Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 28, 2017 | |
Document and Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | GSAT | |
Entity Registrant Name | Globalstar, Inc. | |
Entity Central Index Key | 1,366,868 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Voting Common Stock | ||
Document and Entity Information [Line Items] | ||
Entity common stock, shares outstanding (in shares) | 982,550,410 | |
Nonvoting Common Stock | ||
Document and Entity Information [Line Items] | ||
Entity common stock, shares outstanding (in shares) | 134,008,656 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue: | ||
Service revenues | $ 21,481 | $ 18,749 |
Subscriber equipment sales | 3,171 | 3,087 |
Total revenue | 24,652 | 21,836 |
Operating expenses: | ||
Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) | 8,974 | 7,591 |
Cost of subscriber equipment sales | 2,096 | 2,178 |
Marketing, general and administrative | 9,490 | 8,610 |
Depreciation, amortization and accretion | 19,294 | 19,155 |
Total operating expenses | 39,854 | 37,534 |
Loss from operations | (15,202) | (15,698) |
Other income (expense): | ||
Gain on equity issuance | 706 | 151 |
Interest income and expense, net of amounts capitalized | (8,828) | (9,105) |
Derivative gain (loss) | 3,223 | (1,344) |
Other | (24) | (760) |
Total other income (expense) | (4,923) | (11,058) |
Loss before income taxes | (20,125) | (26,756) |
Income tax expense | 36 | 191 |
Net loss | (20,161) | (26,947) |
Other comprehensive loss: | ||
Foreign currency translation adjustments | (821) | (651) |
Total comprehensive loss | $ (20,982) | $ (27,598) |
Net loss per common share: | ||
Basic (USD per share) | $ (0.02) | $ (0.03) |
Diluted (USD per share) | $ (0.02) | $ (0.03) |
Weighted-average shares outstanding: | ||
Basic (in shares) | 1,113,968 | 1,041,028 |
Diluted (in shares) | 1,113,968 | 1,041,028 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 23,535 | $ 10,230 |
Accounts receivable, net of allowance of $4,151 and $3,966, respectively | 12,918 | 15,219 |
Inventory | 8,851 | 8,093 |
Prepaid expenses and other current assets | 4,829 | 4,588 |
Total current assets | 50,133 | 38,130 |
Property and equipment, net | 1,027,356 | 1,039,719 |
Restricted cash | 37,915 | 37,983 |
Intangible and other assets, net of accumulated amortization of $7,079 and $7,021, respectively | 18,526 | 16,782 |
Total assets | 1,133,930 | 1,132,614 |
Current liabilities: | ||
Current portion of long-term debt | 75,755 | 75,755 |
Debt restructuring fees | 20,795 | 20,795 |
Accounts payable | 6,208 | 7,499 |
Accrued contract termination charge | 18,727 | 18,451 |
Accrued expenses | 27,519 | 23,162 |
Payables to affiliates | 236 | 309 |
Deferred revenue | 26,867 | 26,479 |
Total current liabilities | 176,107 | 172,450 |
Long-term debt, less current portion | 507,504 | 500,524 |
Employee benefit obligations | 4,917 | 4,883 |
Derivative liabilities | 277,946 | 281,171 |
Deferred revenue | 5,860 | 5,877 |
Other non-current liabilities | 6,191 | 5,890 |
Total non-current liabilities | 802,418 | 798,345 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity: | ||
Preferred Stock | 0 | 0 |
Additional paid-in capital | 1,663,882 | 1,649,315 |
Accumulated other comprehensive loss | (6,199) | (5,378) |
Retained deficit | (1,502,389) | (1,482,228) |
Total stockholders’ equity | 155,405 | 161,819 |
Total liabilities and stockholders’ equity | 1,133,930 | 1,132,614 |
Series A preferred stock | ||
Stockholders’ equity: | ||
Preferred Stock | 0 | 0 |
Common stock | ||
Stockholders’ equity: | ||
Common Stock | 98 | 97 |
Nonvoting Common Stock | ||
Stockholders’ equity: | ||
Common Stock | $ 13 | $ 13 |
Condensed Consolidated Balance4
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Accounts receivable, allowance | $ 4,151 | $ 3,966 |
Accumulated amortization | $ 7,079 | $ 7,021 |
Preferred stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Series A preferred stock | ||
Preferred stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 1 | 1 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock | ||
Common stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,200,000,000 | 1,200,000,000 |
Common stock, shares issued (in shares) | 982,539,816 | 972,602,824 |
Common stock, shares outstanding (in shares) | 982,539,816 | 972,602,824 |
Nonvoting Common Stock | ||
Common stock, par value (USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 134,008,656 | 134,008,656 |
Common stock, shares outstanding (in shares) | 134,008,656 | 134,008,656 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows $ in Thousands, BRL in Millions | 3 Months Ended | |
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | |
Cash flows provided by (used in) operating activities: | ||
Net loss | $ (20,161) | $ (26,947) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation, amortization and accretion | 19,294 | 19,155 |
Change in fair value of derivative assets and liabilities | (3,223) | 1,344 |
Stock-based compensation expense | 1,190 | 785 |
Amortization of deferred financing costs | 2,076 | 2,346 |
Provision for bad debts | 418 | (52) |
Noncash interest and accretion expense | 2,801 | 2,718 |
Change in fair value related to equity issuance | (706) | (151) |
Unrealized foreign currency (gain) loss | (225) | 761 |
Other, net | 754 | (26) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,957 | (58) |
Inventory | (320) | 1,224 |
Prepaid expenses and other current assets | (829) | 122 |
Other assets | (214) | 39 |
Accounts payable and accrued expenses | 2,140 | 1,574 |
Payables to affiliates | (73) | (1) |
Other non-current liabilities | 124 | (655) |
Deferred revenue | 307 | 425 |
Net cash provided by operating activities | 5,310 | 2,603 |
Cash flows used in investing activities: | ||
Second-generation network costs (including interest) | (2,300) | (1,598) |
Property and equipment additions | (1,004) | (2,949) |
Purchase of intangible assets | (784) | (361) |
Net cash used in investing activities | (4,088) | (4,908) |
Cash flows provided by financing activities: | ||
Proceeds from issuance of stock to Terrapin | 12,000 | 6,500 |
Proceeds from issuance of common stock and exercise of options and warrants | 18 | 28 |
Net cash provided by financing activities | 12,018 | 6,528 |
Effect of exchange rate changes on cash | (3) | 160 |
Net increase in cash, cash equivalents and restricted cash | 13,237 | 4,383 |
Cash, cash equivalents and restricted cash, beginning of period | 48,213 | 45,394 |
Cash, cash equivalents and restricted cash, end of period | 61,450 | 49,777 |
Reconciliation of cash, cash equivalents and restricted cash | ||
Total cash, cash equivalents and restricted cash shown in the statement of cash flows | 48,213 | 45,394 |
Supplemental disclosure of cash flow information: | ||
Interest | 492 | 0 |
Income taxes | 17 | 0 |
Supplemental disclosure of non-cash financing and investing activities: | ||
Increase in capitalized accrued interest for second-generation network costs | 971 | 729 |
Capitalized accretion of debt discount and amortization of prepaid financing costs | 1,229 | 1,031 |
Issuance of common stock for legal settlement | $ 453 | $ 0 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION Globalstar, Inc. (“Globalstar” or the “Company”) provides Mobile Satellite Services (“MSS”) including voice and data communications services through its global satellite network. Thermo Capital Partners LLC, through its affiliates (collectively, “Thermo”), is the principal owner and largest stockholder of Globalstar. The Company’s Chairman and Chief Executive Officer controls Thermo. Two other members of the Company's Board of Directors are also directors, officers or minority equity owners of various Thermo entities. The Company has prepared the accompanying unaudited interim condensed consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information. Certain information and footnote disclosures normally in financial statements have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"); however, management believes the disclosures made are adequate to make the information presented not misleading. These financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Globalstar Annual Report on Form 10-K for the year ended December 31, 2016 , as filed with the SEC on February 23, 2017 (the "2016 Annual Report"), and Management's Discussion and Analysis of Financial Condition and Results of Operations herein. The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from estimates. The Company evaluates estimates on an ongoing basis. Significant estimates include the value of derivative instruments, the allowance for doubtful accounts, the net realizable value of inventory, the useful life and value of property and equipment, the value of stock-based compensation and income taxes. The Company has made certain reclassifications to prior period condensed consolidated financial statements to conform to current period presentation. These unaudited interim condensed consolidated financial statements include the accounts of Globalstar and all its subsidiaries. All significant intercompany transactions and balances have been eliminated in the consolidation. In the opinion of management, the information included herein includes all adjustments, consisting of normal recurring adjustments, that are necessary for a fair presentation of the Company’s condensed consolidated statements of operations, condensed consolidated balance sheets, and condensed consolidated statements of cash flows for the periods presented. The results of operations for the three months ended March 31, 2017 are not necessarily indicative of the results that may be expected for the full year or any future period. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updates ("ASU") No. 2014-09, Revenue from Contracts with Customers . ASU 2014-09 has been modified multiple times since its initial release. This ASU outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. ASU 2014-09, as amended, becomes effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted; however the Company plans on adopting this standard when it becomes effective on January 1, 2018. The Company has an internal project team that is evaluating the impact this standard will have on its financial statements, accounting systems and related disclosures. Currently, the Company expects that the most significant changes to the Company's revenue recognition accounting policies will be related to the following: 1) the allocation and timing of revenue recognized between service revenue and subscriber equipment sales, 2) the timing of service revenue recognized for breakage during certain customer's prepaid contracts and 3) the deferment of certain contract acquisition costs and the recognition of these costs over the expected life of a customer's contract. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has not yet selected a transition method. In March 2016, the FASB issued ASU No. 2016-02, Leases . The main difference between the provisions of ASU No. 2016-02 and previous U.S. GAAP is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. ASU No. 2016-02 retains a distinction between finance leases and operating leases, and the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous U.S. GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize right-of-use assets and lease liabilities. The accounting applied by a lessor is largely unchanged from that applied under previous U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for public business entities in fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-04, Liabilities-Extinguishment of Liabilities: Recognition of Breakage for Certain Prepaid Stored-Value Products . ASU No. 2016-04 contains specific guidance for the derecognition of prepaid stored-value product liabilities within the scope of this ASU. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect this ASU to have a material effect on its condensed consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Credit Losses, Measurement of Credit Losses on Financial Instruments . ASU No. 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace today’s incurred loss approach with an expected loss model for instruments measured at amortized cost. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2019. Early adoption is permitted for all entities for annual periods beginning after December 15, 2018, and interim periods therein. The Company has not yet determined the impact this standard will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments . ASU No. 2016-15 is intended to reduce diversity in how certain cash receipts and cash payments are presented in the statement of cash flows. The new guidance clarifies the classification of cash activity related to debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate and bank-owned life insurance policies, distributions received from equity-method investments, and beneficial interests in securitization transactions. The guidance also describes a predominance principle pursuant to which cash flows with aspects of more than one class that cannot be separated should be classified based on the activity that is likely to be the predominant source or use of cash flow. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures, but does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, I ncome Taxes: Intra-Entity Transfers of Assets Other Than Inventory . ASU 2016-16 requires entities to account for the income tax effects of intercompany sales and transfers of assets other than inventory when the transfer occurs rather than current guidance which requires companies to defer the income tax effects of intercompany transfers of assets until the asset has been sold to an outside party or otherwise recognized. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash . ASU 2016-18 requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. When cash, cash equivalents, restricted cash and restricted cash equivalents are presented in more than one line item on the balance sheet, a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheet is required. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company adopted this standard effective with reporting periods beginning on January 1, 2017 and reflected the impact of this standard using a retrospective transition method for each period presented. Additionally, the Company added required disclosures pursuant to ASC 2016-18 to its condensed consolidated statements of cash flows. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations: Clarifying the Definition of a Business . ASU 2017-01 most significantly revises guidance specific to the definition of a business related to accounting for acquisitions. Additionally, ASU 2017-01 also affects other areas of US GAAP, such as the definition of a business related to the consolidation of variable interest entities, the consolidation of a subsidiary or group of assets, components of an operating segment, and disposals of reporting units and the impact on goodwill. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. In February 2017, the FASB issued ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets: Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets . ASU 2017-06 was issued to provide clarity on the scope and application for recognizing gains and losses from the sale or transfer of nonfinancial assets, and should be adopted concurrently with ASU 2014-09: Revenue from Contracts with Customers . This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In February 2017, the FASB issued ASU 2017-07: Compensation—Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost . ASU 2017-07 requires sponsors of benefit plans to present the service cost component of net periodic benefit cost in the same income statement line or items as other employee costs and present the remaining components of net periodic benefit cost in one or more separate line items outside of income from operations. This ASU also limits the capitalization of benefit costs to only the service cost component. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. In March 2017, the FASB Issued ASU 2017-08: Receivables—Nonrefundable Fees and Other Costs: Premium Amortization on Purchased Callable Debt Securities . This ASU amends current US GAAP to shorten the amortization period for certain purchased callable debt securities held at a premium to the earliest call date. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 2. PROPERTY AND EQUIPMENT Property and equipment consists of the following (in thousands): March 31, December 31, Globalstar System: Space component First and second-generation satellites in service $ 1,211,090 $ 1,211,090 Prepaid long-lead items 17,040 17,040 Second-generation satellite, on-ground spare 32,481 32,481 Ground component 48,695 48,400 Construction in progress: Space component 452 81 Ground component 212,518 207,127 Next-generation software upgrades 10,898 10,223 Other 1,629 2,299 Total Globalstar System 1,534,803 1,528,741 Internally developed and purchased software 15,974 15,005 Equipment 9,968 9,875 Land and buildings 3,365 3,330 Leasehold improvements 1,896 1,893 Total property and equipment 1,566,006 1,558,844 Accumulated depreciation (538,650 ) (519,125 ) Total property and equipment, net $ 1,027,356 $ 1,039,719 Amounts in the above table consist primarily of costs incurred related to the construction of the Company’s second-generation constellation and ground upgrades. The ground component of construction in progress represents costs (including capitalized interest) associated with the Company's contracts with Hughes Network Systems, LLC ("Hughes") and Ericsson Inc. (“Ericsson”) related to the second-generation upgrades to the Company's ground infrastructure. The Company will begin depreciating this asset when the second-generation gateways are placed into commercial service. See Note 7: Commitments and Contingencies for further discussion of these contracts. Amounts included in the Company’s second-generation satellite, on-ground spare balance as of March 31, 2017 consist primarily of costs related to a spare second-generation satellite that has not been placed in orbit, but is capable of being included in a future launch. As of March 31, 2017 , this satellite and the prepaid long-lead items ("LLI") have not been placed into service; therefore, the Company has not started to record depreciation expense for these items. Pursuant to the Amended and Restated Contract for the construction of Globalstar Satellites for the Second Generation Constellation between the Company and Thales Alenia Space France ("Thales"), dated and executed in June 2009 (the "2009 Contract"), the Company paid €12 million in purchase price plus an additional €3.1 million in procurement costs for the LLI to be procured by Thales on the Company's behalf. The LLI were to be used in the construction of the Phase 3 satellites for the Company. As reflected on the Company's condensed consolidated balance sheets and in the above table, the Company believes that it owns the LLI and that title to the LLI transferred to the Company upon payment. The Company has asked Thales to turn over the LLI. Despite historical statements to the contrary, Thales currently disputes the Company's ownership of the LLI and has asserted that the Company released its title to the LLI pursuant to that certain Release Agreement, dated as of June 24, 2012, which is described more fully in Note 7: Commitments and Contingencies . Thales further asserts that the LLI belong to Thales and that Thales has no obligation to turn over possession of the LLI to the Company. The Company disputes Thales' assertions and is considering its rights and remedies to recover the LLI. At this time, the Company cannot predict the outcome related to this dispute, including, without limitation, the likelihood of any settlement or the probability of success with respect to any litigation that the Company may determine to commence with respect to the LLI. Capitalized Interest and Depreciation Expense The following table summarizes capitalized interest (in thousands): Three Months Ended 2017 2016 Interest costs eligible to be capitalized $ 12,436 $ 11,845 Interest costs recorded in interest income (expense), net (8,333 ) (8,579 ) Net interest capitalized $ 4,103 $ 3,266 The following table summarizes depreciation expense (in thousands): Three Months Ended 2017 2016 Depreciation expense $ 19,234 $ 19,049 |
Long-Term Debt and Other Financ
Long-Term Debt and Other Financing Arrangements | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Financing Arrangements | 3. LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Long-term debt consists of the following (in thousands): March 31, 2017 December 31, 2016 Principal Amount Unamortized Discount and Deferred Financing Costs Carrying Value Principal Amount Unamortized Discount and Deferred Financing Costs Carrying Value Facility Agreement $ 543,011 $ 42,763 $ 500,248 $ 543,011 $ 45,651 $ 497,360 Thermo Loan Agreement 96,810 28,841 67,969 93,962 29,615 64,347 8.00% Convertible Senior Notes Issued in 2013 17,126 2,084 15,042 17,126 2,554 14,572 Total Debt 656,947 73,688 583,259 654,099 77,820 576,279 Less: Current Portion 75,755 — 75,755 75,755 — 75,755 Long-Term Debt $ 581,192 $ 73,688 $ 507,504 $ 578,344 $ 77,820 $ 500,524 The principal amounts shown above include payment of in-kind interest, as applicable. The carrying value is net of deferred financing costs and any discounts to the loan amounts at issuance, including accretion, as further described below. The current portion of long-term debt represents the scheduled principal repayments under the Facility Agreement due within one year of the balance sheet date. These short-term debt obligations are significant and the Company believes these obligations will be in excess of its cash flows from operations. The Company intends to raise funds in sufficient amounts to make these payments; however, the source of funds has not yet been fully arranged. Facility Agreement In 2009, the Company entered into the Facility Agreement with a syndicate of bank lenders, including BNP Paribas, Société Générale, Natixis, Crédit Agricole Corporate and Investment Bank (formerly Calyon) and Crédit Industriel et Commercial, as arrangers, and BNP Paribas, as the security agent. The Facility Agreement was amended and restated in July 2013 and August 2015. The Facility Agreement is scheduled to mature in December 2022 . As of March 31, 2017 , the Facility Agreement was fully drawn. Semi-annual principal repayments began in December 2014. Indebtedness under the facility bears interest at a floating rate of LIBOR plus 2.75% through June 2017, increasing by an additional 0.5% each year thereafter to a maximum rate of LIBOR plus 5.75% . Ninety-five percent of the Company’s obligations under the Facility Agreement are guaranteed by Bpifrance (as assigned by COFACE), the French export credit agency. The Company’s obligations under the Facility Agreement are guaranteed on a senior secured basis by all of its domestic subsidiaries and are secured by a first priority lien on substantially all of the assets of the Company and its domestic subsidiaries (other than their FCC licenses), including patents and trademarks, 100% of the equity of the Company’s domestic subsidiaries and 65% of the equity of certain foreign subsidiaries. The Facility Agreement contains customary events of default and requires that the Company satisfy various financial and non-financial covenants. The covenants in the Facility Agreement limit the Company's ability to, among other things, incur or guarantee additional indebtedness; make certain investments, acquisitions or capital expenditures above certain agreed levels; pay dividends or repurchase or redeem capital stock or subordinated indebtedness; grant liens on its assets; incur restrictions on the ability of its subsidiaries to pay dividends or to make other payments to the Company; enter into transactions with its affiliates; merge or consolidate with other entities or transfer all or substantially all of its assets; and transfer or sell assets. The Company is currently in discussions with the agent for the lenders regarding its 2017 annual business plan, as contemplated by the terms of the Facility Agreement. Pursuant to the terms of the Facility Agreement, the Company has the ability to cure noncompliance with financial covenants with Equity Cure Contributions (as described below) through a date as late as June 2019. If the Company violates any of these covenants and is unable to obtain a sufficient Equity Cure Contribution or obtain a waiver, or is unable to make payments to satisfy its debt obligations under the Facility Agreement and is unable to obtain a waiver, it would be in default under the Facility Agreement and payment of the indebtedness could be accelerated. The acceleration of the Company's indebtedness under one agreement may permit acceleration of indebtedness under other agreements that contain cross-acceleration provisions. As of March 31, 2017 , the Company was in compliance with respect to the covenants of the Facility Agreement. In calculating compliance with the financial covenants of the Facility Agreement, the Company may include certain cash funds contributed to the Company from the issuance of the Company's common stock and/or subordinated indebtedness. These funds are referred to as "Equity Cure Contributions" and may be used to achieve compliance with financial covenants through a date as late as June 2019, subject to the conditions set forth in the Facility Agreement. The Company has drawn funds from its common stock purchase agreements with Terrapin Opportunity, L.P. ("Terrapin") and used these funds as Equity Cure Contributions under the Facility Agreement. The Company anticipates that it will need to obtain additional Equity Cure Contributions to maintain compliance with financial covenants under the Facility Agreement for the measurement periods ended June 30, 2017 and December 31, 2017. The source of funds for these Equity Cure Contributions has not yet been fully arranged. The Company is currently in discussions with its lenders regarding the modification of certain terms in the Facility Agreement. The Facility Agreement also requires the Company to maintain a total of $37.9 million in a debt service reserve account, which is pledged to secure all of the Company's obligations under the Facility Agreement. The use of these funds is restricted to making principal and interest payments under the Facility Agreement. As of March 31, 2017 , the balance in the debt service reserve account, which was established with the proceeds of the loan agreement with Thermo discussed below, was $37.9 million and classified as restricted cash on the Company's condensed consolidated balance sheets. Thermo Loan Agreement In connection with the amendment and restatement of the Facility Agreement, the Company amended and restated its loan agreement with Thermo (as amended and restated, the “Loan Agreement”). All obligations of the Company to Thermo under the Loan Agreement are subordinated to all of the Company’s obligations under the Facility Agreement. The Loan Agreement accrues interest at 12% per annum, which is capitalized and added to the outstanding principal in lieu of cash payments. The Company will make payments to Thermo only when permitted by the Facility Agreement. Principal and interest under the Loan Agreement become due and payable six months after the obligations under the Facility Agreement have been paid in full, or earlier if the Company has a change in control or if any acceleration of the maturity of the loans under the Facility Agreement occurs. As of March 31, 2017 , $53.3 million of interest had accrued since 2009 with respect to the Loan Agreement; the Loan Agreement is included in long-term debt on the Company’s condensed consolidated balance sheets. The Company evaluated the various embedded derivatives within the Loan Agreement (See Note 5: Fair Value Measurements for additional information about the embedded derivative in the Loan Agreement). The Company determined that the conversion option and the contingent put feature upon a fundamental change required bifurcation from the Loan Agreement. The conversion option and the contingent put feature were not deemed clearly and closely related to the Loan Agreement and were separately accounted for as a standalone derivative. The Company recorded this compound embedded derivative liability as a non-current liability on its condensed consolidated balance sheets with a corresponding debt discount, which is netted against the face value of the Loan Agreement. The Company is accreting the debt discount associated with the compound embedded derivative liability to interest expense through the maturity of the Loan Agreement using an effective interest rate method. The fair value of the compound embedded derivative liability is marked-to-market at the end of each reporting period, with any changes in value reported in the condensed consolidated statements of operations. The Company determines the fair value of the compound embedded derivative using a blend of a Monte Carlo simulation model and market prices. The amount by which the if-converted value of the Thermo Loan Agreement exceeds the principal amount at March 31, 2017 , assuming conversion at the closing price of the Company's common stock on that date of $1.60 per share, is approximately $108.6 million . 8.00% Convertible Senior Notes Issued in 2013 The 8.00% Convertible Senior Notes Issued in 2013 (the "2013 8.00% Notes") are convertible into shares of common stock at a conversion price of $0.73 (as adjusted) per share of common stock, or 1,370 shares of the Company’s common stock per $1,000 principal amount of the 2013 8.00% Notes. The conversion price of the 2013 8.00% Notes is adjusted in the event of certain stock splits or extraordinary share distributions, or as a reset of the base conversion and exercise price pursuant to the terms of the Fourth Supplemental Indenture between the Company and U.S. Bank National Association, as Trustee, dated May 20, 2013 (the "Indenture"). The 2013 8.00% Notes are senior unsecured debt obligations of the Company with no sinking fund. The 2013 8.00% Notes will mature on April 1, 2028, subject to various call and put features, and bear interest at a rate of 8.00% per annum. Interest on the 2013 8.00% Notes is payable semi-annually in arrears on April 1 and October 1 of each year. Interest is paid in cash at a rate of 5.75% per annum and in additional notes at a rate of 2.25% per annum. The Indenture for the 2013 8.00% Notes provides for customary events of default. As of March 31, 2017 , the Company was in compliance with respect to the terms of the 2013 8.00% Notes and the Indenture. Subject to certain conditions set forth in the Indenture, the Company may redeem the 2013 8.00% Notes, with the prior approval of the majority lenders under the Facility Agreement, in whole or in part, at any time on or after April 1, 2018, at a price equal to the principal amount of the 2013 8.00% Notes to be redeemed plus all accrued and unpaid interest thereon. A holder of the 2013 8.00% Notes has the right, at the holder’s option, to require the Company to purchase some or all of the 2013 8.00% Notes held by it on each of April 1, 2018 and April 1, 2023 at a price equal to the principal amount of the 2013 8.00% Notes to be purchased plus accrued and unpaid interest. Subject to the procedures for conversion and other terms and conditions of the Indenture, a holder may convert its 2013 8.00% Notes at its option at any time prior to the close of business on the business day immediately preceding April 1, 2028 , into shares of common stock (or, at the option of the Company, cash in lieu of all or a portion thereof, provided that, under the Facility Agreement, the Company may pay cash only with the consent of the Majority Lenders). As of March 31, 2017 , holders had converted a total of $39.4 million principal amount of the 2013 8.00% Notes, resulting in the issuance of approximately 72.1 million shares of voting common stock. There were no conversions during the three -month period ended March 31, 2017 . Holders who convert 2013 8.00% Notes receive conversion shares over a 40 -consecutive trading day settlement period. Accordingly, the portion of converted debt is extinguished on an incremental basis over the 40 -day settlement period, reducing the Company's outstanding debt balance. As of March 31, 2017 , no conversions had been initiated but not yet fully settled. The Company evaluated the various embedded derivatives within the Indenture for the 2013 8.00% Notes. The Company determined that the conversion option and the contingent put feature within the Indenture required bifurcation from the 2013 8.00% Notes. The Company did not deem the conversion option and the contingent put feature to be clearly and closely related to the 2013 8.00% Notes and separately accounted for them as a standalone derivative. The Company recorded this compound embedded derivative liability as a non-current liability on its condensed consolidated balance sheets with a corresponding debt discount which is netted against the face value of the 2013 8.00% Notes. The Company is accreting the debt discount associated with the compound embedded derivative liability to interest expense through the first put date of the 2013 8.00% Notes (April 1, 2018) using an effective interest rate method. The Company is marking to market the fair value of the compound embedded derivative liability at the end of each reporting period, with any changes in value reported in the condensed consolidated statements of operations. The Company determines the fair value of the compound embedded derivative using a blend of a Monte Carlo simulation model and market prices. The amount by which the if-converted value of the 2013 8.00% Notes exceeded the principal amount at March 31, 2017 , assuming conversion at the closing price of the Company's common stock on that date of $1.60 per share, is approximately $20.3 million . Warrants Outstanding Pursuant to the terms of the Contingent Equity Agreement with Thermo (See Note 9: Related Party Transactions in the Consolidated Financial Statements in the 2016 Annual Report for a description of the Contingent Equity Agreement), the Company issued to Thermo 41.5 million warrants at a strike price of $0.01 to purchase shares of common stock pursuant to the annual availability fee and subsequent reset provisions in the Contingent Equity Agreement. These warrants were issued between June 2009 and June 2012 and have a five -year exercise period from issuance. Thermo has exercised warrants to purchase approximately 16.9 million of these shares prior to the expiration of the associated warrants. As of March 31, 2017 , 24.6 million warrants remain outstanding under this agreement, all of which are scheduled to expire in June 2017. Terrapin Opportunity, L.P. Common Stock Purchase Agreement In August 2015, the Company entered into a common stock purchase agreement with Terrapin pursuant to which the Company could require Terrapin to purchase up to $75.0 million of shares of the Company’s voting common stock over the 24 -month term following the date of the agreement. Through the term of this agreement, Terrapin purchased a total of 67.3 million shares of voting common stock for a total purchase price of $75.0 million . During the three months ended March 31, 2017 , the Company drew $12.0 million and issued to Terrapin 8.9 million shares of voting common stock. No funds remain available under this agreement. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | 4. DERIVATIVES In connection with certain existing borrowing arrangements, the Company was required to record derivative instruments on its condensed consolidated balance sheets. None of these derivative instruments is designated as a hedge. The following table discloses the fair values of the derivative instruments on the Company’s condensed consolidated balance sheets (in thousands): March 31, 2017 December 31, 2016 Derivative assets: Interest rate cap $ 2 $ 4 Total derivative assets $ 2 $ 4 Derivative liabilities: Compound embedded derivative with the 2013 8.00% Notes $ (25,505 ) $ (26,664 ) Compound embedded derivative with the Thermo Loan Agreement (252,441 ) (254,507 ) Total derivative liabilities $ (277,946 ) $ (281,171 ) The following table discloses the changes in value recorded as derivative gain (loss) in the Company’s condensed consolidated statement of operations (in thousands): Three Months Ended March 31, 2017 March 31, 2016 Interest rate cap $ (2 ) $ (4 ) Compound embedded derivative with the 2013 8.00% Notes 1,159 449 Compound embedded derivative with the Thermo Loan Agreement 2,066 (1,789 ) Total derivative gain (loss) $ 3,223 $ (1,344 ) Intangible and Other Assets Interest Rate Cap In June 2009, in connection with entering into the Facility Agreement, under which interest accrues at a variable rate, the Company entered into five ten -year interest rate cap agreements. The interest rate cap agreements reflect a variable notional amount at interest rates that provide coverage to the Company for exposure resulting from escalating interest rates over the term of the Facility Agreement. The interest rate cap provides limits on the six-month Libor rate (“Base Rate”) used to calculate the coupon interest on outstanding amounts on the Facility Agreement and is capped at 5.50% should the Base Rate not exceed 6.5% . Should the Base Rate exceed 6.5% , the Company’s Base Rate will be 1% less than the then six-month Libor rate. The Company paid an approximately $12.4 million upfront fee for the interest rate cap agreements. The interest rate cap did not qualify for hedge accounting treatment, and changes in the fair value of the agreements are included in the condensed consolidated statements of operations. Derivative Liabilities The Company has identified various embedded derivatives resulting from certain features in the Company’s debt instruments, including the conversion option and the contingent put feature within both the 2013 8.00% Notes and the Thermo Loan Agreement. These embedded derivatives required bifurcation from the debt host agreement and are recorded as a derivative liability on the Company’s condensed consolidated balance sheets with a corresponding debt discount netted against the principal amount of the related debt instrument. The Company accretes the debt discount associated with each derivative liability to interest expense over the term of the related debt instrument using an effective interest rate method. The fair value of each embedded derivative liability is marked-to-market at the end of each reporting period with any changes in value reported in its condensed consolidated statements of operations. The Company determined the fair value of its compound embedded derivative liabilities using a blend of a Monte Carlo simulation model and market prices. See Note 5: Fair Value Measurements for further discussion. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. FAIR VALUE MEASUREMENTS The Company follows the authoritative guidance for fair value measurements relating to financial and non-financial assets and liabilities, including presentation of required disclosures herein. This guidance establishes a fair value framework requiring the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets and liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices in markets that are not active or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). Recurring Fair Value Measurements The following tables provide a summary of the financial assets and liabilities measured at fair value on a recurring basis (in thousands): March 31, 2017 (Level 1) (Level 2) (Level 3) Total Balance Assets: Interest rate cap $ — $ 2 $ — $ 2 Total assets measured at fair value $ — $ 2 $ — $ 2 Liabilities: Liability for potential stock issuance to Hughes $ — $ (1,964 ) $ — $ (1,964 ) Compound embedded derivative with 2013 8.00% Notes — — (25,505 ) (25,505 ) Compound embedded derivative with the Thermo Loan Agreement — — (252,441 ) (252,441 ) Total liabilities measured at fair value $ — $ (1,964 ) $ (277,946 ) $ (279,910 ) December 31, 2016 (Level 1) (Level 2) (Level 3) Total Balance Assets: Interest rate cap $ — $ 4 $ — $ 4 Total assets measured at fair value $ — $ 4 $ — $ 4 Liabilities: Liability for potential stock issuance to Hughes $ — $ (2,706 ) $ — $ (2,706 ) Liability for stock issuance due to legal settlement — (389 ) — (389 ) Compound embedded derivative with 2013 8.00% Notes — — (26,664 ) (26,664 ) Compound embedded derivative with the Thermo Loan Agreement — — (254,507 ) (254,507 ) Total liabilities measured at fair value $ — $ (3,095 ) $ (281,171 ) $ (284,266 ) Assets Interest Rate Cap The fair value of the interest rate cap is determined using observable pricing inputs including benchmark yields, reported trades, and broker/dealer quotes at the reporting date. See Note 4: Derivatives for further discussion. Liabilities Liability for potential stock issuance to Hughes As described in Note 7: Commitments and Contingencies , the Company agreed to provide downside protection after the issuance of shares of common stock to Hughes in lieu of cash for contract payments in June 2015. This feature requires the Company to issue to Hughes additional shares of common stock equal to the difference, if any, between the initial consideration of $15.5 million and the total amount of gross proceeds Hughes receives from the sale of any shares plus the market value of any shares still held by Hughes as of the close of trading on June 30, 2017. The value of this option is calculated using a Black-Scholes pricing model. This liability is marked-to-market at each balance sheet date and through the settlement date. Liability for future stock issuance due to legal settlement As described in Note 7: Commitments and Contingencies , the Company settled litigation related to its Brazilian subsidiary in October 2016 through the payment of Globalstar common stock. In connection with this settlement, the Company agreed to provide downside protection for the difference between the total settlement amount and the total amount of gross proceeds the counterparty receives from the sale of these shares. An estimate of $0.4 million for this liability was recorded in accrued expenses in the Company's condensed consolidated financial statements as of December 31, 2016 . In March 2017, the Company settled this liability through the final payment of approximately 0.3 million shares of Globalstar common stock. Derivative Liabilities The Company has two derivative liabilities classified as Level 3. The Company marks-to-market these liabilities at each reporting date with the changes in fair value recognized in the Company’s condensed consolidated statements of operations. See Note 4: Derivatives for further discussion. The significant quantitative Level 3 inputs utilized in the valuation models are shown in the tables below: March 31, 2017 Stock Price Volatility Risk-Free Interest Rate Note Conversion Price Discount Rate Market Price of Common Stock Compound embedded derivative with the 2013 8.00% Notes 100% - 105% 1.0 % $ 0.73 25 % $ 1.60 Compound embedded derivative with the Thermo Loan Agreement 40% - 105% 2.1 % $ 0.73 25 % $ 1.60 December 31, 2016 Stock Price Volatility Risk-Free Interest Rate Note Conversion Price Discount Rate Market Price of Common Stock Compound embedded derivative with the 2013 8.00% Notes 100% - 110% 1.0 % $ 0.73 25 % $ 1.58 Compound embedded derivative with the Thermo Loan Agreement 40% - 110% 2.2 % $ 0.73 25 % $ 1.58 Fluctuation in the Company’s stock price is the primary driver for the changes in the derivative valuations during each reporting period. As the stock price increases away from the current conversion price for each of the related derivative instruments, the value to the holder of the instrument generally increases, thereby increasing the liability on the Company’s condensed consolidated balance sheets. These valuations are sensitive to the weighting applied to each of the simulated values. Additionally, stock price volatility is one of the significant unobservable inputs used in the fair value measurement of each of the Company’s derivative instruments. The simulated fair value of these liabilities is sensitive to changes in the expected volatility of the Company's stock price. Decreases in expected volatility would generally result in a lower fair value measurement. Probability of a change of control is another significant unobservable input used in the fair value measurement of the Company’s derivative instruments. Subject to certain restrictions in each indenture, the Company’s debt instruments contain certain provisions whereby holders may require the Company to purchase all or any portion of the convertible debt instrument upon a change of control. A change of control will occur upon certain changes in the ownership of the Company or certain events relating to the trading of the Company’s common stock. The simulated fair value of the derivative liabilities above is sensitive to changes in the assumed probabilities of a change of control. Decreases in the assumed probability of a change of control would generally result in a lower fair value measurement. In addition to the inputs described above, the valuation model used to calculate the fair value measurement of the compound embedded derivatives within the Company’s 2013 8.00% Notes and Thermo Loan Agreement included the following inputs and features: discount rate, payment in kind interest payments, make whole premiums, a 40 -day stock issuance settlement period upon conversion, automatic conversions, estimated maturity date, and the principal balance of each loan at the balance sheet date. There are also certain put and call features within the 2013 8.00% Notes that impact the valuation model. The trading activity in the market provides the Company with additional valuation support. The Company uses a weight factor to calculate the fair value of the embedded derivatives to align the fair value produced from the Monte Carlo simulation model with the market value of the 2013 8.00% Notes. Due to the similarities of the debt instruments, the Company applies a similar weight to the embedded derivative in the Thermo Loan Agreement. These valuations are sensitive to the weighting applied to each of the simulated values. The following table presents a rollforward for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in thousands): Three Months Ended March 31, 2017 2016 Balance at beginning of period $ (281,171 ) $ (239,642 ) Unrealized gain (loss), included in derivative gain (loss) 3,225 (1,344 ) Balance at end of period $ (277,946 ) $ (240,986 ) Fair Value of Debt Instruments The Company believes it is not practicable to determine the fair value of the Facility Agreement. Unlike typical long-term debt, interest rates and other terms for the Facility Agreement are not readily available and generally involve a variety of factors, including due diligence by the debt holders. As such, it is not practicable to determine the fair value of the Facility Agreement without incurring significant additional costs. The following table sets forth the carrying values and estimated fair values of the Company's other debt instruments, which are classified as Level 3 financial instruments (in thousands): March 31, 2017 December 31, 2016 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Thermo Loan Agreement $ 67,969 $ 50,622 $ 64,347 $ 47,874 2013 8.00% Notes 15,042 14,845 14,572 14,350 |
Accrued Expenses and Other Non-
Accrued Expenses and Other Non-Current Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Non-Current Liabilities | 6. ACCRUED EXPENSES AND OTHER NON-CURRENT LIABILITIES Accrued expenses consist of the following (in thousands): March 31, December 31, Accrued interest $ 5,669 $ 381 Accrued liability for potential stock issuance to Hughes 1,964 2,706 Accrued compensation and benefits 3,320 3,193 Accrued property and other taxes 4,319 4,173 Accrued customer liabilities and deposits 3,919 3,907 Accrued professional and other service provider fees 3,532 2,544 Accrued commissions 928 858 Accrued telecommunications expenses 716 709 Accrued satellite and ground costs 545 2,076 Accrued inventory 584 90 Accrued liability for legal settlement — 389 Other accrued expenses 2,023 2,136 Total accrued expenses $ 27,519 $ 23,162 Accrued liability for potential stock issuance to Hughes includes the estimated value of the downside protection that the Company provided to Hughes in connection with its April 2015 agreement (as amended). See Note 5: Fair Value Measurements and Note 7: Commitments and Contingencies for further discussion. Other accrued expenses include primarily capital lease obligations, warranty reserve, occupancy costs, advertising costs, payments to independent gateway operators ("IGOs") and estimated payroll shortfall under the Cooperative Endeavor Agreement with the Louisiana Department of Economic Development. Other non-current liabilities consist of the following (in thousands): March 31, December 31, Long-term accrued interest $ 193 $ 99 Asset retirement obligation 1,445 1,443 Deferred rent and other deferred expense 420 470 Liability related to the Cooperative Endeavor Agreement with the State of Louisiana 405 445 Foreign tax contingencies 3,695 3,346 Capital lease obligations 33 87 Total other non-current liabilities $ 6,191 $ 5,890 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. COMMITMENTS AND CONTINGENCIES Contractual Obligations - Next-Generation Gateways and Other Ground Facilities As of March 31, 2017 , the Company had purchase commitments with Thales, Hughes and Ericsson related to the procurement, deployment and maintenance of the second-generation network. The Company is obligated to make payments under these purchase commitments totaling approximately $1.1 million during 2017, all of which are owed Ericsson and were accrued on its condensed consolidated balance sheet as of March 31, 2017 . Hughes designed, supplied and implemented the Radio Access Network ("RAN") ground network equipment and software upgrades for installation at a number of the Company’s gateways. Hughes also provided the satellite interface chips to be used in various second-generation Globalstar devices. Ericsson developed, implemented and installed the Company's ground interface, or core network system, at certain of the Company's gateways. The second-generation Ericsson core links the Hughes RANs to the public-switched telephone network (“PSTN”), cellular networks and Internet. In December 2016, the Company formally accepted all contract deliverables under the core contracts for both Hughes and Ericsson necessary to deploy its second-generation ground infrastructure. In the near future, the Company will complete certain add-ons outside of the scope of the core contracts, which include certain punch list items with Ericsson and the installation of second-generation RANs at certain additional gateways. In April 2015, Hughes exercised an option to be paid in shares of the Company's common stock (at a price 7% below market) in lieu of cash for certain of its remaining contract payments, totaling approximately $15.5 million . In June 2015, the Company issued 7.4 million shares of freely tradable common stock at the 7% discount pursuant to this option. In the April 2015 agreement (as amended), the Company agreed to provide downside protection through June 30, 2017. This feature requires that the Company issue additional shares of common stock equal to the difference, if any, between the initial consideration of $15.5 million and the total amount of gross proceeds Hughes receives from the sale of any shares plus the market value of any shares still held by Hughes as of the close of trading on June 30, 2017. Pursuant to this agreement, the Company recorded a liability of $2.0 million as of March 31, 2017 and $2.7 million as of December 31, 2016 . The Company calculated these estimates of the value of this option using a Black-Scholes pricing model and an estimate of the number of shares of common stock held by Hughes as of each balance sheet date. This liability is marked-to-market at each balance sheet date and through the settlement date. The Company records gains and losses resulting from changes in the value of this liability in its condensed consolidated statement of operations. Other Second-Generation Commitments Various maintenance, licensing and royalty agreements are necessary for the use of proprietary, third-party technology embedded in the Company's second-generation ground infrastructure and products. The fees due under these maintenance and license agreements are projected to be up to approximately $3.6 million per year and will be recognized in the Company's condensed consolidated statement of operations over the maintenance and license terms, which are expected to begin at various times during 2017 and 2018. The fees due under the royalty agreements will fluctuate based on product sales and will be recognized in the Company's condensed consolidated statement of operations on a per unit basis as second-generation products are manufactured, sold or activated. As of March 31, 2017 , a portion of these license and royalty fees have been paid and are recorded as a prepaid asset in the Company's condensed consolidated balance sheets. Arbitration On June 3, 2011, Globalstar filed a demand for arbitration against Thales before the American Arbitration Association to enforce certain rights to order additional satellites under the 2009 Contract. The Company did not include within its demand any claims that it had against Thales for work previously performed under the contract to design, manufacture and timely deliver the first 25 second-generation satellites. On May 10, 2012, the arbitration tribunal issued its award in which it determined that the Company had terminated the 2009 Contract "for convenience" and had materially breached the contract by failing to pay to Thales the €51.3 million in termination charges required under the contract. The tribunal additionally determined that absent further agreement between the parties, Thales had no further obligation to manufacture or deliver satellites under Phase 3 of the 2009 Contract. Based on these determinations, the tribunal directed the Company to pay Thales approximately €53 million in termination charges, plus interest by June 9, 2012. On May 23, 2012, Thales commenced an action in the United States District Court for the Southern District of New York by filing a petition to confirm the arbitration award (the “New York Proceeding”). Thales and the Company entered into a tolling agreement as of June 13, 2013, under which Thales dismissed the New York Proceeding without prejudice. The tolling agreement has expired. Thales may refile the petition at a later date and pursue the confirmation of the arbitration award, which the Company would oppose. Should Thales be successful in confirming the arbitration award, this would have a material adverse effect on the Company's financial condition, results of operations and liquidity. On June 24, 2012, the Company and Thales agreed to settle their prior commercial disputes, including those disputes that were the subject of the arbitration award. In order to effectuate this settlement, the Company and Thales entered into a Release Agreement, a Settlement Agreement and a Submission Agreement. Under the terms of the Release Agreement, Thales agreed unconditionally and irrevocably to release and forever discharge the Company from any and all claims and obligations (with the exception of those items payable under the Settlement Agreement or in connection with a new contract for the purchase of any additional second-generation satellites), including, without limitation, a full release from paying €35.6 million of the termination charges awarded in the arbitration together with all interest on the award amount effective upon the earlier of December 31, 2012, and the effective date of the financing for the purchase of any additional second-generation satellites. Under the terms of the Release Agreement, the Company agreed unconditionally and irrevocably to release and forever discharge Thales from any and all claims (with limited exceptions), including, without limitation, claims related to Thales’ work under the 2009 satellite construction contract, including any obligation to pay liquidated damages, effective upon the earlier of December 31, 2012, and the effective date of the financing for the purchase of any additional second-generation satellites. In connection with the Release Agreement and the Settlement Agreement, the Company recorded a contract termination charge of approximately €17.5 million which is recorded in the Company’s condensed consolidated balance sheets as of March 31, 2017 and December 31, 2016 . The releases became effective on December 31, 2012. Under the terms of the Settlement Agreement, the Company agreed to pay €17.5 million to Thales, representing one-third of the termination charges awarded to Thales in the arbitration, subject to certain conditions, on the later of the effective date of the new contract for the purchase of any additional second-generation satellites and the effective date of the financing for the purchase of these satellites. As of March 31, 2017 , this condition had not been satisfied. Because the effective date of the new contract for the purchase of additional second-generation satellites did not occur on or prior to February 28, 2013, any party may terminate the Settlement Agreement. If any party terminates the Settlement Agreement, all parties’ rights and obligations under the Settlement Agreement shall terminate. The Release Agreement is a separate and independent agreement from the Settlement Agreement and provides that it supersedes all prior understandings, commitments and representations between the parties with respect to the subject matter thereof; therefore it would survive any termination of the Settlement Agreement. As of March 31, 2017 , no party had terminated the Settlement Agreement. Litigation Due to the nature of the Company's business, the Company is involved, from time to time, in various litigation matters or subject to disputes or routine claims regarding its business activities. Legal costs related to these matters are expensed as incurred. In 2016, the Company settled litigation incurred on behalf of the Company's Brazilian subsidiary. The Company paid the total settlement of 4.5 million reais, or $1.4 million , by issuing approximately 1.3 million shares of Globalstar common stock in October 2016. The Company agreed to provide downside protection for the difference between the total settlement amount of 4.5 million reais and the total gross proceeds received by the third party upon sale of these shares. In March 2017, the Company paid 0.3 million shares of Globalstar common stock related to this downside protection, valued at 1.4 million reais, or $0.5 million . In management's opinion, there is no pending litigation, dispute or claim, other than those described in this report, which could be expected to have a material adverse effect on the Company's financial condition, results of operations or liquidity. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 8. RELATED PARTY TRANSACTIONS Payables to Thermo and other affiliates related to normal purchase transactions were $0.2 million and $0.3 million as of March 31, 2017 and December 31, 2016 , respectively. Transactions with Thermo General and administrative expenses are related to non-cash expenses and those expenses incurred by Thermo on behalf of the Company which are charged to the Company. Non-cash expenses, which the Company accounts for as a contribution to capital, relate to services provided by two executive officers of Thermo (who are also directors of the Company) and receive no cash compensation from the Company. The Thermo expense charges are based on actual amounts (with no mark-up) incurred or upon allocated employee time. Those expenses charged to the Company were $0.2 million and $0.1 million during the three months ended March 31, 2017 and 2016 , respectively. As of March 31, 2017 , the principal amount outstanding under the Loan Agreement with Thermo was $96.8 million , and the fair value of the compound embedded derivative liability associated with the Loan Agreement was $252.4 million . During the three months ended March 31, 2017 and 2016 , interest accrued on the Loan Agreement was approximately $2.8 million and $2.5 million , respectively. In addition, as of March 31, 2017 , warrants to purchase approximately 24.6 million shares issued under the Contingent Equity Agreement remain outstanding, all of which are held by Thermo and are scheduled to expire in June 2017. The Facility Agreement requires Thermo to maintain minimum and maximum ownership levels in the Company's common stock. Thermo may convert shares of nonvoting common stock into shares of voting common stock as needed to comply with these ownership limitations. In 2013, the Company's Board of Directors formed a Special Committee consisting solely of independent directors of the Company, represented by independent counsel. The Special Committee serves as an independent board to review and approve certain transactions between the Company and Thermo. See Note 3: Long-Term Debt and Other Financing Arrangements for further discussion of the Company's debt and financing transactions with Thermo. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 9. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Accumulated other comprehensive income (loss) includes all changes in equity during a period from non-owner sources. The components of accumulated other comprehensive income (loss) were as follows (in thousands): Three Months Ended March 31, 2017 2016 Accumulated other comprehensive loss, beginning of period $ (5,378 ) $ (4,833 ) Other comprehensive income (loss): Foreign currency translation adjustments (821 ) (651 ) Accumulated other comprehensive loss, end of period $ (6,199 ) $ (5,484 ) No amounts were reclassified out of accumulated other comprehensive loss for the periods shown above. |
Geographic Information
Geographic Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Geographic Information | 10. GEOGRAPHIC INFORMATION The Company attributes subscriber equipment sales to various countries based on the location where equipment is sold. Service revenue is generally attributed to the various countries based on the Globalstar entity that holds the customer contract. Long-lived assets consists primarily of property and equipment and are attributed to various countries based on the physical location of the asset at the end of a given period, except for the Company's satellites that are included in the long-lived assets of the United States. The Company’s information by geographic area is as follows (in thousands): Three Months Ended March 31, 2017 2016 Revenues: Service revenue: United States $ 15,277 $ 13,269 Canada 3,701 3,244 Europe 1,731 1,458 Central and South America 650 618 Others 122 160 Total service revenue 21,481 18,749 Subscriber equipment sales: United States 1,781 1,304 Canada 715 760 Europe 416 430 Central and South America 259 388 Others — 205 Total subscriber equipment sales 3,171 3,087 Total revenue $ 24,652 $ 21,836 March 31, December 31, Property and equipment, net: United States $ 1,022,964 $ 1,035,331 Canada 657 670 Europe 395 408 Central and South America 3,107 3,084 Others 233 226 Total property and equipment, net $ 1,027,356 $ 1,039,719 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 11. EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share are computed based on the weighted average number of shares of common stock outstanding during the period. Common stock equivalents are included in the calculation of diluted earnings per share only when the effect of their inclusion would be dilutive. The following table sets forth the calculation of basic and diluted earnings (loss) per share for the periods indicated (in thousands): Three Months Ended 2017 2016 Net loss $ (20,161 ) $ (26,947 ) Weighted average common shares outstanding: Basic shares outstanding 1,113,968 1,041,028 Diluted shares outstanding 1,113,968 1,041,028 Net loss per common share: Basic $ (0.02 ) $ (0.03 ) Diluted (0.02 ) (0.03 ) For the three months ended March 31, 2017 and 2016 , 212.5 million and 204.5 million shares, respectively, of potential common stock were excluded from diluted shares outstanding because the effects of assuming issuance of these potentially dilutive securities would be anti-dilutive. |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 3 Months Ended |
Mar. 31, 2017 | |
SUPPLEMENTAL CONSOLIDATING FINANCIAL INFORMATION [Abstract] | |
Condensed Consolidating Financial Information | 12. CONDENSED CONSOLIDATING FINANCIAL INFORMATION In connection with the Company’s issuance of the 2013 8.00% Notes, certain of the Company’s 100% owned domestic subsidiaries (the “Guarantor Subsidiaries”), fully, unconditionally, jointly, and severally guaranteed the payment obligations under the 2013 8.00% Notes. The following financial information sets forth, on a consolidating basis, the balance sheets, statements of operations and statements of cash flows for Globalstar, Inc. (the “Parent Company”), for the Guarantor Subsidiaries and for the Parent Company’s other subsidiaries (the “Non-Guarantor Subsidiaries”). The condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include disclosures included in annual financial statements. The principal eliminating entries eliminate investments in subsidiaries, intercompany balances and intercompany revenues and expenses. Globalstar, Inc. Condensed Consolidating Statement of Operations Three Months Ended March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue: Service revenues $ 17,612 $ 9,356 $ 11,001 $ (16,488 ) $ 21,481 Subscriber equipment sales 67 2,291 1,350 (537 ) 3,171 Total revenue 17,679 11,647 12,351 (17,025 ) 24,652 Operating expenses: Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 6,128 1,425 3,173 (1,752 ) 8,974 Cost of subscriber equipment sales 34 1,717 427 (82 ) 2,096 Marketing, general and administrative 5,659 1,119 17,908 (15,196 ) 9,490 Depreciation, amortization and accretion 18,951 282 61 — 19,294 Total operating expenses 30,772 4,543 21,569 (17,030 ) 39,854 Income (loss) from operations (13,093 ) 7,104 (9,218 ) 5 (15,202 ) Other income (expense): Gain (loss) on equity issuance 742 — (36 ) — 706 Interest income and expense, net of amounts capitalized (8,755 ) (8 ) (69 ) 4 (8,828 ) Derivative gain 3,223 — — — 3,223 Equity in subsidiary earnings (1,933 ) (3,434 ) — 5,367 — Other (345 ) (100 ) 423 (2 ) (24 ) Total other income (expense) (7,068 ) (3,542 ) 318 5,369 (4,923 ) Income (loss) before income taxes (20,161 ) 3,562 (8,900 ) 5,374 (20,125 ) Income tax expense — 5 31 — 36 Net income (loss) $ (20,161 ) $ 3,557 $ (8,931 ) $ 5,374 $ (20,161 ) Comprehensive income (loss) $ (20,161 ) $ 3,557 $ (9,751 ) $ 5,373 $ (20,982 ) Globalstar, Inc. Condensed Consolidating Statement of Operations Three Months Ended March 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue: Service revenues $ 16,938 $ 7,495 $ 9,425 $ (15,109 ) $ 18,749 Subscriber equipment sales 328 1,692 1,677 (610 ) 3,087 Total revenue 17,266 9,187 11,102 (15,719 ) 21,836 Operating expenses: Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 4,813 1,036 2,895 (1,153 ) 7,591 Cost of subscriber equipment sales 144 1,428 1,215 (609 ) 2,178 Marketing, general and administrative 5,174 532 16,845 (13,941 ) 8,610 Depreciation, amortization and accretion 18,772 220 281 (118 ) 19,155 Total operating expenses 28,903 3,216 21,236 (15,821 ) 37,534 Income (loss) from operations (11,637 ) 5,971 (10,134 ) 102 (15,698 ) Other income (expense): Gain on equity issuance 151 — — — 151 Interest income and expense, net of amounts capitalized (8,981 ) (9 ) (105 ) (10 ) (9,105 ) Derivative loss (1,344 ) — — — (1,344 ) Equity in subsidiary earnings (loss) (4,351 ) 3,047 — 1,304 — Other (785 ) (204 ) 276 (47 ) (760 ) Total other income (expense) (15,310 ) 2,834 171 1,247 (11,058 ) Income (loss) before income taxes (26,947 ) 8,805 (9,963 ) 1,349 (26,756 ) Income tax expense — — 191 — 191 Net income (loss) $ (26,947 ) $ 8,805 $ (10,154 ) $ 1,349 $ (26,947 ) Comprehensive income (loss) $ (26,947 ) $ 8,805 $ (10,808 ) $ 1,352 $ (27,598 ) Globalstar, Inc. Condensed Consolidating Balance Sheet As of March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 19,612 $ 689 $ 3,234 $ — $ 23,535 Accounts receivable 5,463 4,730 2,725 — 12,918 Intercompany receivables 918,869 697,182 38,410 (1,654,461 ) — Inventory 2,230 5,274 1,347 — 8,851 Prepaid expenses and other current assets 2,078 936 1,815 — 4,829 Total current assets 948,252 708,811 47,531 (1,654,461 ) 50,133 Property and equipment, net 1,019,154 3,808 4,389 5 1,027,356 Restricted cash 37,915 — — — 37,915 Intercompany notes receivable 8,500 — 6,436 (14,936 ) — Investment in subsidiaries (281,910 ) 75,608 36,861 169,441 — Intangible and other assets, net 16,103 108 2,327 (12 ) 18,526 Total assets $ 1,748,014 $ 788,335 $ 97,544 $ (1,499,963 ) $ 1,133,930 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 75,755 $ — $ — $ — $ 75,755 Debt restructuring fees 20,795 — — — 20,795 Accounts payable 2,529 2,421 1,258 — 6,208 Accrued contract termination charge 18,727 — — — 18,727 Accrued expenses 14,932 6,203 6,384 — 27,519 Intercompany payables 654,878 761,024 238,520 (1,654,422 ) — Payables to affiliates 236 — — — 236 Deferred revenue 1,328 19,346 6,193 — 26,867 Total current liabilities 789,180 788,994 252,355 (1,654,422 ) 176,107 Long-term debt, less current portion 507,504 — — — 507,504 Employee benefit obligations 4,917 — — — 4,917 Intercompany notes payable 6,436 — 8,500 (14,936 ) — Derivative liabilities 277,946 — — — 277,946 Deferred revenue 5,560 286 14 — 5,860 Other non-current liabilities 1,066 326 4,799 — 6,191 Total non-current liabilities 803,429 612 13,313 (14,936 ) 802,418 Stockholders’ equity (deficit) 155,405 (1,271 ) (168,124 ) 169,395 155,405 Total liabilities and stockholders’ equity $ 1,748,014 $ 788,335 $ 97,544 $ (1,499,963 ) $ 1,133,930 Globalstar, Inc. Condensed Consolidating Balance Sheet As of December 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 7,259 $ 1,327 $ 1,644 $ — $ 10,230 Accounts receivable 5,938 6,340 2,941 — 15,219 Intercompany receivables 897,691 678,707 32,040 (1,608,438 ) — Inventory 2,266 4,354 1,473 — 8,093 Prepaid expenses and other current assets 1,570 955 2,063 — 4,588 Total current assets 914,724 691,683 40,161 (1,608,438 ) 38,130 Property and equipment, net 1,031,623 3,708 4,384 4 1,039,719 Restricted cash 37,983 — — — 37,983 Intercompany notes receivable 8,901 — 6,436 (15,337 ) — Investment in subsidiaries (280,557 ) 73,029 36,146 171,382 — Intangible and other assets, net 15,259 128 1,407 (12 ) 16,782 Total assets $ 1,727,933 $ 768,548 $ 88,534 $ (1,452,401 ) $ 1,132,614 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 75,755 $ — $ — $ — $ 75,755 Debt restructuring fees 20,795 — — — 20,795 Accounts payable 2,624 3,490 1,385 — 7,499 Accrued contract termination charge 18,451 — — — 18,451 Accrued expenses 10,573 5,884 6,705 — 23,162 Intercompany payables 636,336 750,084 221,980 (1,608,400 ) — Payables to affiliates 309 — — — 309 Deferred revenue 1,576 19,304 5,599 — 26,479 Total current liabilities 766,419 778,762 235,669 (1,608,400 ) 172,450 Long-term debt, less current portion 500,524 — — — 500,524 Employee benefit obligations 4,883 — — — 4,883 Intercompany notes payable 6,435 — 8,901 (15,336 ) — Derivative liabilities 281,171 — — — 281,171 Deferred revenue 5,567 299 11 — 5,877 Other non-current liabilities 1,115 325 4,450 — 5,890 Total non-current liabilities 799,695 624 13,362 (15,336 ) 798,345 Stockholders’ equity (deficit) 161,819 (10,838 ) (160,497 ) 171,335 161,819 Total liabilities and stockholders’ equity $ 1,727,933 $ 768,548 $ 88,534 $ (1,452,401 ) $ 1,132,614 Globalstar, Inc. Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Cash flows provided by (used in) operating activities $ 4,000 $ (354 ) $ 1,664 $ — $ 5,310 Cash flows used in investing activities: Second-generation network costs (including interest) (2,274 ) — (26 ) — (2,300 ) Property and equipment additions (711 ) (284 ) (9 ) — (1,004 ) Purchase of intangible assets (748 ) — (36 ) — (784 ) Net cash used in investing activities (3,733 ) (284 ) (71 ) — (4,088 ) Cash flows provided by financing activities: Proceeds from issuance of stock to Terrapin 12,000 — — — 12,000 Proceeds from issuance of common stock and exercise of options and warrants 18 — — — 18 Net cash provided by financing activities 12,018 — — — 12,018 Effect of exchange rate changes on cash — — (3 ) — (3 ) Net increase (decrease) in cash, cash equivalents and restricted cash 12,285 (638 ) 1,590 — 13,237 Cash, cash equivalents and restricted cash, beginning of period 45,242 1,327 1,644 — 48,213 Cash, cash equivalents and restricted cash, end of period $ 57,527 $ 689 $ 3,234 $ — $ 61,450 Globalstar, Inc. Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Cash flows provided by operating activities $ 1,175 $ 1,218 $ 210 $ — $ 2,603 Cash flows used in investing activities: Second-generation network costs (including interest) (1,560 ) — (38 ) — (1,598 ) Property and equipment additions (1,732 ) (1,136 ) (81 ) — (2,949 ) Purchase of intangible assets (361 ) (361 ) Net cash used in investing activities (3,653 ) (1,136 ) (119 ) — (4,908 ) Cash flows provided by financing activities: Proceeds from issuance of stock to Terrapin 6,500 — — — 6,500 Proceeds from issuance of common stock and exercise of options and warrants 28 — — — 28 Net cash provided by financing activities 6,528 — — — 6,528 Effect of exchange rate changes on cash — — 160 — 160 Net increase in cash, cash equivalents and restricted cash 4,050 82 251 — 4,383 Cash, cash equivalents and restricted cash, beginning of period 41,448 719 3,227 — 45,394 Cash, cash equivalents and restricted cash, end of period $ 45,498 $ 801 $ 3,478 $ — $ 49,777 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION Globalstar, Inc. (“Globalstar” or the “Company”) provides Mobile Satellite Services (“MSS”) including voice and data communications services through its global satellite network. Thermo Capital Partners LLC, through its affiliates (collectively, “Thermo”), is the principal owner and largest stockholder of Globalstar. The Company’s Chairman and Chief Executive Officer controls Thermo. Two other members of the Company's Board of Directors are also directors, officers or minority equity owners of various Thermo entities. The Company has prepared the accompanying unaudited interim condensed consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information. Certain information and footnote disclosures normally in financial statements have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"); however, management believes the disclosures made are adequate to make the information presented not misleading. These financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Globalstar Annual Report on Form 10-K for the year ended December 31, 2016 , as filed with the SEC on February 23, 2017 (the "2016 Annual Report"), and Management's Discussion and Analysis of Financial Condition and Results of Operations herein. The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from estimates. The Company evaluates estimates on an ongoing basis. Significant estimates include the value of derivative instruments, the allowance for doubtful accounts, the net realizable value of inventory, the useful life and value of property and equipment, the value of stock-based compensation and income taxes. The Company has made certain reclassifications to prior period condensed consolidated financial statements to conform to current period presentation. These unaudited interim condensed consolidated financial statements include the accounts of Globalstar and all its subsidiaries. All significant intercompany transactions and balances have been eliminated in the consolidation. In the opinion of management, the information included herein includes all adjustments, consisting of normal recurring adjustments, that are necessary for a fair presentation of the Company’s condensed consolidated statements of operations, condensed consolidated balance sheets, and condensed consolidated statements of cash flows for the periods presented. The results of operations for the three months ended March 31, 2017 are not necessarily indicative of the results that may be expected for the full year or any future period. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updates ("ASU") No. 2014-09, Revenue from Contracts with Customers . ASU 2014-09 has been modified multiple times since its initial release. This ASU outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. ASU 2014-09, as amended, becomes effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted; however the Company plans on adopting this standard when it becomes effective on January 1, 2018. The Company has an internal project team that is evaluating the impact this standard will have on its financial statements, accounting systems and related disclosures. Currently, the Company expects that the most significant changes to the Company's revenue recognition accounting policies will be related to the following: 1) the allocation and timing of revenue recognized between service revenue and subscriber equipment sales, 2) the timing of service revenue recognized for breakage during certain customer's prepaid contracts and 3) the deferment of certain contract acquisition costs and the recognition of these costs over the expected life of a customer's contract. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has not yet selected a transition method. In March 2016, the FASB issued ASU No. 2016-02, Leases . The main difference between the provisions of ASU No. 2016-02 and previous U.S. GAAP is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. ASU No. 2016-02 retains a distinction between finance leases and operating leases, and the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous U.S. GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize right-of-use assets and lease liabilities. The accounting applied by a lessor is largely unchanged from that applied under previous U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for public business entities in fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-04, Liabilities-Extinguishment of Liabilities: Recognition of Breakage for Certain Prepaid Stored-Value Products . ASU No. 2016-04 contains specific guidance for the derecognition of prepaid stored-value product liabilities within the scope of this ASU. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect this ASU to have a material effect on its condensed consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Credit Losses, Measurement of Credit Losses on Financial Instruments . ASU No. 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace today’s incurred loss approach with an expected loss model for instruments measured at amortized cost. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2019. Early adoption is permitted for all entities for annual periods beginning after December 15, 2018, and interim periods therein. The Company has not yet determined the impact this standard will have on its financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments . ASU No. 2016-15 is intended to reduce diversity in how certain cash receipts and cash payments are presented in the statement of cash flows. The new guidance clarifies the classification of cash activity related to debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate and bank-owned life insurance policies, distributions received from equity-method investments, and beneficial interests in securitization transactions. The guidance also describes a predominance principle pursuant to which cash flows with aspects of more than one class that cannot be separated should be classified based on the activity that is likely to be the predominant source or use of cash flow. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures, but does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, I ncome Taxes: Intra-Entity Transfers of Assets Other Than Inventory . ASU 2016-16 requires entities to account for the income tax effects of intercompany sales and transfers of assets other than inventory when the transfer occurs rather than current guidance which requires companies to defer the income tax effects of intercompany transfers of assets until the asset has been sold to an outside party or otherwise recognized. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash . ASU 2016-18 requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. When cash, cash equivalents, restricted cash and restricted cash equivalents are presented in more than one line item on the balance sheet, a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheet is required. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company adopted this standard effective with reporting periods beginning on January 1, 2017 and reflected the impact of this standard using a retrospective transition method for each period presented. Additionally, the Company added required disclosures pursuant to ASC 2016-18 to its condensed consolidated statements of cash flows. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations: Clarifying the Definition of a Business . ASU 2017-01 most significantly revises guidance specific to the definition of a business related to accounting for acquisitions. Additionally, ASU 2017-01 also affects other areas of US GAAP, such as the definition of a business related to the consolidation of variable interest entities, the consolidation of a subsidiary or group of assets, components of an operating segment, and disposals of reporting units and the impact on goodwill. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. In February 2017, the FASB issued ASU 2017-05, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets: Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets . ASU 2017-06 was issued to provide clarity on the scope and application for recognizing gains and losses from the sale or transfer of nonfinancial assets, and should be adopted concurrently with ASU 2014-09: Revenue from Contracts with Customers . This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In February 2017, the FASB issued ASU 2017-07: Compensation—Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost . ASU 2017-07 requires sponsors of benefit plans to present the service cost component of net periodic benefit cost in the same income statement line or items as other employee costs and present the remaining components of net periodic benefit cost in one or more separate line items outside of income from operations. This ASU also limits the capitalization of benefit costs to only the service cost component. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. In March 2017, the FASB Issued ASU 2017-08: Receivables—Nonrefundable Fees and Other Costs: Premium Amortization on Purchased Callable Debt Securities . This ASU amends current US GAAP to shorten the amortization period for certain purchased callable debt securities held at a premium to the earliest call date. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect it to have a material effect on the Company's condensed consolidated financial statements and related disclosures. |
Derivatives, Embedded Derivatives | The Company has identified various embedded derivatives resulting from certain features in the Company’s debt instruments, including the conversion option and the contingent put feature within both the 2013 8.00% Notes and the Thermo Loan Agreement. These embedded derivatives required bifurcation from the debt host agreement and are recorded as a derivative liability on the Company’s condensed consolidated balance sheets with a corresponding debt discount netted against the principal amount of the related debt instrument. The Company accretes the debt discount associated with each derivative liability to interest expense over the term of the related debt instrument using an effective interest rate method. The fair value of each embedded derivative liability is marked-to-market at the end of each reporting period with any changes in value reported in its condensed consolidated statements of operations. The Company determined the fair value of its compound embedded derivative liabilities using a blend of a Monte Carlo simulation model and market prices. See Note 5: Fair Value Measurements for further discussion. |
Fair Value Measurement | The Company follows the authoritative guidance for fair value measurements relating to financial and non-financial assets and liabilities, including presentation of required disclosures herein. This guidance establishes a fair value framework requiring the categorization of assets and liabilities into three levels based upon the assumptions (inputs) used to price the assets and liabilities. Level 1 provides the most reliable measure of fair value, whereas Level 3 generally requires significant management judgment. The three levels are defined as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices in markets that are not active or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). |
Earnings Per Share | Basic earnings (loss) per share are computed based on the weighted average number of shares of common stock outstanding during the period. Common stock equivalents are included in the calculation of diluted earnings per share only when the effect of their inclusion would be dilutive. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Property and equipment consists of the following (in thousands): March 31, December 31, Globalstar System: Space component First and second-generation satellites in service $ 1,211,090 $ 1,211,090 Prepaid long-lead items 17,040 17,040 Second-generation satellite, on-ground spare 32,481 32,481 Ground component 48,695 48,400 Construction in progress: Space component 452 81 Ground component 212,518 207,127 Next-generation software upgrades 10,898 10,223 Other 1,629 2,299 Total Globalstar System 1,534,803 1,528,741 Internally developed and purchased software 15,974 15,005 Equipment 9,968 9,875 Land and buildings 3,365 3,330 Leasehold improvements 1,896 1,893 Total property and equipment 1,566,006 1,558,844 Accumulated depreciation (538,650 ) (519,125 ) Total property and equipment, net $ 1,027,356 $ 1,039,719 |
Capitalized interest | The following table summarizes capitalized interest (in thousands): Three Months Ended 2017 2016 Interest costs eligible to be capitalized $ 12,436 $ 11,845 Interest costs recorded in interest income (expense), net (8,333 ) (8,579 ) Net interest capitalized $ 4,103 $ 3,266 |
Depreciation expense | The following table summarizes depreciation expense (in thousands): Three Months Ended 2017 2016 Depreciation expense $ 19,234 $ 19,049 |
Long-Term Debt and Other Fina20
Long-Term Debt and Other Financing Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Long-term debt consists of the following (in thousands): March 31, 2017 December 31, 2016 Principal Amount Unamortized Discount and Deferred Financing Costs Carrying Value Principal Amount Unamortized Discount and Deferred Financing Costs Carrying Value Facility Agreement $ 543,011 $ 42,763 $ 500,248 $ 543,011 $ 45,651 $ 497,360 Thermo Loan Agreement 96,810 28,841 67,969 93,962 29,615 64,347 8.00% Convertible Senior Notes Issued in 2013 17,126 2,084 15,042 17,126 2,554 14,572 Total Debt 656,947 73,688 583,259 654,099 77,820 576,279 Less: Current Portion 75,755 — 75,755 75,755 — 75,755 Long-Term Debt $ 581,192 $ 73,688 $ 507,504 $ 578,344 $ 77,820 $ 500,524 |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of fair values of derivative instruments | The following table discloses the fair values of the derivative instruments on the Company’s condensed consolidated balance sheets (in thousands): March 31, 2017 December 31, 2016 Derivative assets: Interest rate cap $ 2 $ 4 Total derivative assets $ 2 $ 4 Derivative liabilities: Compound embedded derivative with the 2013 8.00% Notes $ (25,505 ) $ (26,664 ) Compound embedded derivative with the Thermo Loan Agreement (252,441 ) (254,507 ) Total derivative liabilities $ (277,946 ) $ (281,171 ) |
Schedule of derivative gains (losses) | The following table discloses the changes in value recorded as derivative gain (loss) in the Company’s condensed consolidated statement of operations (in thousands): Three Months Ended March 31, 2017 March 31, 2016 Interest rate cap $ (2 ) $ (4 ) Compound embedded derivative with the 2013 8.00% Notes 1,159 449 Compound embedded derivative with the Thermo Loan Agreement 2,066 (1,789 ) Total derivative gain (loss) $ 3,223 $ (1,344 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Financial assets and liabilities measured at fair value on recurring basis | The following tables provide a summary of the financial assets and liabilities measured at fair value on a recurring basis (in thousands): March 31, 2017 (Level 1) (Level 2) (Level 3) Total Balance Assets: Interest rate cap $ — $ 2 $ — $ 2 Total assets measured at fair value $ — $ 2 $ — $ 2 Liabilities: Liability for potential stock issuance to Hughes $ — $ (1,964 ) $ — $ (1,964 ) Compound embedded derivative with 2013 8.00% Notes — — (25,505 ) (25,505 ) Compound embedded derivative with the Thermo Loan Agreement — — (252,441 ) (252,441 ) Total liabilities measured at fair value $ — $ (1,964 ) $ (277,946 ) $ (279,910 ) December 31, 2016 (Level 1) (Level 2) (Level 3) Total Balance Assets: Interest rate cap $ — $ 4 $ — $ 4 Total assets measured at fair value $ — $ 4 $ — $ 4 Liabilities: Liability for potential stock issuance to Hughes $ — $ (2,706 ) $ — $ (2,706 ) Liability for stock issuance due to legal settlement — (389 ) — (389 ) Compound embedded derivative with 2013 8.00% Notes — — (26,664 ) (26,664 ) Compound embedded derivative with the Thermo Loan Agreement — — (254,507 ) (254,507 ) Total liabilities measured at fair value $ — $ (3,095 ) $ (281,171 ) $ (284,266 ) |
Schedule of significant quantitative level 3 inputs utilized | The significant quantitative Level 3 inputs utilized in the valuation models are shown in the tables below: March 31, 2017 Stock Price Volatility Risk-Free Interest Rate Note Conversion Price Discount Rate Market Price of Common Stock Compound embedded derivative with the 2013 8.00% Notes 100% - 105% 1.0 % $ 0.73 25 % $ 1.60 Compound embedded derivative with the Thermo Loan Agreement 40% - 105% 2.1 % $ 0.73 25 % $ 1.60 December 31, 2016 Stock Price Volatility Risk-Free Interest Rate Note Conversion Price Discount Rate Market Price of Common Stock Compound embedded derivative with the 2013 8.00% Notes 100% - 110% 1.0 % $ 0.73 25 % $ 1.58 Compound embedded derivative with the Thermo Loan Agreement 40% - 110% 2.2 % $ 0.73 25 % $ 1.58 |
Rollforward of liabilities measured at fair value | The following table presents a rollforward for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in thousands): Three Months Ended March 31, 2017 2016 Balance at beginning of period $ (281,171 ) $ (239,642 ) Unrealized gain (loss), included in derivative gain (loss) 3,225 (1,344 ) Balance at end of period $ (277,946 ) $ (240,986 ) |
Schedule of carrying values and estimated fair values of debt instruments | The following table sets forth the carrying values and estimated fair values of the Company's other debt instruments, which are classified as Level 3 financial instruments (in thousands): March 31, 2017 December 31, 2016 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Thermo Loan Agreement $ 67,969 $ 50,622 $ 64,347 $ 47,874 2013 8.00% Notes 15,042 14,845 14,572 14,350 |
Accrued Expenses and Other No23
Accrued Expenses and Other Non-Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | Accrued expenses consist of the following (in thousands): March 31, December 31, Accrued interest $ 5,669 $ 381 Accrued liability for potential stock issuance to Hughes 1,964 2,706 Accrued compensation and benefits 3,320 3,193 Accrued property and other taxes 4,319 4,173 Accrued customer liabilities and deposits 3,919 3,907 Accrued professional and other service provider fees 3,532 2,544 Accrued commissions 928 858 Accrued telecommunications expenses 716 709 Accrued satellite and ground costs 545 2,076 Accrued inventory 584 90 Accrued liability for legal settlement — 389 Other accrued expenses 2,023 2,136 Total accrued expenses $ 27,519 $ 23,162 |
Schedule of Other Non-current Liabilities | Other non-current liabilities consist of the following (in thousands): March 31, December 31, Long-term accrued interest $ 193 $ 99 Asset retirement obligation 1,445 1,443 Deferred rent and other deferred expense 420 470 Liability related to the Cooperative Endeavor Agreement with the State of Louisiana 405 445 Foreign tax contingencies 3,695 3,346 Capital lease obligations 33 87 Total other non-current liabilities $ 6,191 $ 5,890 |
Accumulated Other Comprehensi24
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Components of accumulated other comprehensive loss | The components of accumulated other comprehensive income (loss) were as follows (in thousands): Three Months Ended March 31, 2017 2016 Accumulated other comprehensive loss, beginning of period $ (5,378 ) $ (4,833 ) Other comprehensive income (loss): Foreign currency translation adjustments (821 ) (651 ) Accumulated other comprehensive loss, end of period $ (6,199 ) $ (5,484 ) |
Geographic Information (Tables)
Geographic Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Company's information on revenues and long-lived assets by geographic area | The Company’s information by geographic area is as follows (in thousands): Three Months Ended March 31, 2017 2016 Revenues: Service revenue: United States $ 15,277 $ 13,269 Canada 3,701 3,244 Europe 1,731 1,458 Central and South America 650 618 Others 122 160 Total service revenue 21,481 18,749 Subscriber equipment sales: United States 1,781 1,304 Canada 715 760 Europe 416 430 Central and South America 259 388 Others — 205 Total subscriber equipment sales 3,171 3,087 Total revenue $ 24,652 $ 21,836 March 31, December 31, Property and equipment, net: United States $ 1,022,964 $ 1,035,331 Canada 657 670 Europe 395 408 Central and South America 3,107 3,084 Others 233 226 Total property and equipment, net $ 1,027,356 $ 1,039,719 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic weighted average share to diluted weighted average common shares outstanding | The following table sets forth the calculation of basic and diluted earnings (loss) per share for the periods indicated (in thousands): Three Months Ended 2017 2016 Net loss $ (20,161 ) $ (26,947 ) Weighted average common shares outstanding: Basic shares outstanding 1,113,968 1,041,028 Diluted shares outstanding 1,113,968 1,041,028 Net loss per common share: Basic $ (0.02 ) $ (0.03 ) Diluted (0.02 ) (0.03 ) |
Condensed Consolidating Finan27
Condensed Consolidating Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
SUPPLEMENTAL CONSOLIDATING FINANCIAL INFORMATION [Abstract] | |
Supplemental condensed consolidating statement of operations | Globalstar, Inc. Condensed Consolidating Statement of Operations Three Months Ended March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue: Service revenues $ 17,612 $ 9,356 $ 11,001 $ (16,488 ) $ 21,481 Subscriber equipment sales 67 2,291 1,350 (537 ) 3,171 Total revenue 17,679 11,647 12,351 (17,025 ) 24,652 Operating expenses: Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 6,128 1,425 3,173 (1,752 ) 8,974 Cost of subscriber equipment sales 34 1,717 427 (82 ) 2,096 Marketing, general and administrative 5,659 1,119 17,908 (15,196 ) 9,490 Depreciation, amortization and accretion 18,951 282 61 — 19,294 Total operating expenses 30,772 4,543 21,569 (17,030 ) 39,854 Income (loss) from operations (13,093 ) 7,104 (9,218 ) 5 (15,202 ) Other income (expense): Gain (loss) on equity issuance 742 — (36 ) — 706 Interest income and expense, net of amounts capitalized (8,755 ) (8 ) (69 ) 4 (8,828 ) Derivative gain 3,223 — — — 3,223 Equity in subsidiary earnings (1,933 ) (3,434 ) — 5,367 — Other (345 ) (100 ) 423 (2 ) (24 ) Total other income (expense) (7,068 ) (3,542 ) 318 5,369 (4,923 ) Income (loss) before income taxes (20,161 ) 3,562 (8,900 ) 5,374 (20,125 ) Income tax expense — 5 31 — 36 Net income (loss) $ (20,161 ) $ 3,557 $ (8,931 ) $ 5,374 $ (20,161 ) Comprehensive income (loss) $ (20,161 ) $ 3,557 $ (9,751 ) $ 5,373 $ (20,982 ) Globalstar, Inc. Condensed Consolidating Statement of Operations Three Months Ended March 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Revenue: Service revenues $ 16,938 $ 7,495 $ 9,425 $ (15,109 ) $ 18,749 Subscriber equipment sales 328 1,692 1,677 (610 ) 3,087 Total revenue 17,266 9,187 11,102 (15,719 ) 21,836 Operating expenses: Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) 4,813 1,036 2,895 (1,153 ) 7,591 Cost of subscriber equipment sales 144 1,428 1,215 (609 ) 2,178 Marketing, general and administrative 5,174 532 16,845 (13,941 ) 8,610 Depreciation, amortization and accretion 18,772 220 281 (118 ) 19,155 Total operating expenses 28,903 3,216 21,236 (15,821 ) 37,534 Income (loss) from operations (11,637 ) 5,971 (10,134 ) 102 (15,698 ) Other income (expense): Gain on equity issuance 151 — — — 151 Interest income and expense, net of amounts capitalized (8,981 ) (9 ) (105 ) (10 ) (9,105 ) Derivative loss (1,344 ) — — — (1,344 ) Equity in subsidiary earnings (loss) (4,351 ) 3,047 — 1,304 — Other (785 ) (204 ) 276 (47 ) (760 ) Total other income (expense) (15,310 ) 2,834 171 1,247 (11,058 ) Income (loss) before income taxes (26,947 ) 8,805 (9,963 ) 1,349 (26,756 ) Income tax expense — — 191 — 191 Net income (loss) $ (26,947 ) $ 8,805 $ (10,154 ) $ 1,349 $ (26,947 ) Comprehensive income (loss) $ (26,947 ) $ 8,805 $ (10,808 ) $ 1,352 $ (27,598 ) |
Supplemental condensed consolidating balance sheet | Globalstar, Inc. Condensed Consolidating Balance Sheet As of March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 19,612 $ 689 $ 3,234 $ — $ 23,535 Accounts receivable 5,463 4,730 2,725 — 12,918 Intercompany receivables 918,869 697,182 38,410 (1,654,461 ) — Inventory 2,230 5,274 1,347 — 8,851 Prepaid expenses and other current assets 2,078 936 1,815 — 4,829 Total current assets 948,252 708,811 47,531 (1,654,461 ) 50,133 Property and equipment, net 1,019,154 3,808 4,389 5 1,027,356 Restricted cash 37,915 — — — 37,915 Intercompany notes receivable 8,500 — 6,436 (14,936 ) — Investment in subsidiaries (281,910 ) 75,608 36,861 169,441 — Intangible and other assets, net 16,103 108 2,327 (12 ) 18,526 Total assets $ 1,748,014 $ 788,335 $ 97,544 $ (1,499,963 ) $ 1,133,930 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 75,755 $ — $ — $ — $ 75,755 Debt restructuring fees 20,795 — — — 20,795 Accounts payable 2,529 2,421 1,258 — 6,208 Accrued contract termination charge 18,727 — — — 18,727 Accrued expenses 14,932 6,203 6,384 — 27,519 Intercompany payables 654,878 761,024 238,520 (1,654,422 ) — Payables to affiliates 236 — — — 236 Deferred revenue 1,328 19,346 6,193 — 26,867 Total current liabilities 789,180 788,994 252,355 (1,654,422 ) 176,107 Long-term debt, less current portion 507,504 — — — 507,504 Employee benefit obligations 4,917 — — — 4,917 Intercompany notes payable 6,436 — 8,500 (14,936 ) — Derivative liabilities 277,946 — — — 277,946 Deferred revenue 5,560 286 14 — 5,860 Other non-current liabilities 1,066 326 4,799 — 6,191 Total non-current liabilities 803,429 612 13,313 (14,936 ) 802,418 Stockholders’ equity (deficit) 155,405 (1,271 ) (168,124 ) 169,395 155,405 Total liabilities and stockholders’ equity $ 1,748,014 $ 788,335 $ 97,544 $ (1,499,963 ) $ 1,133,930 Globalstar, Inc. Condensed Consolidating Balance Sheet As of December 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 7,259 $ 1,327 $ 1,644 $ — $ 10,230 Accounts receivable 5,938 6,340 2,941 — 15,219 Intercompany receivables 897,691 678,707 32,040 (1,608,438 ) — Inventory 2,266 4,354 1,473 — 8,093 Prepaid expenses and other current assets 1,570 955 2,063 — 4,588 Total current assets 914,724 691,683 40,161 (1,608,438 ) 38,130 Property and equipment, net 1,031,623 3,708 4,384 4 1,039,719 Restricted cash 37,983 — — — 37,983 Intercompany notes receivable 8,901 — 6,436 (15,337 ) — Investment in subsidiaries (280,557 ) 73,029 36,146 171,382 — Intangible and other assets, net 15,259 128 1,407 (12 ) 16,782 Total assets $ 1,727,933 $ 768,548 $ 88,534 $ (1,452,401 ) $ 1,132,614 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 75,755 $ — $ — $ — $ 75,755 Debt restructuring fees 20,795 — — — 20,795 Accounts payable 2,624 3,490 1,385 — 7,499 Accrued contract termination charge 18,451 — — — 18,451 Accrued expenses 10,573 5,884 6,705 — 23,162 Intercompany payables 636,336 750,084 221,980 (1,608,400 ) — Payables to affiliates 309 — — — 309 Deferred revenue 1,576 19,304 5,599 — 26,479 Total current liabilities 766,419 778,762 235,669 (1,608,400 ) 172,450 Long-term debt, less current portion 500,524 — — — 500,524 Employee benefit obligations 4,883 — — — 4,883 Intercompany notes payable 6,435 — 8,901 (15,336 ) — Derivative liabilities 281,171 — — — 281,171 Deferred revenue 5,567 299 11 — 5,877 Other non-current liabilities 1,115 325 4,450 — 5,890 Total non-current liabilities 799,695 624 13,362 (15,336 ) 798,345 Stockholders’ equity (deficit) 161,819 (10,838 ) (160,497 ) 171,335 161,819 Total liabilities and stockholders’ equity $ 1,727,933 $ 768,548 $ 88,534 $ (1,452,401 ) $ 1,132,614 |
Supplemental condensed consolidating statement of cash flows | Globalstar, Inc. Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2017 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Cash flows provided by (used in) operating activities $ 4,000 $ (354 ) $ 1,664 $ — $ 5,310 Cash flows used in investing activities: Second-generation network costs (including interest) (2,274 ) — (26 ) — (2,300 ) Property and equipment additions (711 ) (284 ) (9 ) — (1,004 ) Purchase of intangible assets (748 ) — (36 ) — (784 ) Net cash used in investing activities (3,733 ) (284 ) (71 ) — (4,088 ) Cash flows provided by financing activities: Proceeds from issuance of stock to Terrapin 12,000 — — — 12,000 Proceeds from issuance of common stock and exercise of options and warrants 18 — — — 18 Net cash provided by financing activities 12,018 — — — 12,018 Effect of exchange rate changes on cash — — (3 ) — (3 ) Net increase (decrease) in cash, cash equivalents and restricted cash 12,285 (638 ) 1,590 — 13,237 Cash, cash equivalents and restricted cash, beginning of period 45,242 1,327 1,644 — 48,213 Cash, cash equivalents and restricted cash, end of period $ 57,527 $ 689 $ 3,234 $ — $ 61,450 Globalstar, Inc. Condensed Consolidating Statement of Cash Flows Three Months Ended March 31, 2016 (Unaudited) Parent Company Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated (In thousands) Cash flows provided by operating activities $ 1,175 $ 1,218 $ 210 $ — $ 2,603 Cash flows used in investing activities: Second-generation network costs (including interest) (1,560 ) — (38 ) — (1,598 ) Property and equipment additions (1,732 ) (1,136 ) (81 ) — (2,949 ) Purchase of intangible assets (361 ) (361 ) Net cash used in investing activities (3,653 ) (1,136 ) (119 ) — (4,908 ) Cash flows provided by financing activities: Proceeds from issuance of stock to Terrapin 6,500 — — — 6,500 Proceeds from issuance of common stock and exercise of options and warrants 28 — — — 28 Net cash provided by financing activities 6,528 — — — 6,528 Effect of exchange rate changes on cash — — 160 — 160 Net increase in cash, cash equivalents and restricted cash 4,050 82 251 — 4,383 Cash, cash equivalents and restricted cash, beginning of period 41,448 719 3,227 — 45,394 Cash, cash equivalents and restricted cash, end of period $ 45,498 $ 801 $ 3,478 $ — $ 49,777 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,566,006 | $ 1,558,844 |
Accumulated depreciation | (538,650) | (519,125) |
Total property and equipment, net | 1,027,356 | 1,039,719 |
Internally developed and purchased software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 15,974 | 15,005 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 9,968 | 9,875 |
Land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,365 | 3,330 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,896 | 1,893 |
Globalstar System | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,534,803 | 1,528,741 |
Globalstar System | Ground component | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 48,695 | 48,400 |
Globalstar System | First and second-generation satellites in service | Space component | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,211,090 | 1,211,090 |
Globalstar System | Prepaid long-lead items | Space component | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 17,040 | 17,040 |
Globalstar System | Second-generation satellite, on-ground spare | Space component | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 32,481 | 32,481 |
Globalstar System | Construction in progress | Space component | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 452 | 81 |
Globalstar System | Construction in progress | Ground component | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 212,518 | 207,127 |
Globalstar System | Construction in progress | Next-generation software upgrades | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 10,898 | 10,223 |
Globalstar System | Construction in progress | Other | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,629 | $ 2,299 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) (Details) € in Millions | 1 Months Ended |
Jun. 30, 2009EUR (€) | |
Property, Plant and Equipment [Abstract] | |
Payments to acquire machinery and equipment (in euros) | € 12 |
Payments for construction in process (in euros) | € 3.1 |
Property and Equipment - Capita
Property and Equipment - Capitalized Interest and Depreciation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Interest Costs Incurred [Abstract] | ||
Interest costs eligible to be capitalized | $ 12,436 | $ 11,845 |
Interest costs recorded in interest income (expense), net | (8,333) | (8,579) |
Net interest capitalized | 4,103 | 3,266 |
Depreciation expense | $ 19,234 | $ 19,049 |
Long-Term Debt and Other Fina31
Long-Term Debt and Other Financing Arrangements - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2013 |
Principal Amount | |||
Total Debt | $ 656,947 | $ 654,099 | |
Less: Current Portion | 75,755 | 75,755 | |
Long-Term Debt | 581,192 | 578,344 | |
Unamortized Discount and Deferred Financing Costs | 73,688 | 77,820 | |
Carrying Value | |||
Total Debt | 583,259 | 576,279 | |
Less: Current Portion | 75,755 | 75,755 | |
Long-term debt, less current portion | 507,504 | 500,524 | |
Facility Agreement | |||
Principal Amount | |||
Total Debt | 543,011 | 543,011 | |
Unamortized Discount and Deferred Financing Costs | 42,763 | 45,651 | |
Carrying Value | |||
Total Debt | 500,248 | 497,360 | |
Thermo Loan Agreement | |||
Principal Amount | |||
Total Debt | 96,810 | 93,962 | |
Unamortized Discount and Deferred Financing Costs | 28,841 | 29,615 | |
Carrying Value | |||
Total Debt | $ 67,969 | 64,347 | |
8.00% Convertible Senior Notes Issued in 2013 | |||
Debt Instrument [Line Items] | |||
Loan interest rate | 8.00% | 8.00% | |
Principal Amount | |||
Total Debt | $ 17,126 | 17,126 | |
Unamortized Discount and Deferred Financing Costs | 2,084 | 2,554 | |
Carrying Value | |||
Total Debt | $ 15,042 | $ 14,572 |
Long-Term Debt and Other Fina32
Long-Term Debt and Other Financing Arrangements - Facility Agreement (Details) - Facility Agreement - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Jul. 31, 2013 | |
Debt Instrument [Line Items] | ||
Interest above LIBOR rate | 2.75% | |
Percentage of guarantee provided by French export credit agency to lending syndicate | 95.00% | |
Debt service reserve account | $ 37.9 | $ 37.9 |
Domestic Subsidiaries | ||
Debt Instrument [Line Items] | ||
Percentage of equity pledged as collateral | 100.00% | |
Foreign Subsidiaries | ||
Debt Instrument [Line Items] | ||
Percentage of equity pledged as collateral | 65.00% | |
Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate increase | 0.50% | |
Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate increase | 5.75% |
Long-Term Debt and Other Fina33
Long-Term Debt and Other Financing Arrangements - Thermo Loan Agreement (Details) - Thermo Loan Agreement - Thermo $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2017USD ($)$ / shares | |
Debt Instrument [Line Items] | |
Loan interest rate | 12.00% |
Maturity period after full payment of Facility Agreement | 6 months |
Outstanding interest | $ 53.3 |
Debt instrument, convertible, stock price trigger (USD per share) | $ / shares | $ 1.60 |
Debt instrument, convertible, if-converted value in excess of principal | $ 108.6 |
Long-Term Debt and Other Fina34
Long-Term Debt and Other Financing Arrangements - 8.00% Convertible Senior Notes Issued in 2013 (Details) | 3 Months Ended | 12 Months Ended | 46 Months Ended |
Mar. 31, 2017USD ($)$ / shares | Dec. 31, 2013USD ($)shares$ / shares | Mar. 31, 2017USD ($)shares | |
Debt Instrument [Line Items] | |||
Debt conversion, converted instrument, settlement period | 40 days | ||
8.00% Convertible Senior Notes Issued in 2013 | |||
Debt Instrument [Line Items] | |||
Loan interest rate | 8.00% | 8.00% | 8.00% |
Conversion price per share of common stock (USD per share) | $ / shares | $ 0.73 | ||
Number of shares of common stock convertible into (in shares) | shares | 1,370 | ||
Principal Amount Converted | $ 1,000 | ||
Interest rate, payable in cash | 5.75% | ||
Interest rate, payable in additional notes | 2.25% | ||
Debt conversion, converted instrument, amount | $ 39,400,000 | ||
Debt conversion, converted instrument, shares issued (in shares) | shares | 72,100,000 | ||
Debt instrument, convertible, stock price trigger (USD per share) | $ / shares | $ 1.60 | ||
Debt instrument, convertible, if-converted value in excess of principal | $ 20,300,000 |
Long-Term Debt and Other Fina35
Long-Term Debt and Other Financing Arrangements - Warrants Outstanding (Details) - Contingent Equity Agreement - $ / shares shares in Millions | 3 Months Ended | |
Mar. 31, 2017 | Jun. 30, 2012 | |
Class of Warrant or Right [Line Items] | ||
Number of warrants issued (in shares) | 41.5 | |
Exercise price of warrants (USD per share) | $ 0.01 | |
Expiration period | 5 years | |
Warrants outstanding (in shares) | 24.6 | |
Thermo | ||
Class of Warrant or Right [Line Items] | ||
Number of shares issued (in shares) | 16.9 | |
Warrants outstanding (in shares) | 24.6 |
Long-Term Debt and Other Fina36
Long-Term Debt and Other Financing Arrangements - Terrapin Opportunity, L.P. Common Stock Purchase Agreement (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 20 Months Ended | |
Aug. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | |
Debt Instrument [Line Items] | ||||
Maximum value of shares required to be purchased per terms of stock purchase agreement | $ 75,000,000 | |||
Stock purchase agreement term | 24 months | |||
Proceeds from issuance of stock to Terrapin | $ 12,000,000 | $ 6,500,000 | ||
Terrapin | ||||
Debt Instrument [Line Items] | ||||
Number of shares issued (in shares) | 8,866,558 | 67,275,241 | ||
Proceeds from issuance of stock to Terrapin | $ 75,000,000 | |||
Proceeds from lines of credit | $ 12,000,000 |
Derivatives - Schedule of Fair
Derivatives - Schedule of Fair Value of Derivative Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Derivative assets: | ||
Total derivative assets | $ 2 | $ 4 |
Derivative liabilities: | ||
Derivative liabilities, non-current | (277,946) | (281,171) |
Total derivative liabilities | (277,946) | (281,171) |
Interest rate cap | ||
Derivative assets: | ||
Interest rate cap | 2 | 4 |
Compound embedded derivative with the 2013 8.00% Notes | ||
Derivative liabilities: | ||
Derivative liabilities, non-current | (25,505) | (26,664) |
Compound embedded derivative with the Thermo Loan Agreement | ||
Derivative liabilities: | ||
Derivative liabilities, non-current | $ (252,441) | $ (254,507) |
Compound embedded derivative with the 2013 8.00% Notes | ||
Derivatives, Fair Value [Line Items] | ||
Loan interest rate | 8.00% |
Derivatives - Schedule of Deriv
Derivatives - Schedule of Derivative Gain (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative gain (loss) | $ 3,223 | $ (1,344) |
Interest rate cap | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative gain (loss) | (2) | (4) |
Compound embedded derivative with the 2013 8.00% Notes | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative gain (loss) | 1,159 | 449 |
Compound embedded derivative with the Thermo Loan Agreement | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Derivative gain (loss) | $ 2,066 | $ (1,789) |
Compound embedded derivative with the 2013 8.00% Notes | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Loan interest rate | 8.00% |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) $ in Millions | 1 Months Ended | ||
Jun. 30, 2009USD ($)contract | Mar. 31, 2017 | Dec. 31, 2013 | |
8.00% Convertible Senior Notes Issued in 2013 | |||
Derivative [Line Items] | |||
Loan interest rate | 8.00% | 8.00% | |
Interest rate cap | |||
Derivative [Line Items] | |||
Number of Interest rate cap agreements (in contracts) | contract | 5 | ||
Maturity period | 10 years | ||
Interest rate cap | Six-month LIBOR Rate | |||
Derivative [Line Items] | |||
Base rate to be capped, should the Base Rate not exceed 6.50% | 5.50% | ||
Interest on outstanding amounts on the Facility Agreement | 6.50% | ||
Base rate to be lowered from LIBOR, should the base rate exceed 6.50% | 1.00% | ||
Fee for interest rate cap agreements | $ | $ 12.4 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair value, measurements, recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 2 | $ 4 |
Total liabilities measured at fair value | (279,910) | (284,266) |
Fair value, measurements, recurring | Liability for potential stock issuance to Hughes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (1,964) | (2,706) |
Fair value, measurements, recurring | Liability for stock issuance due to legal settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (389) | |
Fair value, measurements, recurring | Interest rate cap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2 | 4 |
Fair value, measurements, recurring | Compound embedded derivative with the 2013 8.00% Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (25,505) | (26,664) |
Fair value, measurements, recurring | Compound embedded derivative with the Thermo Loan Agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (252,441) | (254,507) |
Fair value, measurements, recurring | (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 1) | Liability for potential stock issuance to Hughes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 1) | Liability for stock issuance due to legal settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | |
Fair value, measurements, recurring | (Level 1) | Interest rate cap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 1) | Compound embedded derivative with the 2013 8.00% Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 1) | Compound embedded derivative with the Thermo Loan Agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2 | 4 |
Total liabilities measured at fair value | (1,964) | (3,095) |
Fair value, measurements, recurring | (Level 2) | Liability for potential stock issuance to Hughes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (1,964) | (2,706) |
Fair value, measurements, recurring | (Level 2) | Liability for stock issuance due to legal settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (389) | |
Fair value, measurements, recurring | (Level 2) | Interest rate cap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2 | 4 |
Fair value, measurements, recurring | (Level 2) | Compound embedded derivative with the 2013 8.00% Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 2) | Compound embedded derivative with the Thermo Loan Agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (277,946) | (281,171) |
Fair value, measurements, recurring | (Level 3) | Liability for potential stock issuance to Hughes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 3) | Liability for stock issuance due to legal settlement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | |
Fair value, measurements, recurring | (Level 3) | Interest rate cap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Fair value, measurements, recurring | (Level 3) | Compound embedded derivative with the 2013 8.00% Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | (25,505) | (26,664) |
Fair value, measurements, recurring | (Level 3) | Compound embedded derivative with the Thermo Loan Agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | $ (252,441) | $ (254,507) |
Compound embedded derivative with the 2013 8.00% Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loan interest rate | 8.00% |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) shares in Millions, $ in Millions | Oct. 24, 2016shares | Mar. 31, 2017contractshares | Jun. 30, 2015USD ($) | Apr. 30, 2015USD ($) | Mar. 31, 2017contract | Dec. 31, 2016USD ($) | Dec. 31, 2013 |
Fair Value Measurements [Line Items] | |||||||
Settlement amount | $ 0.4 | ||||||
Stock issued for settlement (in shares) | shares | 1.3 | 0.3 | |||||
Stock issuance settlement period | 40 days | ||||||
8.00% Convertible Senior Notes Issued in 2013 | |||||||
Fair Value Measurements [Line Items] | |||||||
Loan interest rate | 8.00% | 8.00% | 8.00% | ||||
(Level 3) | |||||||
Fair Value Measurements [Line Items] | |||||||
Number of derivatives (in contracts) | contract | 2 | 2 | |||||
Hughes Network Systems LLC | |||||||
Fair Value Measurements [Line Items] | |||||||
Fair value of common stock issued to vendor for payment of invoices | $ 15.5 | $ 15.5 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Significant Quantitative Level 3 Inputs Utilized (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Compound embedded derivative with the 2013 8.00% Notes | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Risk-Free Interest Rate | 1.00% | 1.00% |
Note Conversion Price/Warrant Exercise Price (USD per share) | $ 0.73 | $ 0.73 |
Discount Rate | 25.00% | 25.00% |
Market Price of Common Stock (USD per share) | $ 1.6 | $ 1.58 |
Compound embedded derivative with the 2013 8.00% Notes | Minimum | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Stock Price Volatility | 100.00% | 100.00% |
Compound embedded derivative with the 2013 8.00% Notes | Maximum | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Stock Price Volatility | 105.00% | 110.00% |
Compound embedded derivative with the Thermo Loan Agreement | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Risk-Free Interest Rate | 2.10% | 2.20% |
Note Conversion Price/Warrant Exercise Price (USD per share) | $ 0.73 | $ 0.73 |
Discount Rate | 25.00% | 25.00% |
Market Price of Common Stock (USD per share) | $ 1.6 | $ 1.58 |
Compound embedded derivative with the Thermo Loan Agreement | Minimum | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Stock Price Volatility | 40.00% | 40.00% |
Compound embedded derivative with the Thermo Loan Agreement | Maximum | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Stock Price Volatility | 105.00% | 110.00% |
Compound embedded derivative with the 2013 8.00% Notes | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Loan interest rate | 8.00% |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ (281,171) | $ (239,642) |
Unrealized gain (loss), included in derivative gain (loss) | 3,225 | (1,344) |
Balance at end of period | $ (277,946) | $ (240,986) |
Fair Value Measurements - Fai44
Fair Value Measurements - Fair Value and Carrying Value of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, carrying value | $ 583,259 | $ 576,279 | |
Thermo Loan Agreement | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, carrying value | 67,969 | 64,347 | |
Thermo Loan Agreement | Carrying Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, carrying value | 67,969 | 64,347 | |
Thermo Loan Agreement | Estimated Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument, fair value disclosure | $ 50,622 | 47,874 | |
8.00% Convertible Senior Notes Issued in 2013 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Loan interest rate | 8.00% | 8.00% | |
Long-term debt, carrying value | $ 15,042 | 14,572 | |
8.00% Convertible Senior Notes Issued in 2013 | Carrying Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, carrying value | 15,042 | 14,572 | |
8.00% Convertible Senior Notes Issued in 2013 | Estimated Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt instrument, fair value disclosure | $ 14,845 | $ 14,350 |
Accrued Expenses and Other No45
Accrued Expenses and Other Non-Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Accrued expenses: | ||
Accrued interest | $ 5,669 | $ 381 |
Accrued liability for potential stock issuance to Hughes | 1,964 | 2,706 |
Accrued compensation and benefits | 3,320 | 3,193 |
Accrued property and other taxes | 4,319 | 4,173 |
Accrued customer liabilities and deposits | 3,919 | 3,907 |
Accrued professional and other service provider fees | 3,532 | 2,544 |
Accrued commissions | 928 | 858 |
Accrued telecommunications expenses | 716 | 709 |
Accrued satellite and ground costs | 545 | 2,076 |
Accrued inventory | 584 | 90 |
Accrued liability for legal settlement | 0 | 389 |
Other accrued expenses | 2,023 | 2,136 |
Total accrued expenses | 27,519 | 23,162 |
Non-current liabilities: | ||
Long-term accrued interest | 193 | 99 |
Asset retirement obligation | 1,445 | 1,443 |
Deferred rent and other deferred expense | 420 | 470 |
Liability related to the Cooperative Endeavor Agreement with the State of Louisiana | 405 | 445 |
Foreign tax contingencies | 3,695 | 3,346 |
Capital lease obligations | 33 | 87 |
Total other non-current liabilities | $ 6,191 | $ 5,890 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands, € in Millions, BRL in Millions | Oct. 24, 2016shares | Jun. 24, 2012EUR (€) | May 10, 2012EUR (€) | Jun. 03, 2011satellite | Mar. 31, 2017USD ($)shares | Mar. 31, 2017BRLshares | Oct. 31, 2016USD ($) | Oct. 31, 2016BRL | Jun. 30, 2015USD ($)shares | Apr. 30, 2015USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2017EUR (€) | Mar. 31, 2016USD ($) | Dec. 31, 2016EUR (€) | Dec. 31, 2016USD ($) |
Commitments [Line Items] | |||||||||||||||
Accrued liability for potential stock issuance to Hughes | $ 1,964 | $ 1,964 | $ 2,706 | ||||||||||||
Number of satellites (in satellites) | satellite | 25 | ||||||||||||||
Accrued liability for legal settlement | 0 | 0 | 389 | ||||||||||||
Issuance of common stock for legal settlement | $ 500 | BRL 1.4 | $ 1,400 | BRL 4.5 | 453 | $ 0 | |||||||||
Stock issued for settlement (in shares) | shares | 1,300,000 | 300,000 | 300,000 | ||||||||||||
Ericsson Inc. | |||||||||||||||
Commitments [Line Items] | |||||||||||||||
Purchase obligation due in next twelve months | $ 1,100 | 1,100 | |||||||||||||
Hughes Network Systems LLC | |||||||||||||||
Commitments [Line Items] | |||||||||||||||
Percentage discount when paid In stock | 7.00% | 7.00% | |||||||||||||
Contract amount | $ 15,500 | ||||||||||||||
Share-based goods and nonemployee services transaction, quantity of securities issued (in shares) | shares | 7,400,000 | ||||||||||||||
Fair value of common stock issued to vendor for payment of invoices | $ 15,500 | $ 15,500 | |||||||||||||
Accrued liability for potential stock issuance to Hughes | $ 2,000 | $ 2,000 | $ 2,700 | ||||||||||||
Maintenance, Licensing, and Royalties | |||||||||||||||
Commitments [Line Items] | |||||||||||||||
Long-term purchase commitment, amount (in euros) | € | € 3.6 | ||||||||||||||
Thales Alenia Space | |||||||||||||||
Commitments [Line Items] | |||||||||||||||
Contract termination, damages awarded (in euros) | € | € 51.3 | ||||||||||||||
Contract termination charge (in euros) | € | € 53 | € 17.5 | € 17.5 | ||||||||||||
Gain on release of liability (in euros) | € | € 35.6 | ||||||||||||||
Accrued liability for legal settlement | € | € 17.5 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||
Payables to affiliates | $ 236 | $ 309 | |
Debt instrument, face amount | 656,947 | 654,099 | |
Derivative liabilities | (277,946) | (281,171) | |
Thermo Loan Agreement | |||
Related Party Transaction [Line Items] | |||
Debt instrument, face amount | $ 96,810 | 93,962 | |
Contingent Equity Agreement | |||
Related Party Transaction [Line Items] | |||
Warrants outstanding (in shares) | 24.6 | ||
Compound embedded derivative with the Thermo Loan Agreement | |||
Related Party Transaction [Line Items] | |||
Derivative liabilities | $ (252,441) | $ (254,507) | |
Thermo | |||
Related Party Transaction [Line Items] | |||
Change in fair value related to equity issuance | $ 200 | $ 100 | |
Thermo | Contingent Equity Agreement | |||
Related Party Transaction [Line Items] | |||
Warrants outstanding (in shares) | 24.6 | ||
Thermo | Compound embedded derivative with the Thermo Loan Agreement | |||
Related Party Transaction [Line Items] | |||
Interest Expense, Related Party | $ 2,800 | $ 2,500 |
Accumulated Other Comprehensi48
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Accumulated other comprehensive loss, beginning of period | $ 161,819,000 | |
Other comprehensive loss: | ||
Accumulated other comprehensive loss, end of period | 155,405,000 | |
Reclassification from accumulated other comprehensive income | 0 | $ 0 |
AOCI Attributable to Parent | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Accumulated other comprehensive loss, beginning of period | (5,378,000) | (4,833,000) |
Other comprehensive loss: | ||
Accumulated other comprehensive loss, end of period | (6,199,000) | (5,484,000) |
Accumulated Foreign Currency Adjustment Attributable to Parent | ||
Other comprehensive loss: | ||
Foreign currency translation adjustments | $ (821,000) | $ (651,000) |
Geographic Information - Inform
Geographic Information - Information by Geographic Area Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 24,652 | $ 21,836 |
Service | ||
Segment Reporting Information [Line Items] | ||
Revenues | 21,481 | 18,749 |
Service | United States | ||
Segment Reporting Information [Line Items] | ||
Revenues | 15,277 | 13,269 |
Service | Canada | ||
Segment Reporting Information [Line Items] | ||
Revenues | 3,701 | 3,244 |
Service | Europe | ||
Segment Reporting Information [Line Items] | ||
Revenues | 1,731 | 1,458 |
Service | Central and South America | ||
Segment Reporting Information [Line Items] | ||
Revenues | 650 | 618 |
Service | Others | ||
Segment Reporting Information [Line Items] | ||
Revenues | 122 | 160 |
Subscriber equipment | ||
Segment Reporting Information [Line Items] | ||
Revenues | 3,171 | 3,087 |
Subscriber equipment | United States | ||
Segment Reporting Information [Line Items] | ||
Revenues | 1,781 | 1,304 |
Subscriber equipment | Canada | ||
Segment Reporting Information [Line Items] | ||
Revenues | 715 | 760 |
Subscriber equipment | Europe | ||
Segment Reporting Information [Line Items] | ||
Revenues | 416 | 430 |
Subscriber equipment | Central and South America | ||
Segment Reporting Information [Line Items] | ||
Revenues | 259 | 388 |
Subscriber equipment | Others | ||
Segment Reporting Information [Line Items] | ||
Revenues | $ 0 | $ 205 |
Geographic Information - Info50
Geographic Information - Information by Geographic Area, Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | $ 1,027,356 | $ 1,039,719 |
United States | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | 1,022,964 | 1,035,331 |
Canada | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | 657 | 670 |
Europe | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | 395 | 408 |
Central and South America | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | 3,107 | 3,084 |
Others | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Property and equipment, net | $ 233 | $ 226 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (20,161) | $ (26,947) |
Weighted average common shares outstanding: | ||
Basic (in shares) | 1,113,968 | 1,041,028 |
Diluted (in shares) | 1,113,968 | 1,041,028 |
Net loss per common share: | ||
Basic (USD per share) | $ (0.02) | $ (0.03) |
Diluted (USD per share) | $ (0.02) | $ (0.03) |
Antidilutive shares excluded from computation of earnings per share (in shares) | 212,500 | 204,500 |
Condensed Consolidating Finan52
Condensed Consolidating Financial Information - Narrative (Details) | Mar. 31, 2017 | Dec. 31, 2013 |
8.00% Convertible Senior Notes Issued in 2013 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Loan interest rate | 8.00% | 8.00% |
Condensed Consolidating Stateme
Condensed Consolidating Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue: | ||
Service revenues | $ 21,481 | $ 18,749 |
Subscriber equipment sales | 3,171 | 3,087 |
Total revenue | 24,652 | 21,836 |
Operating expenses: | ||
Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) | 8,974 | 7,591 |
Cost of subscriber equipment sales | 2,096 | 2,178 |
Marketing, general and administrative | 9,490 | 8,610 |
Depreciation, amortization and accretion | 19,294 | 19,155 |
Total operating expenses | 39,854 | 37,534 |
Loss from operations | (15,202) | (15,698) |
Other income (expense): | ||
Gain (loss) on equity issuance | 706 | 151 |
Interest income and expense, net of amounts capitalized | (8,828) | (9,105) |
Derivative gain (loss) | 3,223 | (1,344) |
Equity in subsidiary earnings | 0 | 0 |
Other | (24) | (760) |
Total other income (expense) | (4,923) | (11,058) |
Loss before income taxes | (20,125) | (26,756) |
Income tax expense | 36 | 191 |
Net loss | (20,161) | (26,947) |
Comprehensive income (loss) | (20,982) | (27,598) |
Reportable Legal Entities | Parent Company | ||
Revenue: | ||
Service revenues | 17,612 | 16,938 |
Subscriber equipment sales | 67 | 328 |
Total revenue | 17,679 | 17,266 |
Operating expenses: | ||
Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) | 6,128 | 4,813 |
Cost of subscriber equipment sales | 34 | 144 |
Marketing, general and administrative | 5,659 | 5,174 |
Depreciation, amortization and accretion | 18,951 | 18,772 |
Total operating expenses | 30,772 | 28,903 |
Loss from operations | (13,093) | (11,637) |
Other income (expense): | ||
Gain (loss) on equity issuance | 742 | 151 |
Interest income and expense, net of amounts capitalized | (8,755) | (8,981) |
Derivative gain (loss) | 3,223 | (1,344) |
Equity in subsidiary earnings | (1,933) | (4,351) |
Other | (345) | (785) |
Total other income (expense) | (7,068) | (15,310) |
Loss before income taxes | (20,161) | (26,947) |
Income tax expense | 0 | 0 |
Net loss | (20,161) | (26,947) |
Comprehensive income (loss) | (20,161) | (26,947) |
Reportable Legal Entities | Guarantor Subsidiaries | ||
Revenue: | ||
Service revenues | 9,356 | 7,495 |
Subscriber equipment sales | 2,291 | 1,692 |
Total revenue | 11,647 | 9,187 |
Operating expenses: | ||
Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) | 1,425 | 1,036 |
Cost of subscriber equipment sales | 1,717 | 1,428 |
Marketing, general and administrative | 1,119 | 532 |
Depreciation, amortization and accretion | 282 | 220 |
Total operating expenses | 4,543 | 3,216 |
Loss from operations | 7,104 | 5,971 |
Other income (expense): | ||
Gain (loss) on equity issuance | 0 | 0 |
Interest income and expense, net of amounts capitalized | (8) | (9) |
Derivative gain (loss) | 0 | 0 |
Equity in subsidiary earnings | (3,434) | 3,047 |
Other | (100) | (204) |
Total other income (expense) | (3,542) | 2,834 |
Loss before income taxes | 3,562 | 8,805 |
Income tax expense | 5 | 0 |
Net loss | 3,557 | 8,805 |
Comprehensive income (loss) | 3,557 | 8,805 |
Reportable Legal Entities | Non- Guarantor Subsidiaries | ||
Revenue: | ||
Service revenues | 11,001 | 9,425 |
Subscriber equipment sales | 1,350 | 1,677 |
Total revenue | 12,351 | 11,102 |
Operating expenses: | ||
Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) | 3,173 | 2,895 |
Cost of subscriber equipment sales | 427 | 1,215 |
Marketing, general and administrative | 17,908 | 16,845 |
Depreciation, amortization and accretion | 61 | 281 |
Total operating expenses | 21,569 | 21,236 |
Loss from operations | (9,218) | (10,134) |
Other income (expense): | ||
Gain (loss) on equity issuance | (36) | 0 |
Interest income and expense, net of amounts capitalized | (69) | (105) |
Derivative gain (loss) | 0 | 0 |
Equity in subsidiary earnings | 0 | 0 |
Other | 423 | 276 |
Total other income (expense) | 318 | 171 |
Loss before income taxes | (8,900) | (9,963) |
Income tax expense | 31 | 191 |
Net loss | (8,931) | (10,154) |
Comprehensive income (loss) | (9,751) | (10,808) |
Eliminations | ||
Revenue: | ||
Service revenues | (16,488) | (15,109) |
Subscriber equipment sales | (537) | (610) |
Total revenue | (17,025) | (15,719) |
Operating expenses: | ||
Cost of services (exclusive of depreciation, amortization, and accretion shown separately below) | (1,752) | (1,153) |
Cost of subscriber equipment sales | (82) | (609) |
Marketing, general and administrative | (15,196) | (13,941) |
Depreciation, amortization and accretion | 0 | (118) |
Total operating expenses | (17,030) | (15,821) |
Loss from operations | 5 | 102 |
Other income (expense): | ||
Gain (loss) on equity issuance | 0 | 0 |
Interest income and expense, net of amounts capitalized | 4 | (10) |
Derivative gain (loss) | 0 | 0 |
Equity in subsidiary earnings | 5,367 | 1,304 |
Other | (2) | (47) |
Total other income (expense) | 5,369 | 1,247 |
Loss before income taxes | 5,374 | 1,349 |
Income tax expense | 0 | 0 |
Net loss | 5,374 | 1,349 |
Comprehensive income (loss) | $ 5,373 | $ 1,352 |
Condensed Consolidating Balance
Condensed Consolidating Balance Sheet (Details) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 23,535,000 | $ 10,230,000 |
Accounts receivable | 12,918,000 | 15,219,000 |
Intercompany receivables | 0 | 0 |
Inventory | 8,851,000 | 8,093,000 |
Prepaid expenses and other current assets | 4,829,000 | 4,588,000 |
Total current assets | 50,133,000 | 38,130,000 |
Property and equipment, net | 1,027,356,000 | 1,039,719,000 |
Restricted cash | 37,915,000 | 37,983,000 |
Intercompany notes receivable | 0 | 0 |
Investment in subsidiaries | 0 | 0 |
Intangible and other assets, net | 18,526,000 | 16,782,000 |
Total assets | 1,133,930,000 | 1,132,614,000 |
Current liabilities: | ||
Current portion of long-term debt | 75,755,000 | 75,755,000 |
Debt restructuring fees | 20,795,000 | 20,795,000 |
Accounts payable | 6,208,000 | 7,499,000 |
Accrued contract termination charge | 18,727,000 | 18,451,000 |
Accrued expenses | 27,519,000 | 23,162,000 |
Intercompany payables | 0 | 0 |
Payables to affiliates | 236,000 | 309,000 |
Deferred revenue | 26,867,000 | 26,479,000 |
Total current liabilities | 176,107,000 | 172,450,000 |
Long-term debt, less current portion | 507,504,000 | 500,524,000 |
Employee benefit obligations | 4,917,000 | 4,883,000 |
Intercompany notes payable | 0 | 0 |
Derivative liabilities | 277,946,000 | 281,171,000 |
Deferred revenue | 5,860,000 | 5,877,000 |
Other non-current liabilities | 6,191,000 | 5,890,000 |
Total non-current liabilities | 802,418,000 | 798,345,000 |
Stockholders’ equity (deficit) | 155,405,000 | 161,819,000 |
Total liabilities and stockholders’ equity | 1,133,930,000 | 1,132,614,000 |
Reportable Legal Entities | Parent Company | ||
Current assets: | ||
Cash and cash equivalents | 19,612,000 | 7,259,000 |
Accounts receivable | 5,463,000 | 5,938,000 |
Intercompany receivables | 918,869,000 | 897,691,000 |
Inventory | 2,230,000 | 2,266,000 |
Prepaid expenses and other current assets | 2,078,000 | 1,570,000 |
Total current assets | 948,252,000 | 914,724,000 |
Property and equipment, net | 1,019,154,000 | 1,031,623,000 |
Restricted cash | 37,915,000 | 37,983,000 |
Intercompany notes receivable | 8,500,000 | 8,901,000 |
Investment in subsidiaries | (281,910,000) | (280,557,000) |
Intangible and other assets, net | 16,103,000 | 15,259,000 |
Total assets | 1,748,014,000 | 1,727,933,000 |
Current liabilities: | ||
Current portion of long-term debt | 75,755,000 | 75,755,000 |
Debt restructuring fees | 20,795,000 | 20,795,000 |
Accounts payable | 2,529,000 | 2,624,000 |
Accrued contract termination charge | 18,727,000 | 18,451,000 |
Accrued expenses | 14,932,000 | 10,573,000 |
Intercompany payables | 654,878,000 | 636,336,000 |
Payables to affiliates | 236,000 | 309,000 |
Deferred revenue | 1,328,000 | 1,576,000 |
Total current liabilities | 789,180,000 | 766,419,000 |
Long-term debt, less current portion | 507,504,000 | 500,524,000 |
Employee benefit obligations | 4,917,000 | 4,883,000 |
Intercompany notes payable | 6,436,000 | 6,435,000 |
Derivative liabilities | 277,946,000 | 281,171,000 |
Deferred revenue | 5,560,000 | 5,567,000 |
Other non-current liabilities | 1,066,000 | 1,115,000 |
Total non-current liabilities | 803,429,000 | 799,695,000 |
Stockholders’ equity (deficit) | 155,405,000 | 161,819,000 |
Total liabilities and stockholders’ equity | 1,748,014,000 | 1,727,933,000 |
Reportable Legal Entities | Guarantor Subsidiaries | ||
Current assets: | ||
Cash and cash equivalents | 689,000 | 1,327,000 |
Accounts receivable | 4,730,000 | 6,340,000 |
Intercompany receivables | 697,182,000 | 678,707,000 |
Inventory | 5,274,000 | 4,354,000 |
Prepaid expenses and other current assets | 936,000 | 955,000 |
Total current assets | 708,811,000 | 691,683,000 |
Property and equipment, net | 3,808,000 | 3,708,000 |
Restricted cash | 0 | 0 |
Intercompany notes receivable | 0 | 0 |
Investment in subsidiaries | 75,608,000 | 73,029,000 |
Intangible and other assets, net | 108,000 | 128,000 |
Total assets | 788,335,000 | 768,548,000 |
Current liabilities: | ||
Current portion of long-term debt | 0 | 0 |
Debt restructuring fees | 0 | 0 |
Accounts payable | 2,421,000 | 3,490,000 |
Accrued contract termination charge | 0 | 0 |
Accrued expenses | 6,203,000 | 5,884,000 |
Intercompany payables | 761,024,000 | 750,084,000 |
Payables to affiliates | 0 | 0 |
Deferred revenue | 19,346,000 | 19,304,000 |
Total current liabilities | 788,994,000 | 778,762,000 |
Long-term debt, less current portion | 0 | 0 |
Employee benefit obligations | 0 | 0 |
Intercompany notes payable | 0 | 0 |
Derivative liabilities | 0 | 0 |
Deferred revenue | 286,000 | 299,000 |
Other non-current liabilities | 326,000 | 325,000 |
Total non-current liabilities | 612,000 | 624,000 |
Stockholders’ equity (deficit) | (1,271,000) | (10,838,000) |
Total liabilities and stockholders’ equity | 788,335,000 | 768,548,000 |
Reportable Legal Entities | Non- Guarantor Subsidiaries | ||
Current assets: | ||
Cash and cash equivalents | 3,234,000 | 1,644,000 |
Accounts receivable | 2,725,000 | 2,941,000 |
Intercompany receivables | 38,410,000 | 32,040,000 |
Inventory | 1,347,000 | 1,473,000 |
Prepaid expenses and other current assets | 1,815,000 | 2,063,000 |
Total current assets | 47,531,000 | 40,161,000 |
Property and equipment, net | 4,389,000 | 4,384,000 |
Restricted cash | 0 | 0 |
Intercompany notes receivable | 6,436,000 | 6,436,000 |
Investment in subsidiaries | 36,861,000 | 36,146,000 |
Intangible and other assets, net | 2,327,000 | 1,407,000 |
Total assets | 97,544,000 | 88,534,000 |
Current liabilities: | ||
Current portion of long-term debt | 0 | 0 |
Debt restructuring fees | 0 | 0 |
Accounts payable | 1,258,000 | 1,385,000 |
Accrued contract termination charge | 0 | 0 |
Accrued expenses | 6,384,000 | 6,705,000 |
Intercompany payables | 238,520,000 | 221,980,000 |
Payables to affiliates | 0 | 0 |
Deferred revenue | 6,193,000 | 5,599,000 |
Total current liabilities | 252,355,000 | 235,669,000 |
Long-term debt, less current portion | 0 | 0 |
Employee benefit obligations | 0 | 0 |
Intercompany notes payable | 8,500,000 | 8,901,000 |
Derivative liabilities | 0 | 0 |
Deferred revenue | 14,000 | 11,000 |
Other non-current liabilities | 4,799,000 | 4,450,000 |
Total non-current liabilities | 13,313,000 | 13,362,000 |
Stockholders’ equity (deficit) | (168,124,000) | (160,497,000) |
Total liabilities and stockholders’ equity | 97,544,000 | 88,534,000 |
Eliminations | ||
Current assets: | ||
Cash and cash equivalents | 0 | 0 |
Accounts receivable | 0 | 0 |
Intercompany receivables | (1,654,461,000) | (1,608,438,000) |
Inventory | 0 | 0 |
Prepaid expenses and other current assets | 0 | 0 |
Total current assets | (1,654,461,000) | (1,608,438,000) |
Property and equipment, net | 5,000 | 4,000 |
Restricted cash | 0 | 0 |
Intercompany notes receivable | (14,936,000) | (15,337,000) |
Investment in subsidiaries | 169,441,000 | 171,382,000 |
Intangible and other assets, net | (12,000) | (12,000) |
Total assets | (1,499,963,000) | (1,452,401,000) |
Current liabilities: | ||
Current portion of long-term debt | 0 | 0 |
Debt restructuring fees | 0 | 0 |
Accounts payable | 0 | 0 |
Accrued contract termination charge | 0 | 0 |
Accrued expenses | 0 | 0 |
Intercompany payables | (1,654,422,000) | (1,608,400,000) |
Payables to affiliates | 0 | 0 |
Deferred revenue | 0 | 0 |
Total current liabilities | (1,654,422,000) | (1,608,400,000) |
Long-term debt, less current portion | 0 | 0 |
Employee benefit obligations | 0 | 0 |
Intercompany notes payable | (14,936,000) | (15,336,000) |
Derivative liabilities | 0 | 0 |
Deferred revenue | 0 | 0 |
Other non-current liabilities | 0 | 0 |
Total non-current liabilities | (14,936,000) | (15,336,000) |
Stockholders’ equity (deficit) | 169,395,000 | 171,335,000 |
Total liabilities and stockholders’ equity | $ (1,499,963,000) | $ (1,452,401,000) |
Condensed Consolidating State55
Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Condensed Financial Statements, Captions [Line Items] | ||
Cash flows provided by (used in) operating activities | $ 5,310 | $ 2,603 |
Cash flows used in investing activities: | ||
Second-generation network costs (including interest) | (2,300) | (1,598) |
Property and equipment additions | (1,004) | (2,949) |
Purchase of intangible assets | (784) | (361) |
Net cash used in investing activities | (4,088) | (4,908) |
Cash flows provided by financing activities: | ||
Proceeds from issuance of stock to Terrapin | 12,000 | 6,500 |
Proceeds from issuance of common stock and exercise of options and warrants | 18 | 28 |
Net cash provided by financing activities | 12,018 | 6,528 |
Effect of exchange rate changes on cash | (3) | 160 |
Net increase in cash, cash equivalents and restricted cash | 13,237 | 4,383 |
Cash, cash equivalents and restricted cash, beginning of period | 48,213 | 45,394 |
Cash, cash equivalents and restricted cash, end of period | 61,450 | 49,777 |
Reportable Legal Entities | Parent Company | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash flows provided by (used in) operating activities | 4,000 | 1,175 |
Cash flows used in investing activities: | ||
Second-generation network costs (including interest) | (2,274) | (1,560) |
Property and equipment additions | (711) | (1,732) |
Purchase of intangible assets | (748) | (361) |
Net cash used in investing activities | (3,733) | (3,653) |
Cash flows provided by financing activities: | ||
Proceeds from issuance of stock to Terrapin | 12,000 | 6,500 |
Proceeds from issuance of common stock and exercise of options and warrants | 18 | 28 |
Net cash provided by financing activities | 12,018 | 6,528 |
Effect of exchange rate changes on cash | 0 | 0 |
Net increase in cash, cash equivalents and restricted cash | 12,285 | 4,050 |
Cash, cash equivalents and restricted cash, beginning of period | 45,242 | 41,448 |
Cash, cash equivalents and restricted cash, end of period | 57,527 | 45,498 |
Reportable Legal Entities | Guarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash flows provided by (used in) operating activities | (354) | 1,218 |
Cash flows used in investing activities: | ||
Second-generation network costs (including interest) | 0 | 0 |
Property and equipment additions | (284) | (1,136) |
Purchase of intangible assets | 0 | |
Net cash used in investing activities | (284) | (1,136) |
Cash flows provided by financing activities: | ||
Proceeds from issuance of stock to Terrapin | 0 | 0 |
Proceeds from issuance of common stock and exercise of options and warrants | 0 | 0 |
Net cash provided by financing activities | 0 | 0 |
Effect of exchange rate changes on cash | 0 | 0 |
Net increase in cash, cash equivalents and restricted cash | (638) | 82 |
Cash, cash equivalents and restricted cash, beginning of period | 1,327 | 719 |
Cash, cash equivalents and restricted cash, end of period | 689 | 801 |
Reportable Legal Entities | Non- Guarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash flows provided by (used in) operating activities | 1,664 | 210 |
Cash flows used in investing activities: | ||
Second-generation network costs (including interest) | (26) | (38) |
Property and equipment additions | (9) | (81) |
Purchase of intangible assets | (36) | |
Net cash used in investing activities | (71) | (119) |
Cash flows provided by financing activities: | ||
Proceeds from issuance of stock to Terrapin | 0 | 0 |
Proceeds from issuance of common stock and exercise of options and warrants | 0 | 0 |
Net cash provided by financing activities | 0 | 0 |
Effect of exchange rate changes on cash | (3) | 160 |
Net increase in cash, cash equivalents and restricted cash | 1,590 | 251 |
Cash, cash equivalents and restricted cash, beginning of period | 1,644 | 3,227 |
Cash, cash equivalents and restricted cash, end of period | 3,234 | 3,478 |
Eliminations | ||
Condensed Financial Statements, Captions [Line Items] | ||
Cash flows provided by (used in) operating activities | 0 | 0 |
Cash flows used in investing activities: | ||
Second-generation network costs (including interest) | 0 | 0 |
Property and equipment additions | 0 | 0 |
Purchase of intangible assets | 0 | |
Net cash used in investing activities | 0 | 0 |
Cash flows provided by financing activities: | ||
Proceeds from issuance of stock to Terrapin | 0 | 0 |
Proceeds from issuance of common stock and exercise of options and warrants | 0 | 0 |
Net cash provided by financing activities | 0 | 0 |
Effect of exchange rate changes on cash | 0 | 0 |
Net increase in cash, cash equivalents and restricted cash | 0 | 0 |
Cash, cash equivalents and restricted cash, beginning of period | 0 | 0 |
Cash, cash equivalents and restricted cash, end of period | $ 0 | $ 0 |
Uncategorized Items - gsat-2017
Label | Element | Value |
Restricted Cash | gsat_RestrictedCash | $ 37,983,000 |
Restricted Cash | gsat_RestrictedCash | $ 37,915,000 |