 Other 3 3 13 15 Total revenues $ 437 $ 436 $ 1,302 $ 1,256 Revenues from significant customers are as follows: Three Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 174 $ 51 $ — $ 225 Commercial and other 97 129 (14) 212 Total revenues $ 271 $ 180 $ (14) $ 437 Three Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 198 $ 69 $ — $ 267 Commercial and other 76 112 (19) 169 Total revenues $ 274 $ 181 $ (19) $ 436 Nine Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 525 $ 178 $ — $ 703 Commercial and other 279 363 (43) 599 Total revenues $ 804 $ 541 $ (43) $ 1,302 Nine Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 600 $ 208 $ — $ 808 Commercial and other 223 289 (64) 448 Total revenues $ 823 $ 497 $ (64) $ 1,256 The Company had revenues from a commercial customer in the Space Infrastructure segment that represented 18% and 19% of total revenues for the three and nine months ended September 30, 2021, respectively. The revenues from this commercial customer in the Space Infrastructure segment were less than 10% of the Company’s total revenues for the three and nine months ended September 30, 2020. |
Segment information
Segment information | 9 Months Ended |
Sep. 30, 2021 | |
Segment information | |
Segment information | 13. SEGMENT INFORMATION The Company’s business is organized into two reportable segments: Earth Intelligence and Space Infrastructure. The Earth Intelligence reportable segment is a supplier of high-resolution space-based optical and radar imagery products and analytics. The Space Infrastructure reportable segment is a provider of Space Infrastructure that designs, builds, integrates and tests solutions for space-based communication satellites, on-orbit servicing, robotic assembly and space exploration. The Company’s Chief Operating Decision Maker (“CODM”) measures the performance of each segment based on revenue and Adjusted EBITDA. Adjusted EBITDA is defined as earnings before interest, tax, depreciation and amortization (“EBITDA”) adjusted for certain items affecting comparability as specified in the calculation. Certain items affecting comparability include restructuring, impairments, satellite insurance recovery, gain (loss) on sale of assets, CEO severance and transaction and integration related expense. Transaction and integration related expense includes costs associated with de-leveraging activities, acquisitions and dispositions and the integration of acquisitions. Corporate and other expenses include items such as corporate office costs, regulatory costs, executive and director compensation, foreign exchange gains and losses, and fees for audit, legal and consulting services. Intersegment sales are generally recorded at cost plus a specified margin, which may differ from what the segment may be able to obtain on sales to external customers. The following table summarizes the operating performance of the Company’s segments: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenues: Earth Intelligence $ 271 $ 274 $ 804 $ 823 Space Infrastructure 180 181 541 497 Intersegment eliminations (14) (19) (43) (64) Total revenues $ 437 $ 436 $ 1,302 $ 1,256 Adjusted EBITDA: Earth Intelligence $ 124 $ 128 $ 362 $ 407 Space Infrastructure 14 12 29 (16) Intersegment eliminations (5) (7) (17) (21) Corporate and other expenses (20) (21) (62) (43) Transaction and integration related expense (1) (2) (1) (6) Impairment loss — — — (14) Reduction of gain on sale leaseback — (4) — (4) Gain on remeasurement of Vricon equity interest 1 — 85 — 85 Depreciation and amortization (74) (95) (221) (274) Interest expense, net (25) (36) (127) (133) Interest income 2 1 2 2 3 Equity in income from joint ventures, net of tax — — — (1) Income (loss) from continuing operations before taxes $ 14 $ 62 $ (35) $ (17) 1 2 Included in Other income, net on the Unaudited Condensed Consolidated Statements of Operations. The Company’s capital expenditures are as follows: Three Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Corporate and Eliminations Total Capital expenditures: Property, plant and equipment $ 19 $ 3 $ 5 $ 27 Intangible assets 22 — 2 24 $ 41 $ 3 $ 7 $ 51 Three Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Corporate and Eliminations Total Capital expenditures: Property, plant and equipment $ 53 $ 6 $ 11 $ 70 Intangible assets 23 — 3 26 $ 76 $ 6 $ 14 $ 96 Nine Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Corporate and eliminations Total Capital expenditures: Property, plant and equipment $ 47 $ 11 $ 26 $ 84 Intangible assets 64 — 8 72 $ 111 $ 11 $ 34 $ 156 Nine Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Corporate and eliminations Total Capital expenditures: Property, plant and equipment $ 115 $ 14 $ 29 $ 158 Intangible assets 59 — 7 66 $ 174 $ 14 $ 36 $ 224 Substantially all of the Company’s long-lived tangible assets were in the United States as of September 30, 2021 and December 31, 2020. |
Employee benefit plans
Employee benefit plans | 9 Months Ended |
Sep. 30, 2021 | |
Employee benefit plans | |
Employee benefit plans | 14. EMPLOYEE BENEFIT PLANS The following table summarizes the components of net periodic benefit income for the Company’s pension plans: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Interest cost $ 3 $ 4 $ 10 $ 13 Expected return on plan assets (7) (7) (21) (20) Amortization of net loss 1 — 4 1 Expenses paid 1 1 2 2 Net periodic benefit income $ (2) $ (2) $ (5) $ (4) Contributions The funding policy for the Company’s pension plans is to contribute at least the minimum required by applicable laws and regulations or to directly make benefit payments where appropriate. In December 2020, the Company prefunded approximately $16 million to its qualified pension plan. Due to the December 2020 prefunding, there are no required contributions for the Company’s qualified pension plan for the year ending December 31, 2021. |
Income taxes
Income taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income taxes | |
Income taxes | 15. INCOME TAXES For the three months ended September 30, 2021 and 2020, the effective tax rate on pre-tax income from continuing operations was 0% and (35.5)%, respectively. For the nine months ended September 30, 2021 and 2020, the effective tax rate on pre-tax loss from continuing operations was 28.6% and 129.4%, respectively. The effective tax rates for the three and nine months ended September 30, 2021 and 2020 differ from the statutory U.S. federal income tax rate of 21.0% primarily due to the release of a $17 million valuation allowance related to the deferred tax liability recorded in connection with the Vricon Acquisition on July 1, 2020, a change in the estimated 2020 Base Erosion and Anti-Abuse Tax driven by a change in tax strategy enabled by a reduction in forecasted interest expense The Company assesses the deferred tax assets for recoverability on a quarterly basis. Based upon all available positive and negative evidence, the Company maintains a valuation allowance to reduce the net U.S. deferred tax asset to the amount that is more-likely-than-not realizable. The Company computes an estimated annual effective tax rate (“AETR”) each quarter based on the current and forecasted continuing operating results. The income tax expense or benefit associated with the interim period is computed using the most recent estimated AETR applied to the year-to-date ordinary income or loss, plus the tax effect of any significant or infrequently occurring items recorded during the interim period. The computation of the estimated AETR at each interim period requires certain estimates and significant judgments including, but not limited to, the expected operating income (loss) for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent differences and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur and additional information becomes known or as the tax environment changes. |
Net income (loss) per common sh
Net income (loss) per common share | 9 Months Ended |
Sep. 30, 2021 | |
Net income (loss) per common share | |
Net income (loss) per common share | 16. NET INCOME (LOSS) PER COMMON SHARE The following table includes the calculation of basic and diluted net income (loss) per common share: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Income (loss) from continuing operations $ 14 $ 84 $ (25) $ 6 Income from discontinued operations, net of tax — 1 — 337 Net income (loss) $ 14 $ 85 $ (25) $ 343 Weighted average number of common shares outstanding-basic 72.6 61.0 69.9 60.6 Weighted dilutive effect of equity awards 2.1 2.4 — 1.9 Weighted average number of common shares outstanding-diluted 74.7 63.4 69.9 62.5 Basic net income (loss) per common share: Income (loss) from continuing operations $ 0.19 $ 1.38 $ (0.36) $ 0.10 Income from discontinued operations, net of tax — 0.02 — 5.56 Basic net income (loss) per common share $ 0.19 $ 1.40 $ (0.36) $ 5.66 Diluted net income (loss) per common share: Income (loss) from continuing operations $ 0.19 $ 1.32 $ (0.36) $ 0.10 Income from discontinued operations, net of tax — 0.02 — 5.39 Diluted net income (loss) per common share $ 0.19 $ 1.34 $ (0.36) $ 5.49 The weighted average number of common shares outstanding for the three and nine months ended September 30, 2021 includes 10 million shares of the Company’s common stock issued in connection with the Offering completed on March 22, 2021. See Note 11 for further details. For the three months ended September 30, 2021 and 2020, approximately 2 million and 1 million awards, respectively, and for the nine months ended September, 30 2021 and 2020, approximately 4 million and 1 million awards, respectively, were excluded from the diluted weighted average number of ordinary common shares outstanding calculation because their effect would have been anti-dilutive. |
Commitments and contingencies
Commitments and contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and contingencies | |
Commitments and contingencies | 17. COMMITMENTS AND CONTINGENCIES Contingencies in the Normal Course of Business Satellite construction contracts may include performance incentives whereby payment for a portion of the purchase price of the satellite is contingent upon in-orbit performance of the satellite. The Company’s ultimate receipt of orbital performance incentives is subject to the continued performance of its satellites generally over the contractually stipulated life of the satellites. A complete or partial loss of a satellite’s functionality can result in loss of orbital receivable payments or repayment of amounts received by the Company under a warranty payback arrangement. The Company generally receives the present value of the orbital receivables if there is a launch failure or a failure caused by a customer error, but will forfeit some or all of the orbital receivables if the loss is caused by satellite failure or as a result of Company error. The Company recognizes orbital performance incentives in the financial statements based on the amounts that are expected to be received and believes that it will not incur a material loss relating to the incentives recognized. With respect to the Company’s securitized liability for the orbital receivables, upon the occurrence of an event of default under the securitization facility agreement or upon the occurrence of limited events, the Company may be required to repurchase on demand any effected receivables at their then net present value. The Company may incur liquidated damages on programs as a result of delays due to slippage, or for programs which fail to meet all milestone requirements as outlined within the contractual arrangements with customers. Losses on programs related to liquidated damages result in a reduction of revenue. Changes in estimates related to contracts accounted for using the cost-to-cost method of accounting are recognized in the period in which such changes are made for the inception-to-date effect of the changes. Unrecoverable costs on contracts that are expected to be incurred in future periods are recorded in program cost in the current period. Additionally, construction contracts may have termination for default clauses, which if triggered, could result in potential losses and legal disputes. The Company enters into agreements in the ordinary course of business with resellers and others. Most of these agreements require the Company to indemnify the other party against third-party claims alleging that one of its products infringes or misappropriates a patent, copyright, trademark, trade secret or other intellectual property right. Certain of these agreements require the Company to indemnify the other party against claims relating to property damage, personal injury or acts or omissions by the Company, its employees, agents or representatives. From time to time, the Company has made guarantees regarding the performance of its systems to its customers. Some of these agreements do not limit the maximum potential future payments the Company could be obligated to make. The Company evaluates and estimates potential losses from such indemnification based on the likelihood that the future event will occur. The Company has not incurred any material costs as a result of such obligations and has not accrued any liabilities related to such indemnification and guarantees in the Unaudited Condensed Consolidated Financial Statements. The Company has entered into industrial cooperation agreements, sometimes referred to as offset agreements, as a condition to entering into contracts for its products and services from certain customers in foreign countries. These agreements are designed to return economic value to the foreign country and may be satisfied through activities that do not require a direct cash payment, including transferring technology and providing manufacturing, training and other consulting support to in-country projects. These agreements may provide for penalties in the event the Company fails to perform in accordance with offset requirements. The Company has historically not been required to pay any such penalties. Risks and uncertainties related to COVID-19 The near and long-term impacts of the current pandemic on the cost and schedule of the numerous programs in the Company’s existing backlog and the timing of new awards remain uncertain. The Company is observing stress in its supplier base inside and outside the U.S. and will continue to monitor and assess the actual and potential COVID-19 impacts on employees, customers, suppliers and the productivity of the work being done, all of which to some extent will affect revenues, estimated costs to complete projects, earnings and cash flow. The Company has received some force majeure claims from suppliers related to COVID-19; however, at this time the Company does not expect the claims to result in a material financial impact. In many instances, COVID-19 represents a force majeure event and as such, the Company has notified certain customers that it will be exercising its legal rights, and in some instances the Company has made claims exercising such rights, given the uncertain nature of the current pandemic and the near and long-term impacts on the cost and schedule of the numerous programs in the existing backlog. Legal proceedings On January 14, 2019, a Maxar stockholder filed a putative class action lawsuit captioned Oregon Laborers Employers Pension Trust Fund, et al. v. Maxar Technologies Inc. Charles O’Brien v. Maxar Technologies Inc. Charles O’Brien v. Maxar Technologies Inc. On October 21, 2019, a Maxar stockholder filed a putative class action lawsuit captioned McCurdy v. Maxar Technologies Inc., et al. On November 14, 2019, a derivative action was filed against Maxar and certain current and former members of management and the board of directors in United States District Court for the District of Delaware, captioned as Dorling, Derivatively on Behalf of Nominal Defendant Maxar Technologies Inc. v. Lance, et al. Golub, Derivatively on Behalf of Maxar Technologies Inc. v. Lance, et al. On September 15, 2021, a derivative action was filed against Maxar and certain current and former members of management and the board of directors in the Court of Chancery of the State of Delaware, captioned as Egan, on behalf of Maxar Technologies, Inc., v. Lance et al. The Company maintains insurance policies for settlements and judgments, as well as legal defense costs, for lawsuits such as those described in the preceding paragraphs. |
Supplemental cash flow
Supplemental cash flow | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental cash flow | |
Supplemental cash flow | 18. SUPPLEMENTAL CASH FLOW Selected cash payments and non-cash activities are as follows: Nine Months Ended September 30, 2021 2020 Supplemental cash flow information: Cash paid for interest $ 88 $ 127 Income tax refunds 13 — Supplemental non-cash investing and financing activities: Accrued capital expenditures 13 13 |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Summary of significant accounting policies | |
Basis of presentation | Basis of presentation The Unaudited Condensed Consolidated Financial Statements include the accounts of Maxar Technologies Inc., and all consolidated subsidiary entities. The Company’s Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All intercompany balances and transactions are eliminated on consolidation. The Company’s Unaudited Condensed Consolidated Financial Statements are presented in U.S. dollars and have been prepared on a historical cost basis, except for certain financial assets and liabilities including derivative financial instruments which are stated at fair value. The Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Company’s annual audited consolidated financial statements and notes thereto included in the Company’s most recent Annual Report on Form 10-K filed with the SEC. Unless otherwise indicated, amounts provided in the Notes to the Unaudited Condensed Consolidated Financial Statements pertain to continuing operations (See Note 3 for information on discontinued operations). Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. In management’s opinion, all adjustments of a normal recurring nature that are necessary for a fair statement of the accompanying Unaudited Condensed Consolidated Financial Statements have been included. |
Use of estimates, assumptions and judgments | Use of estimates, assumptions and judgments The preparation of the Unaudited Condensed Consolidated Financial Statements in accordance with U.S. GAAP requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the reporting date, as well as the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared using the most current and best available information; however, actual results could differ materially from those estimates. |
Recent Accounting Guidance Not Yet Adopted | Recent Accounting Guidance Not Yet Adopted Reference Rate Reform In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which together with subsequent amendments is intended to provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate and other interbank offered rates to alternative reference rates. This guidance was effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company expects that it will elect to apply some of the expedients and exceptions in ASU 2020-04 and subsequent amendments. The Company has completed its preliminary analysis and does not expect that the adoption of ASU 2020-04 and subsequent amendments will have a material impact on the Company's financial statements. |
Discontinued operations (Tables
Discontinued operations (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Discontinued operations. | |
Schedule of results of discontinued operations | Three Months Ended Nine Months Ended September 30, 2020 September 30, 2020 1 Revenues: Product $ — $ 44 Service — 42 Total revenues — 86 Costs and expenses: Product costs, excluding depreciation and amortization — 38 Service costs, excluding depreciation and amortization — 24 Selling, general and administrative — 13 Depreciation and amortization — 4 Impairment loss — 12 Operating loss — (5) Interest expense, net — 1 Other income, net 2 — (34) Income before taxes — 28 Income tax benefit — (4) Income from operations of discontinued operations, net of tax — 32 Gain on disposal of discontinued operations, net of tax 3 1 305 Income from discontinued operations, net of tax $ 1 $ 337 1 For the nine months ended September 30, 2020, MDA results are presented through April 7, 2020. 2 Other income, net includes the $39 million recovery of the previously recorded liability in relation to the Company’s dispute with a customer for the nine months ended September 30, 2020. 3 For the three months ended September 30, 2020, the $1 million Gain on disposal of discontinued operations, net of tax, was driven by a reduction of the income tax on the gain on disposal of the MDA Business. |
Business combination (Tables)
Business combination (Tables) - Vricon | 9 Months Ended |
Sep. 30, 2021 | |
Business combination | |
Schedule of unaudited pro forma financial information | Nine Months Ended September 30, 2020 Revenues $ 1,267 Net income $ 342 |
Schedule of fair value of the consideration transferred and the preliminary estimated fair values of the major classes of assets acquired and liabilities assumed | July 1, 2020 Call option purchase price $ 117 Fair value of existing equity interest 117 Cash settlement of equity awards 26 Purchase consideration $ 260 Assets Cash and cash equivalents $ 23 Trade and other receivables, net 9 Property, plant and equipment, net 3 Intangible assets, net 73 Other assets 7 Total assets $ 115 Liabilities Accounts payable $ 1 Accrued liabilities 3 Deferred income tax liability 17 Other current liabilities 6 Total liabilities 27 Fair value of net identifiable assets acquired 88 Goodwill $ 172 |
Summary of intangible assets acquired | Carrying value Remaining useful life Finite-lived intangible assets: Backlog $ 21 2 years Trademarks 1 1 year Existing technology 49 9 years Existing software 2 2 - 3 years Total intangible assets $ 73 |
Trade and other receivables, _2
Trade and other receivables, net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Trade and other receivables, net | |
Schedule of trade and other receivables, net | September 30, December 31, 2021 2020 Billed $ 161 $ 181 Unbilled 150 95 Total trade receivables 311 276 Orbital receivables, current portion 49 49 Other 5 3 Allowance for doubtful accounts — (1) Trade and other receivables, net $ 365 $ 327 |
Schedule of changes in allowance for expected credit losses related to non-current orbital receivables | The changes in allowance for expected credit losses related to non-current orbital receivables for the nine months ended September 30, 2021, consist of the following: Orbital Receivables Allowance Allowance as of December 31, 2020 $ (49) Additions — Allowance as of September 30, 2021 $ (49) |
Schedule of securitization liabilities | Securitization liabilities as of September 30, 2021 and December 31, 2020, are as follows: September 30, December 31, 2021 2020 Current portion $ 15 $ 14 Non-current portion 37 47 Total securitization liabilities $ 52 $ 61 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Inventory | |
Schedule of inventory | September 30, December 31, 2021 2020 Raw materials $ 38 $ 22 Work in process 5 9 Total $ 43 $ 31 Inventory reserve (1) — Total inventory, net $ 42 $ 31 |
Property, plant and equipment_2
Property, plant and equipment, net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, plant and equipment, net | |
Schedule of property, plant and equipment, net | September 30, December 31, 2021 2020 Satellites $ 397 $ 397 Equipment 218 207 Computer hardware 96 78 Leasehold improvements 83 81 Furniture and fixtures 15 15 Construction in process 1 622 572 Property, plant and equipment, at cost 1,431 1,350 Accumulated depreciation (529) (467) Property, plant and equipment, net $ 902 $ 883 1 |
Intangible assets (Tables)
Intangible assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Intangible assets | |
Schedule of intangible assets | September 30, 2021 December 31, 2020 Gross carrying value Accumulated amortization Net carrying value Gross carrying value Accumulated amortization Net carrying value Customer relationships $ 615 $ (179) $ 436 $ 615 $ (146) $ 469 Technologies 367 (260) 107 369 (211) 158 Software 366 (155) 211 298 (125) 173 Backlog 129 (104) 25 129 (79) 50 Image library 80 (68) 12 80 (58) 22 Trade names and other 37 (16) 21 38 (15) 23 Intangible assets $ 1,594 $ (782) $ 812 $ 1,529 $ (634) $ 895 |
Long-term debt and interest e_2
Long-term debt and interest expense, net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Long-term debt and interest expense, net | |
Summary of long term debt | September 30, December 31, 2021 2020 Syndicated Credit Facility: Term Loan B $ 1,444 $ 1,444 2023 Notes 500 850 2027 Notes 150 150 Deferred financing 27 32 Debt discount and issuance costs (42) (57) Obligations under finance leases and other 3 3 Total long-term debt 2,082 2,422 Current portion of long-term debt (18) (8) Non-current portion of long-term debt $ 2,064 $ 2,414 |
Schedule of interest expense, net on long term debt and other obligations | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Interest on long-term debt $ 33 $ 44 $ 110 $ 146 Loss on debt extinguishment — — 41 7 Interest on orbital securitization liability 1 1 3 4 Imputed interest and other 1 2 2 2 Interest expense on advance payments from customers — — — 3 Capitalized interest (10) (11) (29) (29) Interest expense, net $ 25 $ 36 $ 127 $ 133 |
Financial instruments and fai_2
Financial instruments and fair value disclosures (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Financial instruments and fair value disclosures | |
Summary of financial instruments measured at fair value | Recurring Fair Value Measurements as of September 30, 2021 Level 1 Level 2 Level 3 Total Assets Interest rate swaps $ — $ 1 $ — $ 1 $ — $ 1 $ — $ 1 Liabilities Interest rate swaps $ — $ 8 $ — $ 8 Long-term debt 1 — 2,138 — 2,138 $ — $ 2,146 $ — $ 2,146 Recurring Fair Value Measurements as of December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities Interest rate swaps $ — $ 20 $ — $ 20 Long-term debt 1 — 2,556 — 2,556 $ — $ 2,576 $ — $ 2,576 1 Long-term debt excludes finance leases, borrowings under the Revolving Credit Facility, deferred financing and other and is carried at amortized cost. The outstanding carrying value was $2,052 million and $2,387 million at September 30, 2021 and December 31, 2020, respectively. The carrying value of borrowings under the Revolving Credit Facility approximates their fair value. |
Stockholders' equity (Tables)
Stockholders' equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' equity | |
Schedule of changes in the components of accumulated other comprehensive income (loss) | Foreign Currency Translation Adjustments Unrealized Loss on Interest Rate Swaps Loss on Pension and Other Postretirement Plans Total Accumulated Other Comprehensive Loss Balance as of December 31, 2020 $ 1 $ (20) $ (101) $ (120) Other comprehensive (loss) income (1) 6 1 6 Tax benefit (expense) — — — — Balance as of March 31, 2021 $ — $ (14) $ (100) $ (114) Other comprehensive income — 4 1 5 Tax benefit (expense) — — — — Balance as of June 30, 2021 $ — $ (10) $ (99) $ (109) Other comprehensive income — 3 1 4 Tax benefit (expense) — — — — Balance as of September 30, 2021 $ — $ (7) $ (98) $ (105) |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenues | |
Summary of contract assets and contract liabilities by segment | Contract liabilities by segment are as follows: As of September 30, 2021 Earth Intelligence Space Infrastructure Total Contract liabilities $ 34 $ 225 $ 259 As of December 31, 2020 Earth Intelligence Space Infrastructure Total Contract liabilities $ 45 $ 234 $ 279 |
Summary of revenue by primary sources | Three Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 166 $ — $ 166 Service revenues 271 — — 271 Intersegment — 14 (14) — $ 271 $ 180 $ (14) $ 437 Three Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 161 $ — $ 161 Service revenues 274 1 — 275 Intersegment — 19 (19) — $ 274 $ 181 $ (19) $ 436 Nine Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 498 $ — $ 498 Service revenues 804 — — 804 Intersegment — 43 (43) — $ 804 $ 541 $ (43) $ 1,302 Nine Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total Product revenues $ — $ 425 $ — $ 425 Service revenues 823 8 — 831 Intersegment — 64 (64) — $ 823 $ 497 $ (64) $ 1,256 |
Summary of revenue by geographic location of customers | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 United States $ 363 $ 358 $ 1,058 $ 1,016 Asia 25 25 67 75 Australia 9 9 57 26 Europe 18 25 54 67 Middle East 13 12 40 38 South America 6 4 13 19 Other 3 3 13 15 Total revenues $ 437 $ 436 $ 1,302 $ 1,256 |
Schedule of revenue from significant customers | Three Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 174 $ 51 $ — $ 225 Commercial and other 97 129 (14) 212 Total revenues $ 271 $ 180 $ (14) $ 437 Three Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 198 $ 69 $ — $ 267 Commercial and other 76 112 (19) 169 Total revenues $ 274 $ 181 $ (19) $ 436 Nine Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 525 $ 178 $ — $ 703 Commercial and other 279 363 (43) 599 Total revenues $ 804 $ 541 $ (43) $ 1,302 Nine Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Eliminations Total U.S. federal government and agencies $ 600 $ 208 $ — $ 808 Commercial and other 223 289 (64) 448 Total revenues $ 823 $ 497 $ (64) $ 1,256 |
Segment information (Tables)
Segment information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment information | |
Summary of operating performance of the reporting segments | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenues: Earth Intelligence $ 271 $ 274 $ 804 $ 823 Space Infrastructure 180 181 541 497 Intersegment eliminations (14) (19) (43) (64) Total revenues $ 437 $ 436 $ 1,302 $ 1,256 Adjusted EBITDA: Earth Intelligence $ 124 $ 128 $ 362 $ 407 Space Infrastructure 14 12 29 (16) Intersegment eliminations (5) (7) (17) (21) Corporate and other expenses (20) (21) (62) (43) Transaction and integration related expense (1) (2) (1) (6) Impairment loss — — — (14) Reduction of gain on sale leaseback — (4) — (4) Gain on remeasurement of Vricon equity interest 1 — 85 — 85 Depreciation and amortization (74) (95) (221) (274) Interest expense, net (25) (36) (127) (133) Interest income 2 1 2 2 3 Equity in income from joint ventures, net of tax — — — (1) Income (loss) from continuing operations before taxes $ 14 $ 62 $ (35) $ (17) 1 2 Included in Other income, net on the Unaudited Condensed Consolidated Statements of Operations. |
Schedule of capital expenditures by segment | Three Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Corporate and Eliminations Total Capital expenditures: Property, plant and equipment $ 19 $ 3 $ 5 $ 27 Intangible assets 22 — 2 24 $ 41 $ 3 $ 7 $ 51 Three Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Corporate and Eliminations Total Capital expenditures: Property, plant and equipment $ 53 $ 6 $ 11 $ 70 Intangible assets 23 — 3 26 $ 76 $ 6 $ 14 $ 96 Nine Months Ended September 30, 2021 Earth Intelligence Space Infrastructure Corporate and eliminations Total Capital expenditures: Property, plant and equipment $ 47 $ 11 $ 26 $ 84 Intangible assets 64 — 8 72 $ 111 $ 11 $ 34 $ 156 Nine Months Ended September 30, 2020 Earth Intelligence Space Infrastructure Corporate and eliminations Total Capital expenditures: Property, plant and equipment $ 115 $ 14 $ 29 $ 158 Intangible assets 59 — 7 66 $ 174 $ 14 $ 36 $ 224 |
Employee benefit plans (Tables)
Employee benefit plans (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Employee benefit plans | |
Summary of the components of net periodic benefit income | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Interest cost $ 3 $ 4 $ 10 $ 13 Expected return on plan assets (7) (7) (21) (20) Amortization of net loss 1 — 4 1 Expenses paid 1 1 2 2 Net periodic benefit income $ (2) $ (2) $ (5) $ (4) |
Net income (loss) per common _2
Net income (loss) per common share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Net income (loss) per common share | |
Summary of calculation of basic and diluted EPS | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Income (loss) from continuing operations $ 14 $ 84 $ (25) $ 6 Income from discontinued operations, net of tax — 1 — 337 Net income (loss) $ 14 $ 85 $ (25) $ 343 Weighted average number of common shares outstanding-basic 72.6 61.0 69.9 60.6 Weighted dilutive effect of equity awards 2.1 2.4 — 1.9 Weighted average number of common shares outstanding-diluted 74.7 63.4 69.9 62.5 Basic net income (loss) per common share: Income (loss) from continuing operations $ 0.19 $ 1.38 $ (0.36) $ 0.10 Income from discontinued operations, net of tax — 0.02 — 5.56 Basic net income (loss) per common share $ 0.19 $ 1.40 $ (0.36) $ 5.66 Diluted net income (loss) per common share: Income (loss) from continuing operations $ 0.19 $ 1.32 $ (0.36) $ 0.10 Income from discontinued operations, net of tax — 0.02 — 5.39 Diluted net income (loss) per common share $ 0.19 $ 1.34 $ (0.36) $ 5.49 |
Supplemental cash flow (Tables)
Supplemental cash flow (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental cash flow | |
Schedule of supplemental cash flow | Nine Months Ended September 30, 2021 2020 Supplemental cash flow information: Cash paid for interest $ 88 $ 127 Income tax refunds 13 — Supplemental non-cash investing and financing activities: Accrued capital expenditures 13 13 |
Discontinued operations - Narra
Discontinued operations - Narratives (Details) $ in Millions, $ in Billions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Apr. 08, 2020USD ($) | Apr. 08, 2020CAD ($) | |
Discontinued Operations | |||||
Gain on disposal of discontinued operations, net of tax | $ 1 | $ 305 | |||
Reclassification of currency translation adjustment to gain on disposal of discontinued operations | (64) | ||||
MDA business | Discontinued operations | |||||
Discontinued Operations | |||||
Aggregate purchase price | $ 729 | $ 1 | |||
Gain on disposal of discontinued operations, net of tax | $ 1 | $ 305 | $ 317 | ||
Tax on gain on disposal of discontinued operations | $ 12 |
Discontinued operations - Finan
Discontinued operations - Financial information Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2020 | |
Costs and expenses: | |||
Income from operations of discontinued operations, net of tax | $ 32 | ||
Gain on disposal of discontinued operations, net of tax | $ 1 | 305 | |
Income from discontinued operations, net of tax | 1 | 337 | |
MDA business | Discontinued operations | |||
Revenues: | |||
Total revenues | 86 | ||
Costs and expenses: | |||
Selling, general and administrative | 13 | ||
Depreciation and amortization | 4 | ||
Impairment loss | 12 | ||
Operating loss | (5) | ||
Interest expense, net | 1 | ||
Other income, net | (34) | ||
Income before taxes | 28 | ||
Income tax benefit | (4) | ||
Income from operations of discontinued operations, net of tax | 32 | ||
Gain on disposal of discontinued operations, net of tax | 1 | 305 | $ 317 |
Income from discontinued operations, net of tax | $ 1 | 337 | |
MDA business | Discontinued operations | Accrued Liabilities | |||
Costs and expenses: | |||
Recovery of previously recorded liability from dispute | 39 | ||
MDA business | Discontinued operations | Product | |||
Revenues: | |||
Total revenues | 44 | ||
Costs and expenses: | |||
Costs, excluding depreciation and amortization | 38 | ||
MDA business | Discontinued operations | Service | |||
Revenues: | |||
Total revenues | 42 | ||
Costs and expenses: | |||
Costs, excluding depreciation and amortization | $ 24 |
Business combination - Narrativ
Business combination - Narratives (Details) - USD ($) $ in Millions | Jul. 01, 2020 | Sep. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Jun. 25, 2020 |
Business combination | ||||||
Purchase consideration net of estimated cash at closing | $ 118 | |||||
Remeasurement gain on acquisition | $ 85 | 85 | ||||
2027 Notes | ||||||
Business combination | ||||||
Long-term Debt, Gross | $ 150 | $ 150 | $ 150 | |||
Vricon | ||||||
Business combination | ||||||
Remaining ownership interest acquired | 50.00% | |||||
Purchase consideration | $ 143 | |||||
Cash on hand | 23 | |||||
Purchase consideration net of estimated cash at closing | 120 | |||||
Cash settlement of equity awards | 26 | |||||
Call option purchase price | 117 | |||||
Stock-based vested awards settled in cash | $ 26 | |||||
Vricon | Other (income) expense | ||||||
Business combination | ||||||
Remeasurement gain on acquisition | $ 85 | $ 85 |
Business combination - Unaudite
Business combination - Unaudited pro forma financial information (Details) - Vricon $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Proforma information | |
Revenue | $ 1,267 |
Net income | $ 342 |
Business combination - Purchase
Business combination - Purchase Price Allocation (Details) - USD ($) $ in Millions | Jul. 01, 2020 | Sep. 30, 2021 | Dec. 31, 2020 |
Liabilities | |||
Goodwill | $ 1,627 | $ 1,627 | |
Vricon | |||
Fair value of consideration transferred and fair values of major classes of assets acquired and liabilities assumed at acquisition date | |||
Call option purchase price | $ 117 | ||
Fair value of existing equity interest | 117 | ||
Cash settlement of equity awards | 26 | ||
Purchase consideration | 260 | ||
Assets | |||
Cash and cash equivalents | 23 | ||
Trade and other receivables, net | 9 | ||
Property, plant and equipment, net | 3 | ||
Intangible assets, net | 73 | ||
Other assets | 7 | ||
Total Assets | 115 | ||
Liabilities | |||
Accounts payable | 1 | ||
Accrued liabilities | 3 | ||
Deferred income tax liability | 17 | ||
Other current liabilities | 6 | ||
Total Liabilities | 27 | ||
Fair value of net identifiable assets acquired | 88 | ||
Goodwill | $ 172 |
Business combination - Intangib
Business combination - Intangible assets (Details) - USD ($) $ in Millions | Jul. 01, 2020 | Sep. 30, 2021 | Dec. 31, 2020 |
Intangible assets | |||
Goodwill | $ 1,627 | $ 1,627 | |
Vricon | |||
Intangible assets | |||
Carrying Value | $ 73 | ||
Goodwill | 172 | ||
Vricon | Backlog | |||
Intangible assets | |||
Carrying Value | $ 21 | ||
Weighted average useful life (in years) | 2 years | ||
Vricon | Trademarks | |||
Intangible assets | |||
Carrying Value | $ 1 | ||
Weighted average useful life (in years) | 1 year | ||
Vricon | Existing technologies | |||
Intangible assets | |||
Carrying Value | $ 49 | ||
Weighted average useful life (in years) | 9 years | ||
Vricon | Existing software | |||
Intangible assets | |||
Carrying Value | $ 2 | ||
Vricon | Existing software | Minimum | |||
Intangible assets | |||
Weighted average useful life (in years) | 2 years | ||
Vricon | Existing software | Maximum | |||
Intangible assets | |||
Weighted average useful life (in years) | 3 years |
Trade and other receivables, _3
Trade and other receivables, net (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Trade and other receivables, net | ||
Billed | $ 161 | $ 181 |
Unbilled | 150 | 95 |
Total trade receivables | 311 | 276 |
Orbital receivables, current portion | 49 | 49 |
Other | 5 | 3 |
Allowance for doubtful accounts | (1) | |
Trade and other receivables, net | $ 365 | $ 327 |
Trade and other receivables - O
Trade and other receivables - Orbital receivables (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | 21 Months Ended |
Mar. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2021USD ($)customer | |
Trade and other receivables | ||||
Reduction in outstanding receivables, final milestone | $ 15 | |||
Reduction in outstanding receivables, expected orbital payments | 14 | |||
Orbital receivables, net | $ 324 | $ 361 | $ 324 | |
Changes in allowance for expected credit losses related to non-current orbital receivables | ||||
Allowance at the beginning of the period | $ (49) | (49) | ||
Additions | 0 | |||
Allowance at the end of the period | $ (49) | $ (49) | $ (49) | |
Accounts Receivable | Credit Concentration Risk | ||||
Trade and other receivables | ||||
Number of customers | customer | 13 | |||
Accounts Receivable | Credit Concentration Risk | Largest Customer | ||||
Trade and other receivables | ||||
Concentration risk, percentage | 21.00% | 19.00% |
Trade and other receivables - S
Trade and other receivables - Securitization liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Trade and other receivables, net | ||
Current portion | $ 15 | $ 14 |
Non-current portion | 37 | 47 |
Total securitization liabilities | $ 52 | $ 61 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Inventory | ||
Raw materials | $ 38 | $ 22 |
Work in process | 5 | 9 |
Total | 43 | 31 |
Inventory reserve | (1) | |
Total inventory, net | $ 42 | $ 31 |
Property, plant and equipment_3
Property, plant and equipment, net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Property, plant and equipment | |||||
Property, plant and equipment, at cost | $ 1,431 | $ 1,431 | $ 1,350 | ||
Accumulated depreciation | (529) | (529) | (467) | ||
Property, plant and equipment, net | 902 | 902 | 883 | ||
Depreciation | 23 | $ 24 | 67 | $ 71 | |
Satellites | |||||
Property, plant and equipment | |||||
Property, plant and equipment, at cost | 397 | 397 | 397 | ||
Equipment | |||||
Property, plant and equipment | |||||
Property, plant and equipment, at cost | 218 | 218 | 207 | ||
Computer hardware | |||||
Property, plant and equipment | |||||
Property, plant and equipment, at cost | 96 | 96 | 78 | ||
Leasehold improvements | |||||
Property, plant and equipment | |||||
Property, plant and equipment, at cost | 83 | 83 | 81 | ||
Furniture and fixtures | |||||
Property, plant and equipment | |||||
Property, plant and equipment, at cost | 15 | 15 | 15 | ||
Construction in process | |||||
Property, plant and equipment | |||||
Property, plant and equipment, at cost | $ 622 | $ 622 | $ 572 |
Intangible assets (Details)
Intangible assets (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Finite-lived intangible assets: | |||||
Gross carrying value | $ 1,594 | $ 1,594 | $ 1,529 | ||
Accumulated amortization | (782) | (782) | (634) | ||
Net carrying value | 812 | 812 | 895 | ||
Amortization of intangible assets | 51 | $ 71 | 154 | $ 203 | |
Customer relationships | |||||
Finite-lived intangible assets: | |||||
Gross carrying value | 615 | 615 | 615 | ||
Accumulated amortization | (179) | (179) | (146) | ||
Net carrying value | 436 | 436 | 469 | ||
Existing technologies | |||||
Finite-lived intangible assets: | |||||
Gross carrying value | 367 | 367 | 369 | ||
Accumulated amortization | (260) | (260) | (211) | ||
Net carrying value | 107 | 107 | 158 | ||
Existing software | |||||
Finite-lived intangible assets: | |||||
Gross carrying value | 366 | 366 | 298 | ||
Accumulated amortization | (155) | (155) | (125) | ||
Net carrying value | 211 | 211 | 173 | ||
Backlog | |||||
Finite-lived intangible assets: | |||||
Gross carrying value | 129 | 129 | 129 | ||
Accumulated amortization | (104) | (104) | (79) | ||
Net carrying value | 25 | 25 | 50 | ||
Image library | |||||
Finite-lived intangible assets: | |||||
Gross carrying value | 80 | 80 | 80 | ||
Accumulated amortization | (68) | (68) | (58) | ||
Net carrying value | 12 | 12 | 22 | ||
Trade names and other. | |||||
Finite-lived intangible assets: | |||||
Gross carrying value | 37 | 37 | 38 | ||
Accumulated amortization | (16) | (16) | (15) | ||
Net carrying value | $ 21 | $ 21 | $ 23 |
Long-term debt and interest e_3
Long-term debt and interest expense, net (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | Jun. 25, 2020 |
Long-term debt and interest expense, net | |||
Debt discount and issuance costs | $ (42) | $ (57) | |
Obligations under finance leases and other | 3 | 3 | |
Total long-term debt | 2,082 | 2,422 | |
Current portion of long-term debt | (18) | (8) | |
Non-current portion of long-term debt | 2,064 | 2,414 | |
Term Loan B | |||
Long-term debt and interest expense, net | |||
Long-term debt | 1,444 | 1,444 | |
2023 Notes | |||
Long-term debt and interest expense, net | |||
Long-term debt | 500 | 850 | |
2027 Notes | |||
Long-term debt and interest expense, net | |||
Long-term debt | 150 | 150 | $ 150 |
Deferred financing | |||
Long-term debt and interest expense, net | |||
Long-term debt | $ 27 | $ 32 |
Long-term debt and interest e_4
Long-term debt and interest expense, net - Syndicated credit facility (Details) shares in Millions, $ in Millions | Mar. 26, 2021USD ($)shares | Mar. 22, 2021shares | Jun. 25, 2020USD ($) | Dec. 31, 2019USD ($) | Mar. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) |
Long-term debt and interest expense, net | ||||||||
Underwritten stock offering (in shares) | shares | 10 | 10 | ||||||
Loss on debt extinguishment | $ (41) | $ (7) | ||||||
Unamortized debt issuance cost expensed | 11 | $ 12 | ||||||
2023 Notes | ||||||||
Long-term debt and interest expense, net | ||||||||
Aggregate principal amount | $ 1,000 | |||||||
Principal amount of redeemed | $ 350 | |||||||
Premium paid for debt redemption | $ 34 | |||||||
Loss on debt extinguishment | $ 41 | |||||||
Aggregate principal amount repurchased | $ 150 | $ 150 | ||||||
Interest rate (as a percent) | 9.75% | |||||||
Notes issue price percentage | 98.00% | |||||||
Percentage of principal amount of repurchased debt | 112.45% | |||||||
Percentage of premium paid on repurchase of notes | 12.45% | |||||||
2027 Notes | ||||||||
Long-term debt and interest expense, net | ||||||||
Aggregate principal amount | $ 150 | |||||||
Interest rate (as a percent) | 7.54% | |||||||
Issue Price (as a percent) | 98.25% | |||||||
Syndicated Credit Facility | At the end of each fiscal quarter for the next nine months | ||||||||
Long-term debt and interest expense, net | ||||||||
Maximum debt to EBITDA | 7.50 | |||||||
Syndicated Credit Facility | At the end of each fiscal quarter for the next 18 months | ||||||||
Long-term debt and interest expense, net | ||||||||
Maximum debt to EBITDA | 7.25 | |||||||
Syndicated Credit Facility | At the end of each fiscal quarter for the next 24 months | ||||||||
Long-term debt and interest expense, net | ||||||||
Maximum debt to EBITDA | 6.25 | |||||||
Syndicated Credit Facility | For each fiscal quarter thereafter | ||||||||
Long-term debt and interest expense, net | ||||||||
Maximum debt to EBITDA | 5.50 | |||||||
Syndicated Credit Facility | Upon a disposition of a business line for greater than $500 million | ||||||||
Long-term debt and interest expense, net | ||||||||
Maximum debt to EBITDA | 0.25 | |||||||
Revolving Credit Facility | Upon a disposition of a business line for greater than $500 million | ||||||||
Long-term debt and interest expense, net | ||||||||
Minimum amount of disposition of business line to trigger a reduction in each maximum level of consolidated debt to EBITDA | $ 500 | |||||||
Revolving Credit Facility | Maturing in December 2023 | ||||||||
Long-term debt and interest expense, net | ||||||||
Maximum borrowing capacity | 500 | |||||||
Letter of credit | ||||||||
Long-term debt and interest expense, net | ||||||||
Maximum borrowing capacity | 200 | |||||||
Letter of credit outstanding | 28 | $ 31 | ||||||
Term Loan B | Maturing in October 2024 | ||||||||
Long-term debt and interest expense, net | ||||||||
Aggregate principal amount | $ 2,000 |
Long-term debt and interest e_5
Long-term debt and interest expense, net - Interest expense on long term debts and other obligations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Interest expenses | ||||
Interest on long-term debt | $ 33 | $ 44 | $ 110 | $ 146 |
Loss on debt extinguishment | 41 | 7 | ||
Interest on orbital securitization liability | 1 | 1 | 3 | 4 |
Imputed interest and other | 1 | 2 | 2 | 2 |
Interest expense on advance payments from customers | 3 | |||
Capitalized interest | (10) | (11) | (29) | (29) |
Interest expense, net | $ 25 | $ 36 | $ 127 | $ 133 |
Financial instruments and fai_3
Financial instruments and fair value disclosures - Financial instruments measured at fair value (Details) - Recurring - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Assets fair value | $ 1 | |
Liabilities | ||
Long-term debt | 2,138 | $ 2,556 |
Liabilities fair value | 2,146 | 2,576 |
Interest rate swaps | ||
Assets | ||
Derivative financial instruments | 1 | |
Liabilities | ||
Derivative financial instruments | 8 | 20 |
Level 2 | ||
Assets | ||
Assets fair value | 1 | |
Liabilities | ||
Long-term debt | 2,138 | 2,556 |
Liabilities fair value | 2,146 | 2,576 |
Level 2 | Interest rate swaps | ||
Assets | ||
Derivative financial instruments | 1 | |
Liabilities | ||
Derivative financial instruments | $ 8 | $ 20 |
Financial instruments and fai_4
Financial instruments and fair value disclosures - Financial instruments recorded at carrying value (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Apr. 30, 2022 | Apr. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Jun. 15, 2021 | |
Financial instruments and fair value disclosures | |||||
Fair value assets level 1 to level 2 transfers | $ 0 | $ 0 | |||
Fair value assets level 2 to level 1 transfers | 0 | 0 | |||
Fair value assets transfers into level 3 | 0 | 0 | |||
Fair value assets transfers out of level 3 | 0 | 0 | |||
Fair value liabilities level 1 to level 2 transfers | 0 | 0 | |||
Fair value liabilities level 2 to level 1 transfers | 0 | 0 | |||
Fair value liabilities transfers into level 3 | 0 | 0 | |||
Fair value liabilities transfers out of level 3 | 0 | 0 | |||
Carrying value | |||||
Financial instruments and fair value disclosures | |||||
Long-term debt excludes finance leases, deferred financing and other | $ 2,052 | $ 2,387 | |||
Interest rate swaps | |||||
Financial instruments and fair value disclosures | |||||
Maturities of interest rate swaps | $ 500 | ||||
Derivative, Notional Amount | $ 500 | ||||
Debt Instrument, Face Amount | $ 1,000 | ||||
Derivative, Average Fixed Interest Rate | 1.43% | ||||
Interest rate swaps | Forecast | |||||
Financial instruments and fair value disclosures | |||||
Maturities of interest rate swaps | $ 500 |
Stockholders' equity (Details)
Stockholders' equity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Mar. 26, 2021 | Mar. 22, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Stockholders' equity | ||||
Common stock, shares issued | 10 | 10 | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||
Public offering price | $ 40 | |||
Proceeds from common stock | $ 380 | $ 380 | ||
Net transaction fee | $ 20 | |||
Series A Preferred Stock | ||||
Stockholders' equity | ||||
Preferred stock, authorized shares | 0 | 2.4 | ||
Preferred stock, shares outstanding | 0 | 0 |
Stockholders' equity - Componen
Stockholders' equity - Components of accumulated other comprehensive income (loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at the beginning of period | $ 935 | |||
Reclassification to gain on disposal of discontinued operations | $ (64) | |||
Balance at the end of period | $ 1,329 | |||
Accumulated other comprehensive income (loss) | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at the beginning of period | (109) | $ (114) | (120) | |
Other comprehensive (loss) income | 4 | 5 | 6 | |
Balance at the end of period | (105) | (109) | (114) | |
Foreign Currency Translation Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at the beginning of period | 1 | |||
Other comprehensive (loss) income | (1) | |||
Unrecognized Loss on Interest Rate Swaps | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at the beginning of period | (10) | (14) | (20) | |
Other comprehensive (loss) income | 3 | 4 | 6 | |
Balance at the end of period | (7) | (10) | (14) | |
Pension Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at the beginning of period | (99) | (100) | (101) | |
Other comprehensive (loss) income | 1 | 1 | 1 | |
Balance at the end of period | $ (98) | $ (99) | $ (100) |
Revenues - Remaining performanc
Revenues - Remaining performance obligations (Details) $ in Billions | Sep. 30, 2021USD ($) |
Revenue | |
Remaining performance obligation | $ 2.1 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01 | |
Revenue | |
Remaining performance obligation | $ 0.4 |
Expected timing of satisfaction | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue | |
Remaining performance obligation | $ 1.1 |
Expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue | |
Remaining performance obligation | $ 0.6 |
Expected timing of satisfaction |
Revenues - Contract assets and
Revenues - Contract assets and liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Contract assets and contract liabilities | ||
Contract Liabilities | $ 259 | $ 279 |
Earth intelligence | ||
Contract assets and contract liabilities | ||
Contract Liabilities | 34 | 45 |
Space Infrastructure | ||
Contract assets and contract liabilities | ||
Contract Liabilities | $ 225 | $ 234 |
Revenues - Disaggregation of re
Revenues - Disaggregation of revenues by source (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue | ||||
Revenues | $ 437 | $ 436 | $ 1,302 | $ 1,256 |
Product | ||||
Revenue | ||||
Revenues | 166 | 161 | 498 | 425 |
Service | ||||
Revenue | ||||
Revenues | 271 | 275 | 804 | 831 |
Space Infrastructure | ||||
Revenue | ||||
Orbital interest revenue | 6 | 8 | 20 | 22 |
Cumulative adjustment to revenue | 5 | 30 | ||
Cumulative adjustment, incremental costs | 3 | |||
Space Infrastructure | Commercial Satellite Contract | ||||
Revenue | ||||
EAC adjustment | 3 | 6 | 26 | 42 |
Space Infrastructure | COVID-19 | ||||
Revenue | ||||
Growth in estimated total cost-at-completion ("EAC") | 0 | 3 | 0 | 27 |
Operating Segments | Earth intelligence | ||||
Revenue | ||||
Revenues | 271 | 274 | 804 | 823 |
Operating Segments | Earth intelligence | Service | ||||
Revenue | ||||
Revenues | 271 | 274 | 804 | 823 |
Operating Segments | Space Infrastructure | ||||
Revenue | ||||
Revenues | 180 | 181 | 541 | 497 |
Operating Segments | Space Infrastructure | Product | ||||
Revenue | ||||
Revenues | 166 | 161 | 498 | 425 |
Operating Segments | Space Infrastructure | Service | ||||
Revenue | ||||
Revenues | 1 | 8 | ||
Intersegment eliminations | ||||
Revenue | ||||
Revenues | (14) | (19) | (43) | (64) |
Intersegment eliminations | Space Infrastructure | ||||
Revenue | ||||
Revenues | $ 14 | $ 19 | $ 43 | $ 64 |
Revenues - Disaggregation of _2
Revenues - Disaggregation of revenues on geographic location of customers (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue | ||||
Revenues | $ 437 | $ 436 | $ 1,302 | $ 1,256 |
U.S. | ||||
Revenue | ||||
Revenues | 363 | 358 | 1,058 | 1,016 |
Asia | ||||
Revenue | ||||
Revenues | 25 | 25 | 67 | 75 |
Australia | ||||
Revenue | ||||
Revenues | 9 | 9 | 57 | 26 |
Europe | ||||
Revenue | ||||
Revenues | 18 | 25 | 54 | 67 |
Middle East | ||||
Revenue | ||||
Revenues | 13 | 12 | 40 | 38 |
South America | ||||
Revenue | ||||
Revenues | 6 | 4 | 13 | 19 |
Other | ||||
Revenue | ||||
Revenues | $ 3 | $ 3 | $ 13 | $ 15 |
Revenues - Disaggregation of _3
Revenues - Disaggregation of revenues from significant customers (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue | ||||
Revenues | $ 437 | $ 436 | $ 1,302 | $ 1,256 |
U.S. Federal Government and agencies | ||||
Revenue | ||||
Revenues | 225 | 267 | 703 | 808 |
Commercial and other | ||||
Revenue | ||||
Revenues | 212 | 169 | 599 | 448 |
Intersegment eliminations | ||||
Revenue | ||||
Revenues | (14) | (19) | (43) | (64) |
Intersegment eliminations | Commercial and other | ||||
Revenue | ||||
Revenues | (14) | (19) | (43) | (64) |
Earth intelligence | Operating Segments | ||||
Revenue | ||||
Revenues | 271 | 274 | 804 | 823 |
Earth intelligence | Operating Segments | U.S. Federal Government and agencies | ||||
Revenue | ||||
Revenues | 174 | 198 | 525 | 600 |
Earth intelligence | Operating Segments | Commercial and other | ||||
Revenue | ||||
Revenues | $ 97 | $ 76 | $ 279 | $ 223 |
Space Infrastructure | Commercial customer | Revenue | Customer concentration risk | ||||
Revenue | ||||
Concentration risk, percentage | 18.00% | 19.00% | ||
Space Infrastructure | Commercial customer | Revenue | Customer concentration risk | Maximum | ||||
Revenue | ||||
Concentration risk, percentage | 10.00% | 10.00% | ||
Space Infrastructure | Operating Segments | ||||
Revenue | ||||
Revenues | $ 180 | $ 181 | $ 541 | $ 497 |
Space Infrastructure | Operating Segments | U.S. Federal Government and agencies | ||||
Revenue | ||||
Revenues | 51 | 69 | 178 | 208 |
Space Infrastructure | Operating Segments | Commercial and other | ||||
Revenue | ||||
Revenues | 129 | 112 | 363 | 289 |
Space Infrastructure | Intersegment eliminations | ||||
Revenue | ||||
Revenues | $ 14 | $ 19 | $ 43 | $ 64 |
Segment information - Operating
Segment information - Operating performance (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)segment | Sep. 30, 2020USD ($) | |
Segment information | ||||
Number of reportable segments | segment | 2 | |||
Total revenues | $ 437 | $ 436 | $ 1,302 | $ 1,256 |
Corporate and other expense | (20) | (21) | (62) | (43) |
Transaction and integration related expense | (1) | (2) | (1) | (6) |
Impairment loss | (14) | |||
Reduction of gain on sale leaseback | (4) | (4) | ||
Gain on remeasurement of Vricon equity interest | 85 | 85 | ||
Depreciation and amortization | (74) | (95) | (221) | (274) |
Interest expense, net | (25) | (36) | (127) | (133) |
Interest income | 1 | 2 | 2 | 3 |
Equity in income from joint ventures, net of tax | (1) | |||
Income (loss) before taxes | 14 | 62 | (35) | (17) |
Operating Segments | Earth Intelligence | ||||
Segment information | ||||
Total revenues | 271 | 274 | 804 | 823 |
Adjusted EBITDA | 124 | 128 | 362 | 407 |
Operating Segments | Space Infrastructure | ||||
Segment information | ||||
Total revenues | 180 | 181 | 541 | 497 |
Adjusted EBITDA | 14 | 12 | 29 | (16) |
Intersegment eliminations | ||||
Segment information | ||||
Total revenues | (14) | (19) | (43) | (64) |
Adjusted EBITDA | $ (5) | $ (7) | $ (17) | $ (21) |
Segment information - Capital e
Segment information - Capital expenditures (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment information | ||||
Capital expenditures, property, plant and equipment | $ 27 | $ 70 | $ 84 | $ 158 |
Capital expenditures, intangible assets | 24 | 26 | 72 | 66 |
Capital expenditures | 51 | 96 | 156 | 224 |
Intersegment eliminations | ||||
Segment information | ||||
Capital expenditures, property, plant and equipment | 5 | 11 | 26 | 29 |
Capital expenditures, intangible assets | 2 | 3 | 8 | 7 |
Capital expenditures | 7 | 14 | 34 | 36 |
Earth Intelligence | Operating Segments | ||||
Segment information | ||||
Capital expenditures, property, plant and equipment | 19 | 53 | 47 | 115 |
Capital expenditures, intangible assets | 22 | 23 | 64 | 59 |
Capital expenditures | 41 | 76 | 111 | 174 |
Space Infrastructure | Operating Segments | ||||
Segment information | ||||
Capital expenditures, property, plant and equipment | 3 | 6 | 11 | 14 |
Capital expenditures | $ 3 | $ 6 | $ 11 | $ 14 |
Employee benefit plans - Compon
Employee benefit plans - Components of net periodic benefit cost (Details) - Pension - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Employee benefit plans | ||||
Interest cost | $ 3 | $ 4 | $ 10 | $ 13 |
Expected return on plan assets | (7) | (7) | (21) | (20) |
Amortization of net loss | 1 | 4 | 1 | |
Expenses paid | 1 | 1 | 2 | 2 |
Net periodic benefit income | $ (2) | $ (2) | $ (5) | $ (4) |
Employee benefit plans - Narrat
Employee benefit plans - Narrative (Details) - Pension $ in Millions | 1 Months Ended |
Dec. 31, 2020USD ($) | |
Employee benefit plans | |
Employer contributions | $ 16 |
Expected future contribution by the employer | $ 0 |
Income taxes - Income tax rate
Income taxes - Income tax rate (Details) - USD ($) $ in Millions | Jul. 01, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Income taxes | |||||
Effective income tax rate | 0.00% | (35.50%) | 28.60% | 129.40% | |
Statutory U.S. Federal income tax rate | 21.00% | 21.00% | 21.00% | 21.00% | |
Deferred tax liability valuation allowance released | $ 17 |
Net income (loss) per common _3
Net income (loss) per common share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net income (loss) per common share | ||||
Income (loss) from continuing operations | $ 14 | $ 84 | $ (25) | $ 6 |
Income from discontinued operations, net of tax | 1 | 337 | ||
Net income (loss) | $ 14 | $ 85 | $ (25) | $ 343 |
Weighted average number of common shares outstanding - basic (in shares) | 72.6 | 61 | 69.9 | 60.6 |
Weighted dilutive effect of equity awards (in shares) | 2.1 | 2.4 | 1.9 | |
Weighted average number of common shares outstanding - diluted (in shares) | 74.7 | 63.4 | 69.9 | 62.5 |
Basic net income (loss) per common share: | ||||
Income (loss) from continuing operations (in dollars per share) | $ 0.19 | $ 1.38 | $ (0.36) | $ 0.10 |
Income from discontinued operations, net of tax (in dollars per share) | 0.02 | 5.56 | ||
Basic net income (loss) per common share (in dollars per share) | 0.19 | 1.40 | (0.36) | 5.66 |
Diluted net income (loss) per common share: | ||||
Income (loss) from continuing operations (in dollars per share) | 0.19 | 1.32 | (0.36) | 0.10 |
Income from discontinued operations, net of tax (in dollars per share) | 0.02 | 5.39 | ||
Diluted net income (loss) per common share (in dollars per share) | $ 0.19 | $ 1.34 | $ (0.36) | $ 5.49 |
Net income (loss) per common _4
Net income (loss) per common share - Anti-dilutive securities (Details) - shares shares in Millions | Mar. 26, 2021 | Mar. 22, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Net income (loss) per common share | ||||||
Common stock, shares issued | 10 | 10 | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2 | 1 | 4 | 1 |
Commitments and contingencies (
Commitments and contingencies (Details) $ in Millions | 1 Months Ended |
Dec. 31, 2020USD ($) | |
Pending Litigation | Stockholder class action | |
Commitments and Contingencies | |
Recovery amount sought | $ 700 |
Supplemental cash flow - (Detai
Supplemental cash flow - (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Supplemental cash flow information: | ||
Cash paid for interest | $ 88 | $ 127 |
Income tax refunds | 13 | |
Supplemental non-cash investing and financing activities: | ||
Accrued capital expenditures | $ 13 | $ 13 |