1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the quarter ended
MARCH 31, 1997
ORBITAL SCIENCES CORPORATION
Commission file number 0-18287
DELAWARE 06-1209561
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(State of Incorporation) (IRS Identification number)
21700 ATLANTIC BOULEVARD
DULLES, VIRGINIA 20166 (703) 406-5000
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(Address of principal executive offices) (Telephone number)
The registrant has (1) filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the preceding 12 months,
and (2) has been subject to such filing requirements for the past 90 days.
As of April 30, 1997, 32,109,716 shares of the registrant's common stock were
outstanding.
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PART 1
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ORBITAL SCIENCES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED; IN THOUSANDS, EXCEPT SHARE DATA)
A S S E T S
-----------
MARCH 31, DECEMBER 31,
1997 1996
-------------- -----------------
CURRENT ASSETS:
Cash and cash equivalents $29,249 $26,859
Short-term investments, at market 10,022 5,827
Receivables, net 147,381 144,774
Inventories, net 23,459 27,159
Deferred income taxes and other assets 7,723 6,475
--------------- -----------------
TOTAL CURRENT ASSETS 217,834 211,094
PROPERTY, PLANT AND EQUIPMENT, AT COST, LESS ACCUMULATED
depreciation and amortization of $71,607 and $68,161, respectively 102,130 102,673
SATELLITE SYSTEMS, AT COST, LESS ACCUMULATED
depreciation of $1,593 and $1,373, respectively 27,907 25,189
INVESTMENTS IN AFFILIATES, NET 86,252 86,524
EXCESS OF PURCHASE PRICE OVER NET ASSETS ACQUIRED,
less accumulated amortization of $16,963 and $15,972, respectively 68,688 69,512
DEFERRED INCOME TAXES AND OTHER ASSETS 12,310 9,720
-------------- -----------------
TOTAL ASSETS $515,121 $504,712
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LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES:
Short-term borrowings and current portion of
long-term obligations $40,902 $38,519
Accounts payable 29,272 25,789
Accrued expenses 33,698 32,372
Deferred revenue 34,416 30,741
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TOTAL CURRENT LIABILITIES 138,288 127,421
LONG-TERM OBLIGATIONS, NET OF CURRENT PORTION 29,346 33,076
OTHER LIABILITIES 14,009 15,523
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TOTAL LIABILITIES 181,643 176,020
NON-CONTROLLING INTERESTS IN
NET ASSETS OF CONSOLIDATED SUBSIDIARIES (2,356) (1,810)
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred Stock, par value $.01; 10,000,000 shares authorized:
Series A Special Voting Preferred Stock, one share authorized and outstanding - -
Class B Preferred Stock, 10,000 shares authorized and outstanding - -
Common Stock, par value $.01; 40,000,000 shares authorized,
32,209,013 and 32,160,598 shares outstanding,
after deducting 15,735 shares held in treasury 322 322
Additional paid-in capital 324,034 323,592
Unrealized gains (losses) on short-term investments (6) 14
Cumulative translation adjustment (3,865) (3,681)
Retained earnings 15,349 10,255
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TOTAL STOCKHOLDERS' EQUITY 335,834 330,502
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $515,121 $504,712
============== =================
SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
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ORBITAL SCIENCES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited; in thousands, except share data)
FOR THE THREE MONTHS ENDED
MARCH 31,
------------------------------------
1997 1996
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REVENUES $122,112 $104,894
COSTS OF GOODS SOLD 88,434 72,582
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GROSS PROFIT 33,678 32,312
RESEARCH AND DEVELOPMENT EXPENSES 7,012 6,378
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 19,878 19,265
AMORTIZATION OF EXCESS OF PURCHASE PRICE OVER
NET ASSETS ACQUIRED 741 797
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INCOME FROM OPERATIONS 6,047 5,872
NET INVESTMENT INCOME (EXPENSE) 260 (635)
EQUITY IN LOSSES OF AFFILIATES (1,268) (2,018)
NON-CONTROLLING INTERESTS IN LOSSES
OF CONSOLIDATED SUBSIDIARIES 621 257
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INCOME BEFORE PROVISION FOR INCOME TAXES 5,660 3,476
PROVISION FOR INCOME TAXES 566 348
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NET INCOME $5,094 $3,128
============ ============
NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE $0.16 $0.12
SHARES USED IN COMPUTING NET INCOME
PER COMMON AND COMMON EQUIVALENT SHARE 32,819,432 27,154,259
============ ============
NET INCOME PER COMMON SHARE, ASSUMING FULL DILUTION $0.16 $0.12
SHARES USED IN COMPUTING NET INCOME
PER COMMON SHARE, ASSUMING FULL DILUTION 32,819,432 31,050,110
============ ============
SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
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ORBITAL SCIENCES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
FOR THE THREE MONTHS ENDED
MARCH 31,
-----------------------------
1997 1996
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CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME $5,094 $3,128
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH
PROVIDED BY (USED IN) OPERATING ACTIVITIES:
Depreciation and amortization expense 6,461 6,117
Equity in losses of affiliates 1,268 2,018
Non-controlling interests in losses of consolidated subsidiaries (621) (257)
Foreign currency translation adjustment (184) (393)
CHANGES IN ASSETS AND LIABILITIES:
(Increase) decrease in receivables (5,780) (10,410)
(Increase) decrease in inventories 3,700 (106)
(Increase) decrease in other current assets (1,454) (526)
(Increase) decrease in other non-current assets (2,515) (1,736)
Increase (decrease) in accounts payable and accrued expenses 4,892 (7,901)
Increase (decrease) in deferred revenue 4,201 (1,017)
Increase (decrease) in other liabilities (1,514) (2,975)
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NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 13,547 (14,058)
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CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (2,995) (4,040)
Investments in satellite systems (1,738) (1,603)
Purchases of available-for-sale investment securities (9,454) --
Sales of available-for-sale investment securities 553 8,543
Maturities of available-for-sale investment securities 4,686 --
Investments in affiliates (1,304) (7,174)
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NET CASH USED IN INVESTING ACTIVITIES (10,252) (4,274)
------------- -------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Short-term borrowings, net of repayments 3,350 12,700
Principal payments on long-term obligations (4,697) (3,452)
Net proceeds from issuances of common stock to employees 442 429
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NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (905) 9,677
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 2,390 (8,655)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 26,859 15,317
------------- -------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $29,249 $6,662
============= =============
SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
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ORBITAL SCIENCES CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1997 AND 1996
(UNAUDITED)
BASIS OF PRESENTATION
In the opinion of management, the accompanying unaudited interim
financial information reflects all adjustments, consisting of normal recurring
accruals, necessary for a fair presentation thereof. Certain information and
footnote disclosure normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to instructions, rules and regulations prescribed by the
Securities and Exchange Commission ("SEC"). Although the company believes that
the disclosures provided are adequate to make the information presented not
misleading, these unaudited interim condensed consolidated financial statements
should be read in conjunction with the audited consolidated financial
statements and the footnotes thereto included in the company's Annual Report on
Form 10-K for the year ended December 31, 1996. Operating results for the
three-month period ended March 31, 1997 are not necessarily indicative of the
results expected for the full year.
Orbital Sciences Corporation is hereafter referred to as "Orbital" or the
"company."
(1) Common Stock and Income Per Share
Income per common and common equivalent share ("primary EPS") is
calculated using the weighted average number of common and common
equivalent shares, to the extent dilutive, outstanding during the
periods. Income per common share assuming full dilution
("fully-diluted EPS") is calculated using the weighted average number
of common and common equivalent shares outstanding during the periods.
Any reduction of less than three percent in the aggregate has not been
considered dilutive in the calculation and presentation of income per
common share assuming full dilution.
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 128 ("SFAS No. 128"),
"Earnings Per Share." SFAS No. 128 provides new procedures for the
computation, presentation and disclosure of primary EPS and
fully-diluted EPS, simplifying the calculations and making them more
comparable with international accounting standards. Pursuant to SFAS
No. 128, the company will adopt the new requirements in the fourth
quarter of 1997, restating all prior periods. The company expects
that the adoption of SFAS No. 128 will not materially impact 1997 EPS
or previously reported amounts.
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(2) Income Taxes
The company has recorded its interim income tax provision based on
estimates of the company's effective tax rate expected to be
applicable for the full fiscal year. Estimated effective rates
recorded during interim periods may be periodically revised, if
necessary, to reflect current estimates.
(3) Reclassifications
Certain reclassifications have been made to the 1996 condensed
consolidated financial statements to conform to the 1997 condensed
consolidated financial statement presentation.
(4) Subsequent Events
On May 8, 1997, the company's subsidiary, Orbital Imaging Corporation
("ORBIMAGE"), completed a private placement of 300,100 shares of
convertible preferred stock, raising approximately $30,010,000. On
that date, Orbital also increased its common equity investment in
ORBIMAGE, bringing its total equity invested to approximately
$88,000,000. Pursuant to the terms of the sale of the preferred
stock, Orbital no longer controls ORBIMAGE's financial and operational
affairs and, accordingly, will no longer consolidate ORBIMAGE's
financial results.
On May 7, 1997, the company borrowed $25,000,000 from a syndicate of
six banks under a six-month credit facility. The facility bears
interest at approximately 8.25%, and expires on October 24, 1997.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 1997 AND 1996
Statements included in this discussion relating to future revenues, sales,
expenses, growth rates, net income, new business, operational performance,
schedules, sources and uses of funds, and the level of the company's investment
in satellite imaging projects and the ORBCOMM business are forward-looking
statements that involve risks and uncertainties. Factors that may cause the
actual results, performance or achievements of the company to differ materially
from any future results, performance, achievements, or investments expressed or
implied by such forward-looking statements include, among other things, general
and economic business conditions, launch success, product performance,
availability of required capital, market acceptance of new products and
technologies and other factors more fully described in Exhibit 99 to this
Report on Form 10-Q.
The company's products and services are grouped into three business sectors:
Space and Ground Infrastructure Systems, Satellite Access Products, and
Satellite-Delivered Services. Space and Ground Infrastructure includes Launch
Systems, Satellites, Electronics and Sensor Systems, and Ground Systems. The
company's Satellite Access Products sector consists of satellite-based
navigation and communications products. The company's Satellite-Delivered
Services sector includes satellite-based, two-way mobile data communications
services and satellite-based imagery services.
REVENUES. Orbital's revenues for the three-month periods ended March 31, 1997
and 1996 were $122,112,000 and $104,894,000, respectively.
Space and Ground Infrastructure Systems
Revenues from the company's Space and Ground Infrastructure Systems totaled
$106,199,000 and $81,661,000 for the three months ended March 31, 1997 and
1996, respectively. Revenues from the company's launch systems increased to
$29,894,000 in the first quarter of 1997, from $19,317,000 in the first quarter
of 1996. The significant increase in revenues in 1997 compared to a year ago is
attributable to increased revenues from the company's Taurus launch vehicle
program, and from the resumption of production and launch of the company's
Pegasus launch vehicle. Additionally, the company generated significantly more
revenues in the 1997 first quarter for work performed on the X-34 reusable
launch vehicle. During 1997, Orbital has carried out six successful space
missions, including five suborbital missions and a successful Pegasus launch
from the Canary Islands, Spain. Orbital expects total 1997 launch systems
revenues to exceed total 1996 launch systems revenues.
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For the three months ended March 31, 1997, satellite revenues increased to
$30,803,000 from $22,559,000 in the first quarter of 1996. The increase in
satellite sales is primarily due to additional revenues generated from new
satellite orders received in the second half of 1996. Revenues for the three
months ended March 31, 1997 include sales to ORBCOMM Global, L.P. ("ORBCOMM"),
a Delaware limited partnership in which Orbital holds a 50% equity interest, of
$11,500,000 as compared to first quarter 1996 sales to ORBCOMM of $13,700,000.
The company expects revenues from satellites to continue to exceed 1996
revenues on a quarterly basis, throughout the remainder of 1997.
Revenues from electronics and sensor systems were approximately $28,066,000 for
the three months ended March 31, 1997 as compared to $16,479,000 in the
comparable 1996 period. The significant increase in revenues is primarily a
result of work performed on defense electronics and transportation management
systems orders received during the second half of 1996. Orbital expects sales
of electronics and sensor systems to continue to exceed 1996 levels, throughout
the remainder of 1997 due to the new orders received during the second half of
1996.
Revenues from the company's ground systems products were $17,436,000 in the
first quarter of 1997 as compared to $23,306,000 in the 1996 quarter. The 1996
first quarter revenues include approximately $4,500,000 of sales generated by
the company's former subsidiary, The PSC Communications Group Inc. ("PSC"); the
company sold substantially all the assets of PSC during the fourth quarter of
1996. The remaining slight decrease in ground systems products revenues during
the first quarter of 1997 is primarily a result of the company nearing
completion of a large defense contract for the Canadian government. The
company expects 1997 annual ground systems products revenue to slightly exceed
1996 annual revenues, excluding the revenues attributable to PSC, due to new
orders received during the fourth quarter of 1996.
Satellite Access Products
Revenues from sales of navigation and communications products decreased to
$15,646,000 for the 1997 first quarter as compared to $22,768,000 for the
comparable 1996 period. The first quarter of 1996 reflected strong sales
resulting from the company closing out a large number of orders that could not
be completed in the previous quarter (fourth quarter of 1995) due to a shortage
of available components. Revenues for the first quarter of 1997 are generally
consistent with, or higher than, the immediately preceding two quarters. The
company anticipates the introduction of several new navigation and
communications products during the remainder of 1997. Should such products
achieve anticipated market acceptance, the company expects navigation and
communications products revenues to increase from the first quarter 1997
amounts.
Satellite-Delivered Services
The company's ORBCOMM and ORBIMAGE start-up businesses generated service
revenues of approximately $267,000 in the 1997 first quarter as compared to
$465,000 in the first quarter of 1996. Significant revenues from either
business are not expected until 1998.
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GROSS PROFIT. Gross profit depends on a number of factors, including the
company's mix of contract types and costs incurred thereon in relation to
estimated costs. The company's gross profit for the first quarter of 1997 was
$33,678,000 as compared to $32,312,000 in the 1996 first quarter. Gross profit
margin as a percentage of sales for those periods was approximately 27.6% and
30.8%, respectively. The decreased gross profit margin as a percentage of
sales in 1997 is primarily attributable to completing work on certain lower
margin launch vehicle contracts and to increased revenues generated from lower
margin transportation management systems products. The company expects that
its gross profit margin for the remainder of 1997 will be generally consistent
with the margin achieved during the first quarter.
RESEARCH AND DEVELOPMENT EXPENSES. Research and development expenses represent
Orbital's self-funded product development activities, and exclude direct
customer-funded development. Research and development expenses during the
three-month periods ended March 31, 1997 and 1996 were $7,012,000 and
$6,378,000, respectively. Research and development expenses in both quarters
relate primarily to the development of new or improved navigation and
communications products, improved launch vehicles and new satellite
initiatives. The company expects its research and development expenditures, on
a quarterly basis, for the rest of 1997 to be lower than the first quarter of
1997. Additionally, the company expects total 1997 expenditures to be slightly
lower than 1996 expenditures both as a percentage of revenues and in absolute
dollars.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses include the costs of marketing, advertising,
promotional and other selling expenses as well as the costs of the finance,
administrative and general management functions of the company. Selling,
general and administrative expenses for the first quarters of 1997 and 1996
were $19,878,000 (or 16.3% of revenues) and $19,265,000 (or 18.4% of revenues),
respectively. The decrease in selling, general and administrative expenses as
a percentage of revenues during 1997 as compared to 1996 was primarily
attributable to substantial revenue growth, particularly in launch vehicles and
defense electronics, with only a modest growth in selling, general and
administrative expenses. The company expects selling, general and
administrative expenses as a percentage of revenues during the remainder of
1997 to be higher than the percentage attained during the first quarter of 1997
but still lower than 1996 levels.
INTEREST INCOME AND INTEREST EXPENSE. Net interest income was $260,000 for the
three months ended March 31, 1997 as compared to net interest expense of
$635,000 in the 1996 first quarter. Interest income for the periods reflects
interest earnings on short-term investments. Interest expense in 1997 is
primarily for outstanding amounts on Orbital's revolving credit facilities and
on other secured and unsecured debt. In 1996, interest expense included
interest on the company's convertible debentures, which were converted to
common stock in August 1996. Interest expense has been reduced by capitalized
interest of $1,313,000 and $1,682,000 in 1997 and 1996, respectively. The
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company expects net interest expense for the remainder of 1997 to be less than
1996, primarily as a result of the conversion of the convertible debentures in
1996.
EQUITY IN EARNINGS (LOSSES) OF AFFILIATES AND NON-CONTROLLING INTERESTS IN
CONSOLIDATED SUBSIDIARIES. Equity in earnings (losses) of affiliates and
non-controlling interests in (earnings) losses of consolidated subsidiaries for
the first quarters of 1997 and 1996 were ($647,000) and ($1,761,000),
respectively. These amounts primarily represent (i) elimination of 50% of the
profits on sales of infrastructure products to ORBCOMM, (ii) the company's pro
rata share of ORBCOMM's and ORBCOMM International Partners L.P.'s current
period earnings and losses and (iii) non-controlling shareholders' pro rata
share of ORBCOMM USA L.P.'s current period earnings and losses. The company
expects ORBCOMM's losses to increase during the remainder of 1997 and further
in 1998. As a result, the company expects its share of ORBCOMM Global's losses
to increase from 1996 amounts.
Based on the terms of the sale of ORBIMAGE preferred stock discussed below, the
company will record its share of ORBIMAGE's start-up losses as Equity in Losses
of Affiliates beginning in the second quarter of 1997.
PROVISION FOR INCOME TAXES. The company recorded an income tax provision of
$566,000 and $348,000 for the three month periods ended March 31, 1997 and
1996, respectively. The company records its interim income tax provisions
based on estimates of the company's effective tax rate expected to be
applicable for the full fiscal year. Estimated effective rates recorded during
interim periods may be periodically revised, if necessary, to reflect current
estimates.
At December 31, 1996, Orbital had approximately $120,000,000 and $3,000,000 of
net operating loss and tax credit carryforwards, respectively, which are
available to reduce future income tax obligations, subject to certain annual
limitations and other restrictions.
LIQUIDITY AND CAPITAL RESOURCES
The company's growth has required substantial capital to fund both an expanding
business base and significant research and development and capital
expenditures. The company has funded these requirements to date, and expects
to fund its requirements in the future, through cash generated by operations,
working capital, loan facilities, asset-based financings, joint venture
arrangements, and private and public equity and debt offerings. Additionally,
the company has historically made strategic acquisitions of businesses and
routinely evaluates potential acquisition candidates. The company expects to
continue to pursue potential acquisitions that it believes would enhance its
businesses. The company has historically financed its acquisitions, and
expects to finance its future acquisitions, through cash on hand, cash
generated by operations, the issuance of debt and/or equity securities, and/or
asset-based financings.
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Cash, cash equivalents and short-term investments were $29,249,000 at March 31,
1997, and the company had short-term and long-term debt obligations outstanding
of approximately $70,248,000. The outstanding debt relates primarily to
advances under the company's line of credit facilities, secured and unsecured
notes, and fixed asset financings.
Orbital's $20,000,000 unsecured note agreement was amended during the first
quarter of 1997 primarily to permit future investments by the company in
ORBIMAGE. In connection with this amendment, the interest rate on the note was
increased from 11 1/2% to 12% effective March 31, 1997.
The company's primary revolving credit facility provides for total borrowings
from an international syndicate of six banks ("credit facility bank group") of
up to $65,000,000, subject to a defined borrowing base comprised of certain
contract receivables. Approximately $5,000,000 of borrowings were outstanding
under the facility at March 31, 1997, and the available facility limit was
approximately $31,000,000. At March 31, 1997, the average interest rate on
outstanding borrowings under this facility was approximately 7.75%. Borrowings
are secured by contract receivables and certain other assets. The facility
prohibits the payment of dividends and contains certain covenants with respect
to the company's working capital, fixed charge ratio, leverage ratio and
tangible net worth, and expires in September 1997. The company is currently in
discussions with the credit facility bank group to replace the credit facility
with a new facility which would include similar terms and provide an increased
borrowing capacity. The company (or its subsidiaries) also maintains two
additional, smaller revolving credit facilities, under which approximately
$29,500,000 was outstanding March 31, 1997. The borrowing capacity of the two
additional agreements is approximately $35,000,000.
The company's operations provided net cash of approximately $13,500,000 in the
first quarter of 1997. The company expects quarterly cash provided by
operations during the remainder of 1997 to be significantly less than the
amount achieved during the first quarter. During the first quarter, the
company invested approximately $1,310,000 in ORBCOMM (consisting solely of
capitalized interest costs), incurred $1,738,000 in capital expenditures
related to ORBIMAGE, and incurred approximately $2,995,000 in capital
expenditures for office equipment and various spacecraft, launch vehicle and
other production and test equipment.
On May 8, 1997, the company's subsidiary, ORBIMAGE, completed a private
placement of 300,100 shares of convertible preferred stock, raising
approximately $30,010,000. On that date, Orbital also increased its common
equity investment in ORBIMAGE, bringing its total equity to approximately
$88,000,000.
ORBIMAGE currently expects that it will require approximately $65,000,000 in
additional financing to fund fully its current business plan. To the extent
some or all of the additional funding can not be raised, Orbital has agreed to
provide up to $50,000,000
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(up to $30,000,000 by December 31, 1997 and up to $20,000,000 by June 30, 1998)
for two different classes of preferred stock.
On May 7, 1997, the company borrowed $25,000,000 under a six-month credit
facility from the credit facility bank group. The facility bears interest at
approximately 8.25%, and expires on October 24, 1997. The company anticipates
repaying the loan with proceeds from an expanded revolving credit facility with
the same bank group.
Orbital expects that its capital needs for the remainder of 1997 will in part
be provided by working capital, cash flows from operations, existing and
planned credit facilities, customer financings and operating lease
arrangements. The company may also consider new debt financings to realign its
debt structure and to fund its currently planned operations and capital
requirements through 1997.
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PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not applicable.
ITEM 2. CHANGES IN SECURITIES
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits - A complete listing of exhibits required is
given in the Exhibit Index that precedes the exhibits
filed with this report.
(b) Not applicable.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ORBITAL SCIENCES CORPORATION
DATED: May 14, 1997 By: /s/ David W. Thompson
---------------------------------------------
David W. Thompson, President
and Chief Executive Officer
DATED: May 14, 1997 By: /s/ Jeffrey V. Pirone
---------------------------------------------
Jeffrey V. Pirone, Senior Vice President
and Principal Financial Officer
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EXHIBIT INDEX
The following exhibits are filed as part of this report.
Exhibit No. Description
----------- -----------
10.2.4 Fourth Amendment to NWML Note Agreement, dated as of March 31, 1997.
10.15.1 Amendment No. 1 to Restated Master Agreement, restated as of September 12,
1995, by and among the Company, OCC, Teleglobe Inc. and Teleglobe Mobile
Partners filed on August 30, 1996.
10.19 Orbital Sciences Corporation 1997 Stock Option and Incentive Plan
11 Statement re: Computation of Earnings Per Share (transmitted herewith).
27 Financial Data Schedule (such schedule is furnished for the information of the
Securities and Exchange Commission and is not to be deemed "filed" as part of
the Form 10-Q, or otherwise subject to the liabilities of Section 18 of the
Securities Exchange Act of 1934) (transmitted herewith).
99 Important Factors Regarding Forward-Looking Statements (transmitted herewith).