RigNet (RNET) 8-K RigNet Announces Third Quarter 2016 Earnings Results

Exhibit 99

PRESS RELEASE FOR IMMEDIATE RELEASE

RigNet Announces Third Quarter 2016 Earnings Results

• Quarterly revenue of $50.6 million consisting of:

– Managed Services revenue of $47.2 million,

– Telecoms Systems Integration (TSI) revenue of $3.4 million

• Quarterly GAAP Net Loss attributable to common stockholders of $1.7 million, $0.09 per share

• Quarterly Adjusted EBITDA of $8.5 million

• Quarterly Unlevered Free Cash Flow of $6.6 million after capital expenditures of $1.9 million

HOUSTON – November 7, 2016 – RigNet, Inc. (NASDAQ: RNET), a leading global provider of customized systems and solutions serving customers with complex data networking and operational requirements, today reported results for the quarter ended September 30, 2016.

Quarterly revenue was $50.6 million representing a decrease of $4.3 million compared to the prior quarter and a decrease of $15.7 million compared to the prior year quarter. The revenue decrease compared to the prior quarter was primarily due to a $3.0 million decrease in Managed Services revenue (which consists of our Eastern and Western Hemisphere reporting segments) coupled with a $1.3 million decrease in TSI revenue. The decrease compared to the prior year quarter resulted primarily from Managed Services revenue, which decreased $13.6 million, coupled with a $2.1 million decrease in TSI revenue. These decreases were primarily due to reduced spending by oil and gas operators on upstream drilling projects as a result of lower commodity prices.

GAAP net loss attributable to common stockholders was $1.7 million, or $0.09 per share, compared to $4.8 million, or $0.27 per share, in the prior quarter and $10.9 million, or $0.62 per share, in the prior year quarter.

Quarterly Adjusted EBITDA was $8.5 million compared to $8.6 million in the prior quarter and $14.5 million in the prior year quarter. The decrease resulted primarily from lower revenue partially offset by savings generated from cost containment actions.

Capital expenditures were $1.9 million compared to $4.7 million in the prior quarter and $6.1 million in the prior year quarter. Unlevered Free Cash Flow, defined as Adjusted EBITDA less capital expenditures was $6.6 million compared to $4.0 million in the prior quarter and $8.4 million in the prior year quarter.

In the quarter ended September 30, 2016, the Company recorded net restructuring charges of $0.8 million offset by $1.3 million from the change in the fair value of the TECNOR earn-out. In the quarter ended June 30, 2016, the Company recorded restructuring charges of $1.1 million, $0.4 million of

1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net

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impairment of intangible assets, $0.2 million of CEO search costs and ERP implementation costs of $0.6 million. In the quarter ended September 30, 2015, the Company recorded a $12.6 million charge related to impairment of goodwill and intangible assets in our North America land operations and incurred $1.3 million of restructuring charges. The restructuring charges, change in fair value of the TECNOR earn-out, and the impairment of goodwill and intangibles are added back to net loss in our non-GAAP measures below.

Steven E. Pickett, chief executive officer and president, commented, “Despite continued headwinds in the energy market, we are pleased with the progress we have made related to cost containment and capex management, which helped improve our Unlevered Free Cash Flow to $6.6 million for this quarter. We remain focused on continuing implementation of initiatives to improve operating leverage of the Company, developing a broad range of SaaS and cyber security solutions for our customers, and growing our business in new vertical markets.”

A conference call for investors will be held at 11:00 a.m. Eastern Time (10:00 a.m. Central Time) on Tuesday, November 8, 2016, to discuss RigNet’s 2016 third quarter results. The call may be accessed live over the telephone by dialing +1 (877) 845-0777, or, for international callers, +1 (760) 298-5090. Interested parties may also listen to a simultaneous webcast of the conference call by logging onto RigNet’s website atwww.rig.net in theInvestors – Webcasts and Presentationssection. A replay of the conference call webcast will also be available on our website for approximately thirty days following the call.

Non-GAAP Financial Measures

This press release contains the following non-GAAP measures: Gross Profit (excluding depreciation and amortization), Adjusted EBITDA and Unlevered Free Cash Flow. Gross Profit (excluding depreciation and amortization), Adjusted EBITDA and Unlevered Free Cash Flow are financial measures that are not calculated in accordance with generally accepted accounting principles, or GAAP. We refer you to the Company’s most recent 10-K filings for the year ended December 31, 2015 for a more detailed discussion of the uses and limitations of our non-GAAP financial measures.

GAAP defines gross profit as revenue less cost of revenue, and includes in costs of revenue depreciation and amortization expenses related to revenue-generating long-lived and intangible assets. We define Gross Profit (excluding depreciation and amortization) as revenue less cost of revenue (excluding depreciation and amortization). This measure differs from the GAAP definition of gross profit as we do not include the impact of depreciation and amortization expenses related to revenue-generating long-lived and intangible assets which represent non-cash expenses. We use this measure to evaluate operating margins and the effectiveness of cost management.

We define Adjusted EBITDA as net income (loss) plus interest expense, income tax expense (benefit), depreciation and amortization, impairment of goodwill, intangibles, property, plant and equipment, foreign exchange impact of intercompany financing activities, (gain) loss on retirement of property, plant and equipment, change in fair value of derivatives, stock-based compensation, merger/acquisition

1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net

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costs, executive departure costs, restructuring charges and non-recurring items. Adjusted EBITDA should not be considered as an alternative to net income (loss), operating income (loss) or any other measure of financial performance calculated and presented in accordance with GAAP.

We define Unlevered Free Cash Flow as Adjusted EBITDA less capital expenditures. Unlevered Free Cash Flow should not be considered as an alternative to net income (loss), operating income (loss) or any other measure of financial performance calculated and presented in accordance with GAAP.

About RigNet

RigNet (NASDAQ:RNET) is a leading global provider of customized systems and solutions serving customers with complex data networking and operational requirements. RigNet provides solutions ranging from fully-managed voice and data networks to more advanced applications that include video conferencing, crew welfare, asset monitoring and real-time data services. RigNet is based in Houston, Texas and has operations around the globe.

For more information on RigNet, please visitwww.rig.net. RigNet is a registered trademark of RigNet, Inc.

1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net

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Forward Looking Statements

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995 – that is, statements related to the future, not past, events. Forward-looking statements are based on the current expectations and include any statement that does not directly relate to a current or historical fact. In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “anticipate,” “believe,” “intend,” “expect,” “plan” or other similar words. These forward-looking statements involve certain risks and uncertainties that ultimately may not prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. For further discussion of risks and uncertainties, individuals should refer to RigNet’s SEC filings. RigNet undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement.

Investor contact
Charles E. Schneider	Tel: +1 (281) 674-0699
Chief Financial Officer, RigNet, Inc.	investor.relations@rig.net

1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net

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	Three Months Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2016			2016			2015			2016			2015
							(in thousands)
Unaudited Consolidated Statements of Comprehensive Income Data:
Revenue	$	50,612		$	54,911		$	66,318		$	167,864		$	219,074
Expenses:
Cost of revenue (excluding depreciation and amortization)		29,860			33,276			38,191			99,412			121,860
Depreciation and amortization		8,305			9,013			8,094			25,561			24,401
Impairment of goodwill and intangible assets		—			397			12,592			397			12,592
Selling and marketing		1,724			1,943			2,129			5,559			7,069
General and administrative		10,476			13,576			13,538			39,393			49,823
Total expenses		50,365			58,205			74,544			170,322			215,745
Operating income (loss)		247			(3,294	)		(8,226	)		(2,458	)		3,329
Other income (expense), net		(1,155	)		(328	)		(864	)		(2,437	)		(2,292	)
Income (loss) before income taxes		(908	)		(3,622	)		(9,090	)		(4,895	)		1,037
Income tax expense		(540	)		(1,234	)		(1,789	)		(2,676	)		(6,738	)
Net loss	$	(1,448	)	$	(4,856	)	$	(10,879	)	$	(7,571	)	$	(5,701	)
Loss Per Share - Basic and Diluted
Net loss attributable to RigNet, Inc. common stockholders	$	(1,658	)	$	(4,751	)	$	(10,944	)	$	(7,742	)	$	(5,934	)
Net loss per share attributable to RigNet, Inc. common stockholders, basic	$	(0.09	)	$	(0.27	)	$	(0.62	)	$	(0.44	)	$	(0.34	)
Net loss per share attributable to RigNet, Inc. common stockholders, diluted	$	(0.09	)	$	(0.27	)	$	(0.62	)	$	(0.44	)	$	(0.34	)
Weighted average shares outstanding, basic		17,782			17,634			17,567			17,677			17,510
Weighted average shares outstanding, diluted		17,782			17,634			17,567			17,677			17,510
Unaudited Non-GAAP Data:
Gross Profit (excluding depreciation and amortization)	$	20,752		$	21,635		$	28,127		$	68,452		$	97,214
Gross Profit (excluding depreciation and amortization) margin		41.0	%		39.4	%		42.4	%		40.8	%		44.4	%
Adjusted EBITDA	$	8,534		$	8,624		$	14,498		$	27,824		$	50,118
Adjusted EBITDA margin		16.9	%		15.7	%		21.9	%		16.6	%		22.9	%
Unlevered Free Cash Flow	$	6,598		$	3,954		$	8,427		$	16,313		$	27,891

1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net

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	Three Months Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2016			2016			2015			2016			2015
	(in thousands)
Reconciliation of Gross Profit to Gross Profit (excluding depreciation and amortization):
Gross profit	$	12,773		$	13,476		$	20,354		$	44,549		$	73,840
Depreciation and amortization related to cost of revenue		7,979			8,159			7,773			23,903			23,374
Gross Profit (excluding depreciation and amortization)	$	20,752		$	21,635		$	28,127		$	68,452		$	97,214
	Three Months Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2016			2016			2015			2016			2015
	(in thousands)
Reconciliation of Net Loss to Adjusted EBITDA and Unlevered Free Cash Flow:
Net loss	$	(1,448	)	$	(4,856	)	$	(10,879	)	$	(7,571	)	$	(5,701	)
Interest expense		729			643			502			2,040			1,521
Depreciation and amortization		8,305			9,013			8,094			25,561			24,401
Impairment of goodwill and intangible assets		—			397			12,592			397			12,592
Gain on sales of property, plant and equipment, net of retirements		(14	)		(134	)		(10	)		(164	)		(23	)
Stock-based compensation		866			1,128			973			2,708			2,955
Restructuring costs		835			1,129			1,316			1,332			7,514
Change in fair value of TECNOR earn-out		(1,279	)		—			—			(1,279	)		—
Executive departure costs		—			—			—			1,884			—
Acquisition costs		—			70			121			240			121
Income tax expense		540			1,234			1,789			2,676			6,738
Adjusted EBITDA (non-GAAP measure)	$	8,534		$	8,624		$	14,498		$	27,824		$	50,118
Adjusted EBITDA (non-GAAP measure)	$	8,534		$	8,624		$	14,498		$	27,824		$	50,118
Capital expenditures		1,936			4,670			6,071			11,511			22,227
Unlevered Free Cash Flow (non-GAAP measure)	$	6,598		$	3,954		$	8,427		$	16,313		$	27,891

1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net

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	September 30,			December 31,
	2016			2015
	(in thousands)
Unaudited Consolidated Balance Sheet Data:
Cash and cash equivalents	$	57,239		$	60,468
Restricted cash - current portion		141			543
Restricted cash - long-term portion		1,500			—
Total assets		244,678			258,116
Current maturities of long-term debt		8,515			8,421
Long-term debt		60,090			69,238
	Nine Months Ended
	September 30,
	2016			2015
	(in thousands)
Unaudited Consolidated Statements of Cash Flows Data:
Cash and cash equivalents, January 1,	$	60,468		$	66,576
Net cash provided by operating activities		22,754			27,045
Net cash used in investing activities		(16,886	)		(21,307	)
Net cash used in financing activities		(8,111	)		(5,524	)
Changes in foreign currency translation		(986	)		(1,995	)
Cash and cash equivalents, September 30,	$	57,239		$	64,795

	3rd Quarter		2nd Quarter		1st Quarter		4th Quarter		3rd Quarter
	2016		2016		2016		2015		2015
Selected Operational Data:
Offshore drilling rigs (1)		194		211		232		238		255
Offshore Production		287		287		291		283		289
Maritime		128		105		107		121		127
International Land		101		99		101		115		121
Other sites (2)		238		236		287		373		436
Total		948		938		1,018		1,130		1,228

(1) Includes jack up, semi-submersible and drillship rigs

(2) Includes U.S. onshore drilling and production sites, completion sites, man-camps, remote offices, and supply bases and offshore-related supply bases, shore offices, tender rigs and platform rigs

1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net

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	Three Months Ended									Nine Months Ended
	September 30,			June 30,			September 30,			September 30,			September 30,
	2016			2016			2015			2016			2015
	(in thousands)
Eastern Hemisphere:
Revenue	$	27,000		$	29,131		$	36,235		$	87,581		$	113,291
Cost of revenue		14,603			15,643			18,103			46,742			54,737
Gross Profit (non-GAAP measure)		12,397			13,488			18,132			40,839			58,554
Gross Profit margin		45.9	%		46.3	%		50.0	%		46.6	%		51.7	%
Depreciation and amortization		4,011			4,085			3,682			11,890			11,642
Selling, general and administrative		1,593			2,911			3,027			7,580			10,219
Operating income	$	6,793		$	6,492		$	11,423		$	21,369		$	36,693
Adjusted EBITDA (non-GAAP measure)	$	13,027		$	10,613		$	14,994		$	35,337		$	48,204
Adjusted EBITDA margin		48.2	%		36.4	%		41.4	%		40.3	%		42.5	%
Western Hemisphere:
Revenue	$	20,205		$	21,088		$	24,578		$	64,264		$	79,360
Cost of revenue		10,849			12,080			12,184			36,058			37,852
Gross Profit (non-GAAP measure)		9,356			9,008			12,394			28,206			41,508
Gross Profit margin		46.3	%		42.7	%		50.4	%		43.9	%		52.3	%
Depreciation and amortization		2,705			2,721			2,892			8,142			8,872
Impairment of goodwill and intangible assets		—			—			12,592			—			12,592
Selling, general and administrative		2,976			3,286			3,454			9,432			12,334
Operating income (loss)	$	3,675		$	3,001		$	(6,544	)	$	10,632		$	7,710
Adjusted EBITDA (non-GAAP measure)	$	6,187		$	6,204		$	8,865		$	19,062		$	28,821
Adjusted EBITDA margin		30.6	%		29.4	%		36.1	%		29.7	%		36.3	%
Telecoms Systems Integration:
Revenue	$	3,407		$	4,692		$	5,505		$	16,019		$	26,423
Cost of revenue		2,911			3,594			5,819			11,781			21,607
Gross Profit (non-GAAP measure)		496			1,098			(314	)		4,238			4,816
Gross Profit margin		14.6	%		23.4	%		(5.7	)%		26.5	%		18.2	%
Depreciation and amortization		631			788			791			2,127			2,329
Selling, general and administrative		499			721			467			2,141			2,903
Operating income (loss)	$	(634	)	$	(411	)	$	(1,572	)	$	(30	)	$	(416	)
Adjusted EBITDA (non-GAAP measure)	$	(284	)	$	80		$	(977	)	$	1,450		$	1,590
Adjusted EBITDA margin		(8.3	)%		1.7	%		(17.7	)%		9.1	%		6.0	%

NOTE: Consolidated balances include the three segments above along with corporate activities and intercompany eliminations.

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1880 SOUTH DAIRY ASHFORD, SUITE 300 HOUSTON, TEXAS 77077 PHONE 281.674.0100 FAX 281.674.0101 http://www.rig.net