Document And Entity Information
Document And Entity Information - $ / shares | 9 Months Ended | ||
Sep. 30, 2023 | Oct. 12, 2023 | Dec. 31, 2022 | |
Document Information [Line Items] | |||
Entity Registrant Name | Iridium Communications Inc. | ||
Entity Central Index Key | 0001418819 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Trading Symbol | IRDM | ||
Entity Current Reporting Status | Yes | ||
Document Quarterly Report | true | ||
Document Type | 10-Q | ||
Amendment Flag | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Document Period End Date | Sep. 30, 2023 | ||
Document Fiscal Period Focus | Q3 | ||
Document Fiscal Year Focus | 2023 | ||
Entity Address, Address Line One | 1750 Tysons Boulevard | ||
Entity Address, City or Town | McLean | ||
Entity Address, State or Province | VA | ||
Entity Address, Postal Zip Code | 22102 | ||
Document Transition Report | false | ||
City Area Code | 703 | ||
Local Phone Number | 703-287-7400 | ||
Entity File Number | 001-33963 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Interactive Data Current | Yes | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Entity Common Stock, Shares Outstanding (in shares) | 123,850,566 | ||
Entity Tax Identification Number | 26-1344998 | ||
NASDAQ/NGS (GLOBAL SELECT MARKET) [Member] | |||
Document Information [Line Items] | |||
Security Exchange Name | NASDAQ | ||
Common Stock, Shares [Member] | |||
Document Information [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 67,877 | $ 168,770 |
Accounts receivable, net | 100,718 | 82,273 |
Inventory | 71,136 | 39,776 |
Prepaid expenses and other current assets | 13,200 | 15,385 |
Total current assets | 252,931 | 306,204 |
Property and equipment, net | 2,229,188 | 2,433,305 |
Equity Method Investments | 68,863 | 49,853 |
Other assets | 113,325 | 122,072 |
Intangible assets, net | 41,407 | 42,577 |
Total assets | 2,705,714 | 2,954,011 |
Current liabilities: | ||
Short-term secured debt | 11,250 | 16,500 |
Accounts payable | 14,440 | 21,372 |
Accrued expenses and other current liabilities | 59,235 | 67,963 |
Deferred revenue | 34,078 | 35,742 |
Total current liabilities | 119,003 | 141,577 |
Long-term secured debt, net | 1,470,674 | 1,470,685 |
Deferred income tax liabilities, net | 131,587 | 151,569 |
Deferred revenue, net of current portion | 42,530 | 45,265 |
Other long-term liabilities | 16,918 | 16,360 |
Total liabilities | 1,780,712 | 1,825,456 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Additional paid-in capital | 1,105,245 | 1,124,610 |
Accumulated deficit | (233,593) | (47,744) |
Accumulated other comprehensive income, net of tax | 53,226 | 51,563 |
Total stockholders’ equity | 925,002 | 1,128,555 |
Total liabilities and stockholders’ equity | 2,705,714 | 2,954,011 |
Common Stock, Shares [Member] | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value, 300,000 shares authorized, 123,821 and 125,902 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | $ 124 | $ 126 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - Common Stock, Shares [Member] - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 123,821,000 | 125,902,000 |
Common stock, shares outstanding (in shares) | 123,821,000 | 125,902,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue: | ||||
Total revenue | $ 197,602 | $ 184,060 | $ 595,983 | $ 527,198 |
Operating expenses: | ||||
Research and development | 5,037 | 4,865 | 14,541 | 10,470 |
Selling, general and administrative | 33,368 | 32,140 | 109,391 | 86,905 |
Depreciation and amortization | 76,825 | 76,397 | 267,213 | 227,739 |
Total operating expenses | 169,447 | 166,186 | 560,651 | 469,292 |
Operating income | 28,155 | 17,874 | 35,332 | 57,906 |
Other expense, net: | ||||
Interest expense, net | (34,660) | (17,632) | (71,273) | (46,989) |
Other income (expense), net | 343 | (146) | 981 | (374) |
Total other expense, net | (34,317) | (17,778) | (70,292) | (47,363) |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | (6,162) | 96 | (34,960) | 10,543 |
Income tax benefit (expense) | 6,009 | 2,053 | 16,673 | (1,013) |
Loss on equity method investments | (1,489) | 0 | (4,321) | 0 |
Net income (loss) | $ (1,642) | $ 2,149 | $ (22,608) | $ 9,530 |
Weighted Average Number of Shares Outstanding, Basic | 125,176 | 127,697 | 126,100 | 128,800 |
Weighted Average Number of Shares Outstanding, Diluted | 125,176 | 129,075 | 126,100 | 130,284 |
Earnings Per Share, Basic and Diluted | $ (0.01) | $ 0.02 | $ (0.18) | $ 0.07 |
Comprehensive income (loss): | ||||
Net income (loss) | $ (1,642) | $ 2,149 | $ (22,608) | $ 9,530 |
Foreign currency translation adjustments | (712) | (366) | (753) | 115 |
Unrealized Gain on Cash Flow Hedging, net of tax | 2,011 | 25,537 | 2,416 | 63,971 |
Comprehensive income (loss) | $ (343) | $ 27,320 | (20,945) | 73,616 |
Earnings Per Share, Diluted | $ (0.01) | $ 0.02 | ||
Services | ||||
Revenue: | ||||
Total revenue | $ 151,950 | $ 138,977 | 436,441 | 397,947 |
Operating expenses: | ||||
Cost of Goods and Services Sold | 41,394 | 34,378 | 113,431 | 83,796 |
Subscriber equipment | ||||
Revenue: | ||||
Total revenue | 20,422 | 27,959 | 89,474 | 95,462 |
Operating expenses: | ||||
Cost of Goods and Services Sold | 12,823 | 18,406 | 56,075 | 60,382 |
Engineering and support services | ||||
Revenue: | ||||
Total revenue | $ 25,230 | $ 17,124 | $ 70,068 | $ 33,789 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity Statement - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock, Shares [Member] | Common Stock, Amount | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] |
Beginning Balance (in shares) at Dec. 31, 2021 | 131,342 | |||||
Stock options exercised and awards vested (in shares) | 1,080 | |||||
Stock withheld to cover employee taxes (in shares) | (117) | |||||
Repurchases and retirements of common stock (in shares) | (6,546) | |||||
Ending Balance (in shares) at Sep. 30, 2022 | 125,759 | |||||
Beginning Balance at Dec. 31, 2021 | $ 1,287,947 | $ 131 | $ 1,154,058 | $ (7,052) | $ 140,810 | |
Stock-based compensation | 34,952 | 34,952 | ||||
Stock options exercised and awards vested | 2,573 | 1 | 2,572 | |||
Stock withheld to cover employee taxes | (4,598) | (4,598) | ||||
Repurchases and retirements of common stock | (249,393) | (6) | (61,284) | (188,103) | ||
Dividends | 0 | 0 | ||||
Cumulative translation adjustment | 115 | 115 | ||||
Unrealized Gain on Cash Flow Hedging, net of tax | 63,971 | 63,971 | ||||
Net income (loss) | 9,530 | 9,530 | ||||
Ending Balance at Sep. 30, 2022 | 1,145,097 | 126 | 1,125,700 | 57,034 | (37,763) | |
Beginning Balance (in shares) at Jun. 30, 2022 | 127,179 | |||||
Stock options exercised and awards vested (in shares) | 344 | |||||
Stock withheld to cover employee taxes (in shares) | (13) | |||||
Repurchases and retirements of common stock (in shares) | (1,751) | |||||
Ending Balance (in shares) at Sep. 30, 2022 | 125,759 | |||||
Beginning Balance at Jun. 30, 2022 | 1,181,104 | 127 | 1,128,103 | 31,863 | 21,011 | |
Stock-based compensation | 15,573 | 15,573 | ||||
Stock options exercised and awards vested | 1,903 | 0 | 1,903 | |||
Stock withheld to cover employee taxes | (574) | (574) | ||||
Repurchases and retirements of common stock | (80,229) | (1) | (19,305) | (60,923) | ||
Dividends | 0 | 0 | ||||
Cumulative translation adjustment | (366) | (366) | ||||
Unrealized Gain on Cash Flow Hedging, net of tax | 25,537 | 25,537 | ||||
Net income (loss) | 2,149 | 2,149 | ||||
Ending Balance at Sep. 30, 2022 | 1,145,097 | 126 | 1,125,700 | 57,034 | (37,763) | |
Beginning Balance (in shares) at Dec. 31, 2022 | 125,902 | |||||
Stock options exercised and awards vested (in shares) | 1,485 | |||||
Stock withheld to cover employee taxes (in shares) | (144) | |||||
Repurchases and retirements of common stock (in shares) | (3,422) | |||||
Ending Balance (in shares) at Sep. 30, 2023 | 123,821 | |||||
Beginning Balance at Dec. 31, 2022 | 1,128,555 | 126 | 1,124,610 | 51,563 | (47,744) | |
Stock-based compensation | 50,761 | 50,761 | ||||
Stock options exercised and awards vested | 3,750 | 1 | 3,749 | |||
Stock withheld to cover employee taxes | (8,644) | (8,644) | ||||
Repurchases and retirements of common stock | (195,139) | (3) | (31,895) | (163,241) | ||
Dividends | 33,336 | 33,336 | ||||
Cumulative translation adjustment | (753) | (753) | ||||
Unrealized Gain on Cash Flow Hedging, net of tax | 2,416 | 2,416 | ||||
Net income (loss) | (22,608) | (22,608) | ||||
Ending Balance at Sep. 30, 2023 | 925,002 | 124 | 1,105,245 | 53,226 | (233,593) | |
Beginning Balance (in shares) at Jun. 30, 2023 | 125,045 | |||||
Stock options exercised and awards vested (in shares) | 213 | |||||
Stock withheld to cover employee taxes (in shares) | (14) | |||||
Repurchases and retirements of common stock (in shares) | (1,423) | |||||
Ending Balance (in shares) at Sep. 30, 2023 | 123,821 | |||||
Beginning Balance at Jun. 30, 2023 | 1,000,193 | 125 | 1,118,623 | 51,927 | (170,482) | |
Stock-based compensation | 17,654 | 17,654 | ||||
Stock options exercised and awards vested | 72 | 0 | 72 | |||
Stock withheld to cover employee taxes | (727) | (727) | ||||
Repurchases and retirements of common stock | (75,374) | (1) | (13,904) | (61,469) | ||
Dividends | 16,473 | 16,473 | ||||
Cumulative translation adjustment | (712) | (712) | ||||
Unrealized Gain on Cash Flow Hedging, net of tax | 2,011 | 2,011 | ||||
Net income (loss) | (1,642) | (1,642) | ||||
Ending Balance at Sep. 30, 2023 | $ 925,002 | $ 124 | $ 1,105,245 | $ 53,226 | $ (233,593) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (22,608) | $ 9,530 |
Deferred income taxes | (20,753) | (286) |
Depreciation and amortization | 267,213 | 227,739 |
Stock-based compensation (net of amounts capitalized) | 45,502 | 31,626 |
Amortization of deferred financing fees | 3,142 | 3,488 |
All other items, net | 4,705 | 450 |
Accounts receivable | (18,675) | (23,109) |
Inventory | (30,979) | (9,642) |
Prepaid expenses and other current assets | 1,869 | (1,860) |
Other assets | 2,449 | 1,989 |
Accounts payable | (9,147) | 13,071 |
Accrued expenses and other current liabilities | 9,371 | (598) |
Deferred revenue | (3,122) | 4,870 |
Other long-term liabilities | (1,861) | (2,810) |
Net cash provided by operating activities | 227,106 | 254,458 |
Cash flows from investing activities: | ||
Capital expenditures | (57,285) | (44,756) |
Payments to Acquire Equity Method Investments | (10,000) | (50,000) |
Net cash used in investing activities | (67,285) | (94,756) |
Cash flows from financing activities: | ||
Borrowings under the Term Loan | 63,940 | 0 |
Payments on the Term Loan | (72,315) | (12,375) |
Repurchases of common stock | (195,139) | (249,393) |
Payments of Debt Issuance Costs | (1,164) | 0 |
Proceeds from exercise of stock options | 3,750 | 2,573 |
Tax payment upon settlement of stock awards | 8,644 | 4,598 |
Payments of Ordinary Dividends, Common Stock | (48,799) | 0 |
Net cash used in financing activities | (258,371) | (263,793) |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | (2,343) | 1,940 |
Net decrease in cash and cash equivalents, and restricted cash | (100,893) | (102,151) |
Cash, cash equivalents, and restricted cash, beginning of period | 168,770 | 320,913 |
Cash, cash equivalents, and restricted cash, end of period | 67,877 | 218,762 |
Supplemental cash flow information: | ||
Interest paid, net of amounts capitalized | 72,514 | 45,236 |
Income taxes paid, net | 2,852 | 1,332 |
Supplemental disclosure of non-cash investing activities: | ||
Property and equipment received but not paid | 5,051 | 4,282 |
Dividends declared but not paid | 1,087 | 0 |
Capitalized stock-based compensation | $ 5,259 | $ 3,326 |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation Iridium Communications Inc. (the “Company”) prepared its condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The Company’s operations are primarily conducted through, and its operating assets are owned by, its principal operating subsidiary, Iridium Satellite LLC, Iridium Satellite LLC’s immediate parent, Iridium Holdings LLC, and their respective subsidiaries. The accompanying condensed consolidated financial statements include the accounts of (i) the Company, (ii) its wholly owned subsidiaries, and (iii) all less than wholly owned subsidiaries that the Company controls. All material intercompany transactions and balances have been eliminated. In the opinion of management, the condensed consolidated financial statements reflect all normal recurring adjustments that the Company considers necessary for the fair presentation of its results of operations and cash flows for the interim periods covered, and of the financial position of the Company at the date of the interim condensed consolidated balance sheet. The operating results for interim periods are not necessarily indicative of the operating results for the entire year. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to instructions, rules and regulations prescribed by the U.S. Securities and Exchange Commission (“SEC”). These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2022, as filed with the SEC on February 16, 2023. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Fair Value Measurements The Company evaluates assets and liabilities subject to fair value measurements on a recurring and non-recurring basis to determine the appropriate level to classify them for each reporting period. Fair value is the price that would be received from the sale of an asset or paid to transfer a liability assuming an orderly transaction in the most advantageous market at the measurement date. U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of observability of inputs used in measuring fair value. The fair value hierarchy consists of the following tiers: • Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; • Level 2, defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value estimates are based upon certain market assumptions and information available to the Company. The carrying values of the following financial instruments approximated their fair values as of September 30, 2023 and December 31, 2022: (1) cash and cash equivalents, (2) prepaid expenses and other current assets, (3) accounts receivable, (4) accounts payable, and (5) accrued expenses and other current liabilities. Fair values approximate their carrying values because of their short-term nature. The Level 2 cash equivalents may include money market funds, commercial paper and short-term U.S. agency securities. The Company also classifies its derivative financial instruments as Level 2. The Company did not hold any Level 3 assets as of September 30, 2023 or December 31, 2022. In determining fair value, the Company uses a market approach utilizing valuation models that incorporate observable inputs such as interest rates, bond yields and quoted prices for similar assets. Leases For new leases, the Company will determine if an arrangement is or contains a lease at inception. Leases are included as (1) right-of-use (“ROU”) assets within other assets, and (2) ROU liabilities within accrued expenses and other liabilities and are included within other long-term liabilities on the Company’s condensed consolidated balance sheets. ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Certain leases contain variable contractual obligations as a result of future base rate escalations which are estimated based on observed trends and included within the measurement of present value. The Company’s leases do not provide an implicit rate. The Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The ROU assets also include any lease payments made and exclude lease incentives. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components, which are generally accounted for separately. For certain leases, such as teleport network facilities, the Company elects the practical expedient to combine lease and non-lease components as a single lease component. Taxes assessed on leases in which the Company is either a lessor or lessee are excluded from contract consideration and variable payments when measuring new lease contracts or remeasuring existing lease contracts. Inventory Inventory consists primarily of finished goods and raw materials from third-party manufacturers. The Company outsources manufacturing of subscriber equipment to third-party manufacturers and purchases accessories from third-party suppliers. The Company’s cost of inventory includes an allocation of overhead, including payroll and payroll-related costs of employees directly involved in bringing inventory to its existing condition, and freight. Inventories are valued using the weighted average cost method and are carried at the lower of cost or net realizable value. The Company has a manufacturing agreement with Benchmark Electronics Inc. (“Benchmark”) to manufacture most of its subscriber equipment. Pursuant to the agreement, the Company may be required to purchase excess materials at cost plus a contractual markup if the materials are not used in production within the periods specified in the agreement. Benchmark will then repurchase such materials from the Company at the same price paid by the Company, as required for the production of the subscriber equipment. The following table summarizes the Company’s inventory balances: September 30, 2023 December 31, 2022 (In thousands) Finished goods $ 41,382 $ 17,964 Raw materials 30,759 23,014 Inventory valuation reserve (1,005) (1,202) Total $ 71,136 $ 39,776 Property and Equipment The Company assesses its long-lived assets for impairment when indicators of impairment are present. During the quarter ended June 30, 2023, the Company launched five of its remaining six ground spare satellites. Following completion of successful on-orbit testing of the five launched satellites, the Company has no plans to use, develop or launch the remaining ground spare. As the Company believed the construction-in-progress associated with the remaining ground spare satellite would no longer be used, the Company wrote off the full amount remaining in construction-in-progress for that satellite by recording accelerated depreciation expense of $37.5 million in the second quarter of 2023. This reflects the Company’s updated estimate of the useful life from 12.5 years to zero for the remaining ground spare. There were no similar write-offs in 2022. Commitments During 2022, the Company entered into agreements with Space Exploration Technology Corp. and Thales Alenia Space France for services in connection with the launch of the Company’s five ground spare satellites referenced above. The contract price under these agreements was approximately $40.0 million in the aggregate. As of September 30, 2023, the Company had made all payments related to these services, which costs were capitalized as construction in progress within property and equipment, net in the accompanying condensed consolidated balance sheets. Derivative Financial Instruments The Company uses derivatives to manage its exposure to fluctuating interest rate risk on variable rate debt. Its derivatives are measured at fair value and are recorded on the condensed consolidated balance sheets within other current liabilities and other assets. When the Company’s derivatives are designated as cash flow hedges, the effective portion of the changes in fair value of the derivatives are recorded in accumulated other comprehensive income within the Company’s condensed consolidated balance sheets and subsequently recognized in earnings when the hedged items impact earnings. Any ineffective portion of a derivative’s change in fair value will be recognized in earnings in the same period in which the hedged interest payments affect earnings. Within the condensed consolidated statements of operations and comprehensive income, the gains and losses related to cash flow hedges are recognized within interest income (expense), net, as this is the same financial statement line item used for any gains or losses associated with the hedged items. Cash flows from hedging activities are included in operating activities within the Company’s condensed consolidated statements of cash flows, which is the same category as the item being hedged. See Note 6 for further information. |
Cash and Cash Equivalents, Rest
Cash and Cash Equivalents, Restricted Cash and Marketable Securities | 9 Months Ended |
Sep. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents, Restricted Cash and Marketable Securities | Cash and Cash Equivalents Cash and Cash Equivalents The following table presents the Company’s cash and cash equivalents balances: September 30, 2023 December 31, 2022 Recurring Fair (In thousands) Cash and cash equivalents: Cash $ 15,676 $ 16,247 Money market funds 52,201 152,523 Level 2 Total cash and cash equivalents $ 67,877 $ 168,770 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Lessor, Operating Leases [Text Block] | Leases Lessor Arrangements Operating leases in which the Company is a lessor consist primarily of hosting agreements with Aireon LLC (“Aireon”) (see Note 12 ) and L3Harris Technologies, Inc. (“L3Harris”) for space on the Company’s satellites. These agreements provide for a fee that will be recognized over the life of the satellites, currently estimated to be approximately 12.5 years from their respective in-service dates. Lease income related to these agreements was $5.4 million for each of the three months ended September 30, 2023 and 2022, and $16.1 million for each of the nine months ended September 30, 2023 and 2022. Lease income is recorded as hosted payload and other data service revenue within service revenue on the Company’s condensed consolidated statements of operations and comprehensive income. Aireon has made payments to the Company pursuant to its hosting agreement, and the Company expects Aireon will continue to do so. L3Harris has prepaid all amounts owed to the Company pursuant to its hosting arrangement. The following table presents future income with respect to the Company’s operating leases in which it is the lessor existing at September 30, 2023, exclusive of the $16.1 million recognized during the nine months ended September 30, 2023, by year and in the aggregate: Year Ending December 31, Amount (In thousands) 2023 $ 5,361 2024 21,445 2025 21,445 2026 21,445 2027 21,445 Thereafter 56,017 Total lease income $ 147,158 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Term Loan and Revolving Facility On September 20, 2023, pursuant to an amended and restated credit agreement (the “Credit Agreement”), the Company refinanced its previously existing term loan resulting in total borrowing of $1,500.0 million (as so amended and restated, the “Term Loan”) and an accompanying $100.0 million revolving loan (the “Revolving Facility”). The Term Loan was issued at a price equal to 99.75% of its face value and bears interest at an annual rate equal to the Secured Overnight Financing Rate (“SOFR”) plus 2.5%, with a 0.75% SOFR floor. The maturity date of the Term Loan is in September 2030. Interest is paid monthly on the last business day of the month. The Revolving Facility bears interest at the same rate (but without a SOFR floor) if and as drawn, with no original issue discount, a commitment fee of 0.5% per year on the undrawn amount, which will be reduced to 0.375% if the Company has a consolidated first lien net leverage ratio (as defined in the Credit Agreement) of less than 3.5 to 1, and a maturity date in September 2028. Principal payments, payable quarterly, beginning with the quarter ending March 31, 2024, will be $15.0 million per annum (equal to one percent of the full principal amount of the Term Loan), with the remaining principal due upon maturity. The Company paid $3.8 million of original issuance costs to refinance the Term Loan in September 2023, which were deferred and will be amortized over the extended term. Lenders making up approximately $16.8 million of the Term Loan did not participate in the refinancing. Those portions of the Term Loan were replaced by new or existing lenders. This resulted in an immaterial loss on extinguishment of debt during the three months ended September 30, 2023, as the Company wrote off the unamortized debt issuance costs related to the lenders who were fully repaid in exchange of principal. The Company deferred an additional $1.2 million of third-party fees associated with the refinancing of the Term Loan and the Revolving Facility. As of September 30, 2023 and December 31, 2022, the Company reported an aggregate of $1,500.0 million and $1,504.6 million in borrowings under the Term Loan, respectively. These amounts do not include $18.1 million and $17.4 million of net unamortized deferred financing costs as of September 30, 2023 and December 31, 2022, respectively. The net principal balance in borrowings in the accompanying consolidated balance sheets as of September 30, 2023 and December 31, 2022 amounted to $1,481.9 million and $1,487.2 million, respectively. As of September 30, 2023 and December 31, 2022, based upon recent trading prices (Level 2 - market approach), the fair value of the Company’s borrowings under the Term Loan was $1,499.1 million and $1,494.3 million, respectively. The Credit Agreement restricts the Company’s ability to incur liens, engage in mergers or asset sales, pay dividends, repay subordinated indebtedness, incur indebtedness, make investments and loans, and engage in other transactions as specified in the Credit Agreement. The Credit Agreement provides for specified exceptions, including baskets measured as a percentage of trailing twelve months of earnings before interest, taxes, depreciation and amortization (“EBITDA”), and unlimited exceptions in the case of incurring indebtedness and liens and making investments, dividend payments, and payments of subordinated indebtedness, based on achievement and maintenance of specified leverage ratios. The Credit Agreement also contains an annual mandatory prepayment sweep mechanism with respect to a portion of the Company’s excess cash flow (as defined in the Credit Agreement) in the event the Company’s net leverage ratio rises above 3.5 to 1. As of December 31, 2022, the Company was below the specified leverage ratio, and a mandatory prepayment sweep was therefore, not required. The Credit Agreement permits repayment, prepayment, and repricing transactions, subject, in the case of the Term Loan, to a 1% penalty in the event the Term Loan is prepaid or repriced within the first six months from the refinancing date. The Credit Agreement contains no financial maintenance covenants with respect to the Term Loan. With respect to the Revolving Facility, the Credit Agreement requires the Company to maintain a consolidated first lien net leverage ratio (as defined in the Credit Agreement) of no greater than 6.25 to 1 if more than 35% of the Revolving Facility has been drawn. The Credit Agreement contains other customary representations and warranties, affirmative and negative covenants, and events of default. The Company was in compliance with all covenants as of September 30, 2023. Interest on Debt Total interest incurred includes amortization of deferred financing fees and capitalized interest. The Company incurred third-party financing costs of $15.9 million in connection with the refinancing of the Term Loan in September 2023, of which $14.7 million was expensed. The amounts expensed are included within interest expense on the condensed consolidated statement of operations and comprehensive loss for the three and nine months ended September 30, 2023. There were no such costs incurred during the three and nine months ended September 30, 2022. The following table presents the interest and amortization of deferred financing fees related to the Term Loan: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Total interest incurred $ 37,277 $ 19,844 $ 80,584 $ 51,076 Amortization of deferred financing fees $ 1,087 $ 1,211 $ 3,327 $ 3,593 Capitalized interest $ 1,121 $ 725 $ 3,847 $ 1,589 As of September 30, 2023 and December 31, 2022, accrued interest on the Term Loan was $0.7 million and $0.3 million, respectively. |
Derivatives
Derivatives | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Derivative Financial Instruments The Company is exposed to interest rate fluctuations related to its Term Loan. The Company has reduced its exposure to fluctuations in the cash flows associated with changes in the variable interest rate by entering into offsetting positions through the use of hedging instruments. This will reduce the negative impact of increases in the variable rate over the term of the derivative contracts. These contracts are not used for trading or other speculative purposes. Historically, the Company has not incurred, and does not expect to incur in the future, any losses as a result of counterparty default. Interest Rate Cap In July 2021, the Company entered into an interest rate cap contract (the “Cap”), which had an effective date of December 2021. The Cap manages the Company’s exposure to interest rate movements on a portion of the Term Loan through November 2026. In December 2022, the Company modified the Cap to replace the LIBOR base rate with SOFR, consistent with a prior amendment to the Term Loan. With the change from LIBOR to SOFR, the Company received a credit risk adjustment of 0.064%. The modified Cap now provides the Company with the right to receive payment from the counterparty if one-month SOFR exceeds 1.436%. Prior to the modification the Company received payment under the terms of the Cap if one-month LIBOR exceeded 1.5%. The Company pays a fixed monthly premium based on an annual rate of 0.31% for the Cap. The Cap carried a notional amount of $1.0 billion as of September 30, 2023 and December 31, 2022. The Cap, which was not affected by the refinancing of the Term Loan in September 2023, is designed to mirror the terms of the Term Loan and to offset the cash flows being hedged. The Company designated the Cap as a cash flow hedge of the variability of the SOFR-based interest payments on the Term Loan. The effective portion of the Cap’s change in fair value is recorded in accumulated other comprehensive income. Any ineffective portion of the Cap’s change in fair value is recorded in current earnings as interest expense. Hedge effectiveness of the current interest rate cap contract is based on a long-haul hypothetical derivative methodology and includes all changes in value. The Company formally assesses, both at the hedge’s inception and on an ongoing quarterly basis, whether the designated derivative instruments are highly effective in offsetting changes in the cash flows of the hedged items. When the hedging instrument is sold, expires, is terminated, is exercised, no longer qualifies for hedge accounting, is de-designated, or is no longer probable, hedge accounting is discontinued prospectively. Fair Value of Derivative Instruments As of September 30, 2023 and December 31, 2022, the Company had an asset balance of $93.3 million and $92.3 million, respectively, for the fair value of the Cap and a liability balance of $9.0 million and $11.0 million, respectively, for the fair value of the Cap premium. Both the Cap and the Cap premium are recorded net within other assets. During each of the three and nine months ended September 30, 2023 and September 30, 2022, the Company collectively incurred $0.8 million and $2.5 million, respectively, in interest expense for the Cap premium. Interest expense was reduced by $9.6 million for the three months ended September 30, 2023 and $26.3 million for the nine months ended September 30, 2023, and by $1.8 million for both the three and nine months ended September 30, 2022, for payments received related to the Cap. Gains and losses resulting from fair value adjustments to the Cap are recorded within accumulated other comprehensive income within the Company’s condensed consolidated balance sheets and reclassified to interest expense on the dates that interest payments become due. Cash flows related to the derivative contracts are included in cash flows from operating activities on the condensed consolidated statements of cash flows. Over the next 12 months, the Company expects any gains or losses for cash flow hedges amortized from accumulated other comprehensive income into earnings to have an immaterial impact on the Company’s consolidated financial statements. The following table presents the amount of unrealized gain or loss and related tax impact associated with the derivative instruments that the Company recorded in its condensed consolidated statements of operations and comprehensive income: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Unrealized gain, net of tax $ 2,011 $ 25,537 $ 2,416 $ 63,971 Tax expense $ 621 $ 7,740 $ 761 $ 19,392 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation In May 2023, the Company’s stockholders approved the amendment and restatement of the Company’s 2015 Equity Incentive Plan (as so amended and restated, the “Amended 2015 Plan”). As of September 30, 2023, the remaining aggregate number of shares available for future grants under the Amended 2015 Plan was 13,030,297. The Amended 2015 Plan provides for the grant of stock-based awards, including nonqualified stock options, incentive stock options, restricted stock, restricted stock units (“RSUs”), stock appreciation rights and other equity securities to employees, consultants and non-employee directors of the Company and its affiliated entities. The number of shares of common stock available for issuance under the Amended 2015 Plan is reduced by (i) one share for each share of common stock issued pursuant to an appreciation award, such as a stock option or stock appreciation right with an exercise or strike price of at least 100% of the fair market value of the underlying common stock on the date of grant, and (ii) 1.8 shares for each share of common stock issued pursuant to any stock award that is not an appreciation award, also known as a “full value award.” The Amended 2015 Plan allows the Company to utilize a broad array of equity incentives and performance cash incentives in order to secure and retain the services of its employees, directors and consultants, and to provide long-term incentives that align the interests of its employees, directors and consultants with the interests of the Company’s stockholders. The Company accounts for stock-based compensation at fair value. Restricted Stock Units The RSUs granted to employees for service generally vest over four years, with 25% vesting on the first anniversary of the grant date and the remainder vesting ratably on a quarterly basis thereafter, subject to continued employment. Some RSUs granted to employees for performance vest upon the completion of defined performance goals, subject to continued employment. The RSUs granted to non-employee members of the Board of Directors generally vest in full on the first anniversary of the grant date. The RSUs granted to non-employee consultants generally vest 50% on the first anniversary of the grant date, with the remaining 50% vesting quarterly thereafter through the second anniversary of the grant date. The Company’s RSUs are classified as equity awards because the RSUs will be settled in the Company’s common stock upon vesting. The fair value of the RSUs is determined at the grant date based on the closing price of the Company’s common stock on the date of grant. The related compensation expense is recognized over the service period, or shorter periods based on the retirement eligibility of certain grantees, and is based on the grant date fair value of the Company’s common stock and the number of shares expected to vest. The fair value of the awards is not remeasured at the end of each reporting period. The RSUs do not carry voting rights until they are vested, but certain unvested RSUs are entitled to accrue dividends, and shares are issued upon settlement in accordance with the terms of the award. RSU Summary The following tables summarize the Company’s RSU activity: Shares Underlying RSUs Weighted- (In thousands) Outstanding at December 31, 2022 2,970 $ 31.60 Granted 1,102 59.20 Forfeited (43) 44.15 Released (999) 37.37 Outstanding at September 30, 2023 3,030 $ 39.52 Vested and unreleased at September 30, 2023 (1) 793 Shares Underlying RSUs Weighted- (In thousands) Outstanding at December 31, 2021 2,550 $ 25.80 Granted 1,491 40.02 Forfeited (127) 31.85 Released (766) 32.73 Outstanding at September 30, 2022 3,148 $ 30.60 Vested and unreleased at September 30, 2022 (1) 885 (1) These RSUs were granted to the Company’s Board of Directors as a part of their compensation for board and committee service, as detailed below, and had vested but had not yet settled, meaning that the underlying shares of common stock had not been issued and released pursuant to the terms of the applicable compensation program. Service-Based RSUs The majority of the annual compensation the Company provides to non-employee members of its Board of Directors is paid in the form of RSUs. In addition, some members of the Company’s Board of Directors may elect to receive the remainder of their annual compensation, or a portion thereof, in the form of RSUs. An aggregate amount of approximately 53,000 and 57,000 service-based RSUs were granted to the non-employee members of the Company’s Board of Directors as a result of these payments and elections during the nine months ended September 30, 2023 and 2022, respectively, with an estimated grant date fair value of $2.8 million and $2.2 million, respectively. During the nine months ended September 30, 2023 and 2022, the Company granted approximately 667,000 and 1,012,000 service-based RSUs, respectively, to its employees, with an estimated aggregate grant date fair value of $39.9 million and $41.0 million, respectively. Performance-Based RSUs In March 2023 and 2022, the Company granted approximately 193,000 and 248,000 annual incentive, performance-based RSUs, respectively, to the Company’s executives and employees (the “Bonus RSUs”), with an estimated grant date fair value of $11.9 million and $9.7 million, respectively. Vesting of the Bonus RSUs is dependent upon the Company’s achievement of defined performance goals over the respective fiscal year. The Company records stock-based compensation expense related to performance-based RSUs when it is considered probable that the performance conditions will be met. Management believes it is probable that substantially all of the 2023 Bonus RSUs will vest. The level of achievement, if any, of performance goals will be determined by the compensation committee of the Company’s Board of Directors and, if such goals are achieved, the 2023 Bonus RSUs will vest, subject to continued employment, in March 2024. Substantially all of the 2022 Bonus RSUs vested in March 2023 upon the determination of the level of achievement of the performance goals. Additionally, in March 2023 and 2022, the Company granted approximately 134,000 and 167,000 long-term, performance-based RSUs, respectively, to the Company’s executives (the “Executive RSUs”). The estimated aggregate grant date fair value of the Executive RSUs for the 2023 and 2022 grants was $8.2 million and $6.5 million, respectively. Vesting of the Executive RSUs is dependent upon the Company’s achievement of defined performance goals over a two-year period. The vesting of Executive RSUs will ultimately range from 0% to 150% of the number of shares underlying the Executive RSUs granted based on the level of achievement of the performance goals. If the Company achieves the performance goals, 50% of the number of Executive RSUs earned based on performance will vest on the second anniversary of the grant date, and the remaining 50% will vest on the third anniversary of the grant date, in each case subject to the executive’s continued service as of the vesting date, which may be accelerated based on the retirement eligibility of certain grantees. During March 2023, the Company awarded approximately 55,000 additional shares related to performance-based RSUs granted to the Company’s executives in 2021 for over-achievement of performance targets for the performance period ended December 31, 2022. During March 2022, approximately 50,000 shares underlying performance-based RSUs granted to the Company’s executives in 2020 were forfeited due to performance targets not being fully achieved through the performance period ended December 31, 2021. Stock Option Awards The stock option awards granted to employees generally (i) have a term of ten years, (ii) vest over four years with 25% vesting after the first year of service and the remainder vesting ratably on a quarterly basis thereafter, (iii) are contingent upon employment on the vesting date, and (iv) have an exercise price equal to the fair market value of the underlying shares at the date of grant. The fair value of stock options was determined at the grant date using the Black-Scholes option pricing model. The Company historically granted stock options to newly hired and promoted employees but now exclusively utilizes RSUs. The Company did not grant any stock options during the three and nine months ended September 30, 2023 or 2022. Option Summary A summary of the activity of the Company’s stock options is as follows: Shares Weighted- Weighted- Aggregate (In thousands, except years and per share data) Options outstanding at December 31, 2022 1,185 $ 9.97 2.64 $ 49,094 Cancelled or expired (4) 10.25 Exercised (486) 7.72 $ 26,420 Options outstanding and exercisable at September 30, 2023 695 $ 11.54 2.66 $ 23,616 Shares Weighted- Weighted- Aggregate (In thousands, except years and per share data) Options outstanding at December 31, 2021 1,681 $ 9.35 3.28 $ 53,698 Exercised (314) 7.78 $ 11,244 Forfeited (2) 14.24 Options outstanding at September 30, 2022 1,365 $ 9.70 2.81 $ 47,312 Options exercisable at September 30, 2022 1,345 $ 9.52 2.76 $ 46,855 Options exercisable and expected to vest at September 30, 2022 1,365 $ 9.70 2.81 $ 47,310 |
Equity Transactions
Equity Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Equity Transactions | Equity Transactions Preferred Stock The Company is authorized to issue 2.0 million shares of preferred stock with a par value of $0.0001 per share. The Company previously issued 1.5 million shares of preferred stock, all of which have converted to common stock. The remaining 0.5 million authorized shares of preferred stock remain undesignated and unissued as of September 30, 2023 and December 31, 2022. As of September 30, 2023 and December 31, 2022, there were no outstanding shares of preferred stock. Dividends Stockholders are entitled to receive, when and if declared by the Company’s Board of Directors from time to time, dividends and other distributions in cash, stock or property from the Company’s assets or funds legally and contractually available for such purposes. In each of December 2022, May 2023, and September 2023 the Company’s Board of Directors approved a dividend of $0.13 per share of common stock. The dividends, which were paid on March 30, 2023, June 30, 2023, and September 29, 2023 to stockholders of record as of March 15, 2023, June 15, 2023, and September 15, 2023, respectively, resulted in total payments of $48.8 million for the nine months ended September 30, 2023. The Company’s liability related to dividends on common shares underlying unvested RSUs was $1.1 million as of September 30, 2023. Share Repurchases and Retirement To date, the Board of Directors has authorized the repurchase of up to $1,000.0 million of the Company’s common stock through December 31, 2025. This timeframe can be extended or shortened by the Board of Directors. Repurchases may be made from time to time on the open market at prevailing prices or in negotiated transactions off the market. The Company records share repurchases at cost, which includes broker commissions and related excise taxes. All shares are immediately retired upon repurchase in accordance with the board-approved policy. When treasury shares are retired, the Company’s policy is to allocate the excess of the repurchase price over the par value of shares acquired first, to additional paid-in capital, and then to retained earnings/accumulated deficit. The portion to be allocated to additional paid-in capital is calculated by applying a percentage, determined by dividing the number of shares to be retired by the number of shares outstanding, to the balance of additional paid-in capital as of the date of retirement. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The following table summarizes the Company’s services revenue: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Commercial services revenue: Voice and data $ 56,188 $ 50,256 $ 163,593 $ 143,621 IoT data 38,460 33,786 104,971 92,857 Broadband 15,782 13,589 43,258 37,200 Hosted payload and other data 15,020 14,846 45,119 44,769 Total commercial services revenue 125,450 112,477 356,941 318,447 Government services revenue 26,500 26,500 79,500 79,500 Total services revenue $ 151,950 $ 138,977 $ 436,441 $ 397,947 The following table summarizes the Company’s engineering and support services revenue: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Commercial $ 1,881 $ 1,783 $ 9,304 $ 4,280 Government 23,349 15,341 60,764 29,509 Total engineering and support services revenue $ 25,230 $ 17,124 $ 70,068 $ 33,789 Approximately 36% and 25% of the Company’s accounts receivable balance at September 30, 2023 and December 31, 2022, respectively, was due from prime contracts or subcontracts with agencies of the U.S. government. The Company’s contracts with customers generally do not contain performance obligations with terms in excess of one year. As such, the Company does not disclose details related to the value of performance obligations that are unsatisfied as of the end of the reporting period. The total value of any performance obligations that extend beyond one year is immaterial to the financial statements. The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and deferred revenue (contract liabilities) on the condensed consolidated balance sheets. The Company bills amounts under its agreed-upon contractual terms at periodic intervals (for services), upon shipment (for equipment), or upon achievement of contractual milestones or as work progresses (for engineering and support services). Billing may occur subsequent to revenue recognition, resulting in unbilled accounts receivable (contract assets). The Company may also receive payments from customers before revenue is recognized, resulting in deferred revenue (contract liabilities). The Company recognized revenue that was previously recorded as deferred revenue in the amounts of $3.3 million and $5.5 million for the three months ended September 30, 2023 and 2022, respectively, and $25.1 million and $21.1 million for the nine months ended September 30, 2023 and 2022, respectively. The Company has also recorded costs of obtaining contracts expected to be recovered in prepaid expenses and other current assets (contract assets or commissions), that are not separately disclosed on the condensed consolidated balance sheets. The commissions are recognized over the estimated usage period. The following table presents contract assets not separately disclosed: September 30, 2023 December 31, 2022 (In thousands) Contract Assets: Commissions $ 883 $ 1,258 Other contract costs $ 2,029 $ 2,255 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure | Income Taxes Loss before income taxes was $6.2 million and $35.0 million for the three and nine months ended September 30, 2023, respectively, while the income tax benefit was $6.0 million and $16.7 million for the three and nine months ended September 30, 2023, respectively. The effective tax rate was 97.5% and 47.7% for the three and nine months ended September 30, 2023, respectively, which differed from the federal statutory rate of 21% primarily due to a discrete tax benefit associated with stock compensation and U.S. tax credits, which were partially offset by tax expense associated with nondeductible executive compensation. Income before income taxes was $0.1 million and $10.5 million for the three and nine months ended September 30, 2022, respectively, while the income tax benefit was $2.1 million for the three months ended September 30, 2022, and the income tax expense was $1.0 million for the nine months ended September 30, 2022. The effective tax rate for the three and nine months ended September 30, 2022, differed from the federal statutory rate of 21% primarily due to U.S. tax credits, a discrete tax benefit associated with stock compensation and a discrete tax benefit from the U.S. provision-to-return adjustment in the current period, partially offset by tax expense associated with nondeductible executive compensation and non-creditable foreign taxes. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) Per ShareThe Company calculates basic net income (loss) per share by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. In periods of net income, diluted net income per share takes into account the effect of potential dilutive common shares when the effect is dilutive. Potentially dilutive common shares include (i) shares of common stock issuable upon exercise of outstanding stock options and (ii) contingently issuable RSUs that are convertible into shares of common stock upon achievement of certain service and performance requirements. The effect of potentially dilutive common shares is computed using the treasury stock method. The following table summarizes the computations of basic and diluted net income (loss) per share: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands, except per share data) Numerator: Net income (loss) - basic and diluted $ (1,642) $ 2,149 (22,608) 9,530 Denominator: Weighted average common shares — basic 125,176 127,697 126,100 128,800 Dilutive effect of stock options — 921 — 974 Dilutive effect of RSUs — 457 — 510 Weighted average common shares — diluted 125,176 129,075 126,100 130,284 Net income (loss) per share - basic and diluted $ (0.01) $ 0.02 $ (0.18) $ 0.07 The following table presents the incremental number of shares underlying stock options and RSUs outstanding with anti-dilutive effects: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Performance-based RSUs 82 — 168 — Service-based RSUs 500 — 655 — Stock options 443 — 543 — |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure | 12. Related Party Transactions Aireon LLC and Aireon Holdings LLC The Company’s satellite constellation hosts the Aireon ® system, which provides a global air traffic surveillance service through a series of automatic dependent surveillance-broadcast (“ADS-B”) receivers. The Company formed Aireon in 2011, with subsequent investments from the air navigation service providers (“ANSPs”) of Canada, Italy, Denmark, Ireland and the United Kingdom, to develop and market this service. The Company and other Aireon investors hold their interests in Aireon Holdings LLC (“Aireon Holdings”) through an amended and restated LLC agreement (the “Aireon Holdings LLC Agreement”). Aireon Holdings holds 100% of the membership interests in Aireon, which is the operating entity. In June 2022, the Company entered into a subscription agreement with Aireon Holdings and invested $50.0 million in exchange for an approximate 6% preferred membership interest. The Company’s investment in Aireon is accounted for as an equity method investment. The carrying value of the Company’s investment in Aireon was $45.7 million and $48.8 million at September 30, 2023 and December 31, 2022, respectively. The investments by the Company prior to June 2022 had previously been written down to a carrying value of zero. At each of September 30, 2023 and December 31, 2022, the Company’s fully diluted ownership stake in Aireon Holdings was approximately 39.5%, which is subject to partial future redemption under provisions contained in the Aireon Holdings LLC Agreement. Aireon has contracted to pay the Company a fee to host the ADS-B receivers on its constellation, as well as fees for power and data services in connection with the delivery of the air traffic surveillance data. Pursuant to an agreement with Aireon (the “Hosting Agreement”), Aireon will pay the Company fees of $200.0 million to host the ADS-B receivers, of which $86.5 million had been paid as of September 30, 2023. These fees will be recognized over the remaining useful life of the satellites, or approximately $16.0 million per year. Additionally, Aireon pays power fees of up to approximately $3.7 million per year. Aireon also pays data services fees of $19.8 million per year for the delivery of the air traffic surveillance data under a data transmission services agreement. Pursuant to ASU 2016-02, the Company considers the Hosting Agreement an operating lease. The Company recognized $4.0 million of hosting fee revenue for each of the three months ended September 30, 2023 and 2022 and $12.0 million for each of the nine months ended September 30, 2023 and 2022. Aireon receivables under the Hosting Agreement totaled $3.7 million as of September 30, 2023. There were no such receivables as of December 31, 2022. The Company recorded power and data service revenue from Aireon of $5.9 million for each of the three months ended September 30, 2023 and 2022 and $17.6 million for each of the nine months ended September 30, 2023 and 2022. Under two services agreements, the Company also provides Aireon with administrative services and support services, the fees for which are paid monthly. Aireon receivables due to the Company under these two agreements totaled $2.3 million and $2.2 million as of September 30, 2023 and December 31, 2022, respectively. The Company and the other Aireon investors have agreed to participate pro-rata, based on their fully diluted ownership stakes, in funding an investor bridge loan to Aireon. The Company’s maximum funding commitment for the bridge loan is $10.7 million. No bridge loan amounts were outstanding as of September 30, 2023 or December 31, 2022. Satelles In the first quarter of 2023, the Company entered into a stock purchase agreement with Satelles, Inc. (“Satelles”) and invested $10.0 million, in addition to its previous equity investment in Satelles. The Company’s fully diluted ownership stake in Satelles was approximately 19.5% as of September 30, 2023, and the investment in Satelles is now accounted for as an equity method investment. The carrying value of the Company’s equity investment in Satelles was approximately $22.3 million as of September 30, 2023. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements The Company evaluates assets and liabilities subject to fair value measurements on a recurring and non-recurring basis to determine the appropriate level to classify them for each reporting period. Fair value is the price that would be received from the sale of an asset or paid to transfer a liability assuming an orderly transaction in the most advantageous market at the measurement date. U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of observability of inputs used in measuring fair value. The fair value hierarchy consists of the following tiers: • Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; • Level 2, defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value estimates are based upon certain market assumptions and information available to the Company. The carrying values of the following financial instruments approximated their fair values as of September 30, 2023 and December 31, 2022: (1) cash and cash equivalents, (2) prepaid expenses and other current assets, (3) accounts receivable, (4) accounts payable, and (5) accrued expenses and other current liabilities. Fair values approximate their carrying values because of their short-term nature. The Level 2 cash equivalents may include money market funds, commercial paper and short-term U.S. agency securities. The Company also classifies its derivative financial instruments as Level 2. The Company did not hold any Level 3 assets as of September 30, 2023 or December 31, 2022. In determining fair value, the Company uses a market approach utilizing valuation models that incorporate observable inputs such as interest rates, bond yields and quoted prices for similar assets. |
Lessee, Leases [Policy Text Block] | Leases For new leases, the Company will determine if an arrangement is or contains a lease at inception. Leases are included as (1) right-of-use (“ROU”) assets within other assets, and (2) ROU liabilities within accrued expenses and other liabilities and are included within other long-term liabilities on the Company’s condensed consolidated balance sheets. ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Certain leases contain variable contractual obligations as a result of future base rate escalations which are estimated based on observed trends and included within the measurement of present value. The Company’s leases do not provide an implicit rate. The Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The ROU assets also include any lease payments made and exclude lease incentives. Lease expense for lease payments is recognized on a straight-line basis over the lease term. |
Inventory, Policy [Policy Text Block] | Inventory Inventory consists primarily of finished goods and raw materials from third-party manufacturers. The Company outsources manufacturing of subscriber equipment to third-party manufacturers and purchases accessories from third-party suppliers. The Company’s cost of inventory includes an allocation of overhead, including payroll and payroll-related costs of employees directly involved in bringing inventory to its existing condition, and freight. Inventories are valued using the weighted average cost method and are carried at the lower of cost or net realizable value. The Company has a manufacturing agreement with Benchmark Electronics Inc. (“Benchmark”) to manufacture most of its subscriber equipment. Pursuant to the agreement, the Company may be required to purchase excess materials at cost plus a contractual markup if the materials are not used in production within the periods specified in the agreement. Benchmark will then repurchase such materials from the Company at the same price paid by the Company, as required for the production of the subscriber equipment. |
Property, Plant and Equipment, Policy | Property and Equipment The Company assesses its long-lived assets for impairment when indicators of impairment are present. During the quarter ended June 30, 2023, the Company launched five of its remaining six ground spare satellites. Following completion of successful on-orbit testing of the five launched satellites, the Company has no plans to use, develop or launch the remaining ground spare. As the Company believed the construction-in-progress associated with the remaining ground spare satellite would no longer be used, the Company wrote off the full amount remaining in construction-in-progress for that satellite by recording accelerated depreciation expense of $37.5 million in the second quarter of 2023. This reflects the Company’s updated estimate of the useful life from 12.5 years to zero for the remaining ground spare. There were no similar write-offs in 2022. |
Commitments and Contingencies, Policy | Commitments During 2022, the Company entered into agreements with Space Exploration Technology Corp. and Thales Alenia Space France for services in connection with the launch of the Company’s five ground spare satellites referenced above. The contract price under these agreements was approximately $40.0 million in the aggregate. As of September 30, 2023, the Company had made all payments related to these services, which costs were capitalized as construction in progress within property and equipment, net in the accompanying condensed consolidated balance sheets. |
Derivatives, Policy [Policy Text Block] | Derivative Financial Instruments The Company uses derivatives to manage its exposure to fluctuating interest rate risk on variable rate debt. Its derivatives are measured at fair value and are recorded on the condensed consolidated balance sheets within other current liabilities and other assets. When the Company’s derivatives are designated as cash flow hedges, the effective portion of the changes in fair value of the derivatives are recorded in accumulated other comprehensive income within the Company’s condensed consolidated balance sheets and subsequently recognized in earnings when the hedged items impact earnings. Any ineffective portion of a derivative’s change in fair value will be recognized in earnings in the same period in which the hedged interest payments affect earnings. Within the condensed consolidated statements of operations and comprehensive income, the gains and losses related to cash flow hedges are recognized within interest income (expense), net, as this is the same financial statement line item used for any gains or losses associated with the hedged items. Cash flows from hedging activities are included in operating activities within the Company’s condensed consolidated statements of cash flows, which is the same category as the item being hedged. See Note 6 for further information. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Inventory, Current | The following table summarizes the Company’s inventory balances: September 30, 2023 December 31, 2022 (In thousands) Finished goods $ 41,382 $ 17,964 Raw materials 30,759 23,014 Inventory valuation reserve (1,005) (1,202) Total $ 71,136 $ 39,776 |
Cash and Cash Equivalents, Re_2
Cash and Cash Equivalents, Restricted Cash and Marketable Securities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Company's Cash and Cash Equivalents | The following table presents the Company’s cash and cash equivalents balances: September 30, 2023 December 31, 2022 Recurring Fair (In thousands) Cash and cash equivalents: Cash $ 15,676 $ 16,247 Money market funds 52,201 152,523 Level 2 Total cash and cash equivalents $ 67,877 $ 168,770 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Operating Lease, Lease Income [Table Text Block] | The following table presents future income with respect to the Company’s operating leases in which it is the lessor existing at September 30, 2023, exclusive of the $16.1 million recognized during the nine months ended September 30, 2023, by year and in the aggregate: Year Ending December 31, Amount (In thousands) 2023 $ 5,361 2024 21,445 2025 21,445 2026 21,445 2027 21,445 Thereafter 56,017 Total lease income $ 147,158 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Interest incurred | The following table presents the interest and amortization of deferred financing fees related to the Term Loan: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Total interest incurred $ 37,277 $ 19,844 $ 80,584 $ 51,076 Amortization of deferred financing fees $ 1,087 $ 1,211 $ 3,327 $ 3,593 Capitalized interest $ 1,121 $ 725 $ 3,847 $ 1,589 |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments, Gain (Loss) | The following table presents the amount of unrealized gain or loss and related tax impact associated with the derivative instruments that the Company recorded in its condensed consolidated statements of operations and comprehensive income: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Unrealized gain, net of tax $ 2,011 $ 25,537 $ 2,416 $ 63,971 Tax expense $ 621 $ 7,740 $ 761 $ 19,392 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | The following tables summarize the Company’s RSU activity: Shares Underlying RSUs Weighted- (In thousands) Outstanding at December 31, 2022 2,970 $ 31.60 Granted 1,102 59.20 Forfeited (43) 44.15 Released (999) 37.37 Outstanding at September 30, 2023 3,030 $ 39.52 Vested and unreleased at September 30, 2023 (1) 793 | Shares Underlying RSUs Weighted- (In thousands) Outstanding at December 31, 2021 2,550 $ 25.80 Granted 1,491 40.02 Forfeited (127) 31.85 Released (766) 32.73 Outstanding at September 30, 2022 3,148 $ 30.60 Vested and unreleased at September 30, 2022 (1) 885 |
Share-based Payment Arrangement, Option, Activity | Option Summary A summary of the activity of the Company’s stock options is as follows: Shares Weighted- Weighted- Aggregate (In thousands, except years and per share data) Options outstanding at December 31, 2022 1,185 $ 9.97 2.64 $ 49,094 Cancelled or expired (4) 10.25 Exercised (486) 7.72 $ 26,420 Options outstanding and exercisable at September 30, 2023 695 $ 11.54 2.66 $ 23,616 | Shares Weighted- Weighted- Aggregate (In thousands, except years and per share data) Options outstanding at December 31, 2021 1,681 $ 9.35 3.28 $ 53,698 Exercised (314) 7.78 $ 11,244 Forfeited (2) 14.24 Options outstanding at September 30, 2022 1,365 $ 9.70 2.81 $ 47,312 Options exercisable at September 30, 2022 1,345 $ 9.52 2.76 $ 46,855 Options exercisable and expected to vest at September 30, 2022 1,365 $ 9.70 2.81 $ 47,310 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Company's service revenue | The following table summarizes the Company’s services revenue: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Commercial services revenue: Voice and data $ 56,188 $ 50,256 $ 163,593 $ 143,621 IoT data 38,460 33,786 104,971 92,857 Broadband 15,782 13,589 43,258 37,200 Hosted payload and other data 15,020 14,846 45,119 44,769 Total commercial services revenue 125,450 112,477 356,941 318,447 Government services revenue 26,500 26,500 79,500 79,500 Total services revenue $ 151,950 $ 138,977 $ 436,441 $ 397,947 |
Summary of Company's Engineering and Support Services Revenue [Table Text Block] | The following table summarizes the Company’s engineering and support services revenue: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Commercial $ 1,881 $ 1,783 $ 9,304 $ 4,280 Government 23,349 15,341 60,764 29,509 Total engineering and support services revenue $ 25,230 $ 17,124 $ 70,068 $ 33,789 |
Schedule of recognized contract costs | The following table presents contract assets not separately disclosed: September 30, 2023 December 31, 2022 (In thousands) Contract Assets: Commissions $ 883 $ 1,258 Other contract costs $ 2,029 $ 2,255 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Computations of Basic and Diluted Net Income Per Share | The following table summarizes the computations of basic and diluted net income (loss) per share: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands, except per share data) Numerator: Net income (loss) - basic and diluted $ (1,642) $ 2,149 (22,608) 9,530 Denominator: Weighted average common shares — basic 125,176 127,697 126,100 128,800 Dilutive effect of stock options — 921 — 974 Dilutive effect of RSUs — 457 — 510 Weighted average common shares — diluted 125,176 129,075 126,100 130,284 Net income (loss) per share - basic and diluted $ (0.01) $ 0.02 $ (0.18) $ 0.07 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The following table presents the incremental number of shares underlying stock options and RSUs outstanding with anti-dilutive effects: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 (In thousands) (In thousands) Performance-based RSUs 82 — 168 — Service-based RSUs 500 — 655 — Stock options 443 — 543 — |
Significant Accounting Polici_4
Significant Accounting Policies - Schedule of Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Finished goods | $ 41,382 | $ 17,964 |
Raw materials | 30,759 | 23,014 |
Inventory valuation reserve | (1,005) | (1,202) |
Inventory | $ 71,136 | $ 39,776 |
Significant Accounting Polici_5
Significant Accounting Policies (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | |
Accounting Policies [Abstract] | |||
Launch Service Costs | $ 40 | ||
Property, Plant and Equipment [Line Items] | |||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Transfers Into Level 3 | $ 0 | $ 0 | |
Satellites | |||
Property, Plant and Equipment [Line Items] | |||
Impairment of Long-Lived Assets to be Disposed of | $ 37.5 | $ 0 |
Cash and Cash Equivalents, Re_3
Cash and Cash Equivalents, Restricted Cash and Marketable Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Cash and cash equivalents: | ||
Total cash and cash equivalents | $ 67,877 | $ 168,770 |
Cash | ||
Cash and cash equivalents: | ||
Cash | 15,676 | 16,247 |
Money Market Funds | Fair Value, Inputs, Level 2 [Member] | ||
Cash and cash equivalents: | ||
Money market funds | $ 52,201 | $ 152,523 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Lessor, Lease, Description [Line Items] | ||||
Operating Lease, Lease Income | $ 5,400 | $ 5,400 | $ 16,100 | $ 16,100 |
2022 (Remainder of Fiscal Year) | 5,361 | 5,361 | ||
2024 | 21,445 | 21,445 | ||
2025 | 21,445 | 21,445 | ||
2026 | 21,445 | 21,445 | ||
2027 | 21,445 | 21,445 | ||
Thereafter | 56,017 | 56,017 | ||
Total lease income | $ 147,158 | $ 147,158 | ||
Next Generation Satellites | ||||
Lessor, Lease, Description [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 12 years 6 months | 12 years 6 months |
Debt - Narrative (Details)
Debt - Narrative (Details) $ in Thousands | 9 Months Ended | ||
Sep. 20, 2023 USD ($) Rate | Sep. 30, 2023 USD ($) Rate | Dec. 31, 2022 USD ($) | |
Line of Credit Facility [Line Items] | |||
Interest Payable | $ 700 | $ 300 | |
Payments of Financing Costs | 15,900 | ||
Interest Expense | $ 14,700 | ||
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Long-term Debt, Gross | $ 100,000 | ||
Debt Instrument, Basis Spread on Variable Rate | Rate | 2.50% | ||
Debt Instrument, Fee | 0.5 | ||
Debt Issuance Costs, Gross | $ 1,200 | ||
First Lien Net Leverage Ratio | 6.25 | ||
Credit Facility Drawdown Floor for Application of First Lien Net Leverage Ratio | Rate | 35% | ||
Revolving Credit Facility [Member] | Minimum | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Fee | 0.375 | ||
Refinanced Term Loan B | |||
Line of Credit Facility [Line Items] | |||
Long-term Debt, Gross | $ 1,500,000 | ||
Discount on Debt Issuance [Line Items] | Rate | 99.75% | ||
Debt Instrument, Basis Spread on Variable Rate | Rate | 2.50% | ||
Debt Instrument, Periodic Payment, Principal | $ 15,000 | ||
Debt Issuance Costs, Gross | 3,800 | ||
Extinguishment of Debt, Amount | $ 16,800 | ||
Debt instrument face amount | $ 1,500,000 | 1,504,600 | |
Unamortized Deferred Financing Costs | (18,100) | 17,400 | |
Long-term Debt | 1,481,900 | 1,487,200 | |
Long-term Debt, Fair Value | $ 1,499,100 | $ 1,494,300 | |
Interest Rate Floor [Member] | Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | Rate | 0% | ||
Interest Rate Floor [Member] | Refinanced Term Loan B | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | Rate | 0.75% |
Debt - Interest Incurred (Detai
Debt - Interest Incurred (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Debt Disclosure [Abstract] | ||||
Interest Costs Incurred | $ 37,277 | $ 19,844 | $ 80,584 | $ 51,076 |
Amortization of Debt Issuance Costs and Discounts | 1,087 | 1,211 | 3,327 | 3,593 |
Interest Costs Capitalized | $ 1,121 | $ 725 | $ 3,847 | $ 1,589 |
Derivatives (Details)
Derivatives (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Interest Rate Swap [Line Items] | ||||||
Derivative, Gain on Derivative | $ 9,600,000 | $ 1,800,000 | $ 26,300,000 | $ 1,800,000 | ||
Interest Costs Incurred | $ 37,277,000 | 19,844,000 | $ 80,584,000 | 51,076,000 | ||
Refinanced Term Loan B | ||||||
Interest Rate Swap [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||
Interest Rate Cap | ||||||
Interest Rate Swap [Line Items] | ||||||
Derivative, Fixed Interest Rate | 0.31% | 0.31% | 0.31% | |||
Derivative, Notional Amount | $ 1,000,000,000 | $ 1,000,000,000 | $ 1,000,000,000 | |||
Interest Rate Cash Flow Hedge Asset at Fair Value | 93,300,000 | 93,300,000 | 92,300,000 | |||
Interest Rate Cash Flow Hedge Liability at Fair Value | 9,000,000 | 9,000,000 | $ 11,000,000 | |||
Interest Costs Incurred | $ 800,000 | $ 800,000 | $ 2,500,000 | $ 2,500,000 | ||
Derivative, Cap Interest Rate | 1.436% | 1.436% | 1.50% | |||
Interest Rate Cap | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Interest Rate Swap [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.064% | 0.064% |
Derivatives - Summary of Unreal
Derivatives - Summary of Unrealized Gains and Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Unrealized gain, net of tax | $ 2,011 | $ 25,537 | $ 63,971 | |
Tax expense | $ 621 | $ 7,740 | $ 761 | $ 19,392 |
Stock-Based Compensation Narrat
Stock-Based Compensation Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, number of shares available for grant (in shares) | 13,030,297 | |||
Share-based compensation, reduction in shares available for issuance by shares issued pursuant to any appreciation award (in shares) | 1 | |||
Share-based compensation, strike price as a percentage of the fair market value of the underlying stock on the date of grant | 100% | |||
Share-based compensation, reduction in shares available for issuance by shares issued pursuant to any stock award that is not an appreciation award (in shares) | 1.8 | |||
Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting period | 4 years | 4 years | ||
Stock Option Contractual Term | 10 years | 10 years | ||
Employee Stock Option | Vesting on first anniversary of grant date | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 25% | 25% | ||
Employee Stock Option | Share-based Payment Arrangement, Employee [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, grant date fair value of stock options | $ 0 | $ 0 | ||
Share-based compensation, options granted (in shares) | 0 | 0 | ||
Employee Stock Option | Share-based Payment Arrangement, Employee [Member] | Vesting on the last day of each calendar quarter | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 6.25% | 6.25% | ||
Service Based RSU | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted - restricted stock units | 667,000 | 1,012,000 | ||
Share-based compensation, grant date fair value of stock options | $ 39.9 | $ 41 | ||
Service Based RSU | Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted - restricted stock units | 53,000 | 57,000 | ||
Share-based compensation, grant date fair value of stock options | $ 2.8 | $ 2.2 | ||
Restricted Stock Units (RSUs) [Member] | Vesting on the last day of each calendar quarter | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 150% | 150% | ||
Restricted Stock Units (RSUs) [Member] | Share-based Payment Arrangement, Nonemployee [Member] | Vesting on first anniversary of grant date | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 50% | 50% | ||
Restricted Stock Units (RSUs) [Member] | Share-based Payment Arrangement, Nonemployee [Member] | Vesting on the last day of each calendar quarter | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 12.50% | 12.50% | ||
Restricted Stock Units (RSUs) [Member] | Share-based Payment Arrangement, Employee [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting period | 4 years | 4 years | ||
Restricted Stock Units (RSUs) [Member] | Share-based Payment Arrangement, Employee [Member] | Vesting on first anniversary of grant date | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 25% | 25% | ||
Restricted Stock Units (RSUs) [Member] | Share-based Payment Arrangement, Employee [Member] | Vesting on the last day of each calendar quarter | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 6.25% | 6.25% | ||
Restricted Stock Units (RSUs) [Member] | Director | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share Based Compensation Arrangement By Share Based Payment Award Ratably Vest After | 100% | 100% | ||
Restricted Stock Units (RSUs) [Member] | Director | Share-based Payment Arrangement, Nonemployee [Member] | Vesting on the last day of each calendar quarter | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 100% | 100% | ||
Performance Based RSU | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting period | 1 year | 1 year | ||
Granted - restricted stock units | 193,000 | 248,000 | ||
Share-based compensation, grant date fair value of stock options | $ 11.9 | $ 9.7 | ||
Performance Based RSU | Executives | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting period | 3 years | 3 years | ||
Granted - restricted stock units | 134,000 | 167,000 | ||
Share-based compensation, grant date fair value of stock options | $ 8.2 | $ 6.5 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Other Share Increase (Decrease) | 55,000 | 50,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Performance Period | 2 years | 2 years | ||
Performance Based RSU | Executives | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 0% | 0% | ||
Performance Based RSU | Executives | Vesting on first anniversary of grant date | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 50% | 50% | ||
Performance Based RSU | Executives | Vesting on the last day of each calendar quarter | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, vesting percentage, year one | 50% | 50% | ||
Outstanding Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted - restricted stock units | 1,102,000 | 1,491,000 |
Stock-Based Compensation Outsta
Stock-Based Compensation Outstanding RSUs (Details) - Outstanding Restricted Stock Units - $ / shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Shares Underlying RSUs | ||
Outstanding - restricted stock units | 2,970 | 2,550 |
Granted - restricted stock units | 1,102 | 1,491 |
Forfeited - restricted stock units | (43) | (127) |
Released - restricted stock units | (999) | (766) |
Outstanding - restricted stock units | 3,030 | 3,148 |
Vested and unreleased restricted stock units | 793 | 885 |
Weighted- Average Grant Date Fair Value Per RSU | ||
Outstanding - weighted average grant date fair value per RSU | $ 31.60 | $ 25.80 |
Granted - weighted average grant date fair value per RSU | 59.20 | 40.02 |
Forfeited - weighted average grant date fair value per RSU | 44.15 | 31.85 |
Released - weighted average grant date fair value per RSU | 37.37 | 32.73 |
Outstanding - weighted average grant date fair value per RSU | $ 39.52 | $ 30.60 |
Stock-Based Compensation Activi
Stock-Based Compensation Activity of Company's Common Stock Options (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Mar. 31, 2022 | Jun. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding | ||||||
Options outstanding, beginning of period (in shares) | 1,681 | 1,185 | 1,185 | 1,681 | ||
Cancelled or Expired (Shares) | (4) | |||||
Exercised (Shares) | (486) | (314) | ||||
Forfeited (Shares) | (2) | |||||
Options outstanding, end of period (in shares) | 695 | 1,365 | ||||
Options exercisable, end of period (in shares) | 1,345 | |||||
Options exercisable and expected to vest, end of period (in shares) | 1,365 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||||
Options outstanding, beginning of period - weighted average exercise price per share | $ 9.35 | $ 9.97 | $ 9.97 | $ 9.35 | ||
Options cancelled or expired - weighted average exercise price per share | 10.25 | |||||
Options exercised - weighted average exercise price per share | 7.72 | 7.78 | ||||
Options forfeited - weighted average exercise price per share | 14.24 | |||||
Options outstanding, end of period - weighted average exercise price per share | $ 11.54 | 9.70 | ||||
Options exercisable, end of period - weighted average exercise price per share | 9.52 | |||||
Options exercisable, end of period - weighted average exercise price per share | $ 9.70 | |||||
Options outstanding, end of period - weighted average remaining contractual term (years) | 3 years 3 months 10 days | 2 years 7 months 20 days | 2 years 7 months 28 days | 2 years 9 months 21 days | ||
Options exercisable, end of period - weighted average remaining contractual term (years) | 2 years 9 months 3 days | |||||
Options exercisable and expected to vest, end of period - Weighted Average Remaining Contractual Term (Years) | 2 years 9 months 21 days | |||||
Aggregate Intrinsic Value | ||||||
Options outstanding, end of period - aggregate intrinsic value | $ 23,616 | $ 47,312 | $ 49,094 | $ 53,698 | ||
Exercised (Dollar Value) | $ 26,420 | 11,244 | ||||
Options exercisable, end of period - aggregate intrinsic value | 46,855 | |||||
Options exercisable and expected to vest, end of period - aggregate intrinsic value | $ 47,310 |
Equity Transactions (Details)
Equity Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Mar. 03, 2022 | Feb. 05, 2021 | Dec. 31, 2015 | |
Class of Stock [Line Items] | |||||||||
Total Authorized Preferred Stock, Number | 2,000,000 | 2,000,000 | |||||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |||||||
Preferred stock, shares issued (in shares) | 1,500,000 | ||||||||
Shares of preferred stock, undesignated and unissued (in shares) | 500,000 | 500,000 | 500,000 | ||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.13 | $ 0.13 | |||||||
Payments of Ordinary Dividends | $ 48,800 | ||||||||
Dividends declared but not paid | $ 1,087 | $ 0 | $ 1,087 | $ 0 | |||||
Stock Repurchase Program, Authorized Amount | $ 300,000 | $ 300,000 | |||||||
Treasury Stock, Shares, Retired | 1,400,000 | 1,800,000 | 3,400,000 | 6,500,000 | |||||
Treasury Stock, Retired, Cost Method, Amount | $ 73,800 | $ 76,500 | $ 193,000 | $ 245,700 | |||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | 385,700 | 385,700 | |||||||
Treasury Stock, Value | $ 900 | 900 | |||||||
Treasury Stock, Shares, Acquired | 22,000 | ||||||||
Treasury Stock, Value, tax | $ 700 | $ 1,200 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Concentration Risk [Line Items] | ||||
Liability, revenue recognized | $ 3.3 | $ 5.5 | $ 25.1 | $ 21.1 |
Accounts Receivable [Member] | Customer Concentration Risk | Prime Contracts with the US Government [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration Risk, Percentage | 36% | 25% |
Revenue - Summary of Service Re
Revenue - Summary of Service Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 197,602 | $ 184,060 | $ 595,983 | $ 527,198 |
Voice and data | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 56,188 | 50,256 | 163,593 | 143,621 |
IoT data | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 38,460 | 33,786 | 104,971 | 92,857 |
Commercial Broadband Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 15,782 | 13,589 | 43,258 | 37,200 |
Hosted payload and other data | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 15,020 | 14,846 | 45,119 | 44,769 |
Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 151,950 | 138,977 | 436,441 | 397,947 |
Services | Commercial | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 125,450 | 112,477 | 356,941 | 318,447 |
Services | US Government [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 26,500 | 26,500 | 79,500 | 79,500 |
Engineering and support services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 25,230 | 17,124 | 70,068 | 33,789 |
Engineering and support services | Commercial | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,881 | 1,783 | 9,304 | 4,280 |
Engineering and support services | US Government [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 23,349 | $ 15,341 | $ 60,764 | $ 29,509 |
Revenue - Summary of Contract C
Revenue - Summary of Contract Costs (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Commissions | ||
Capitalized Contract Cost [Line Items] | ||
Contract Assets | $ 883 | $ 1,258 |
Other contract costs | ||
Capitalized Contract Cost [Line Items] | ||
Contract Assets | $ 2,029 | $ 2,255 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | $ (6,162) | $ 96 | $ (34,960) | $ 10,543 |
Income tax benefit (expense) | $ 6,009 | $ 2,053 | $ 16,673 | $ (1,013) |
Effective Income Tax Rate Reconciliation, Percent | 97.50% | 47.70% | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% | 21% | 21% |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net income (loss) - diluted | $ (1,642) | $ 2,149 | $ (22,608) | $ 9,530 |
Weighted Average Number of Shares Outstanding, Basic | 125,176 | 127,697 | 126,100 | 128,800 |
Weighted Average Number of Shares Outstanding, Diluted | 125,176 | 129,075 | 126,100 | 130,284 |
Earnings Per Share, Basic and Diluted | $ (0.01) | $ 0.02 | $ (0.18) | $ 0.07 |
Earnings Per Share, Diluted | $ (0.01) | $ 0.02 | ||
Employee Stock Option | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Dilutive Securities, Effect on Basic Earnings Per Share, Options and Restrictive Stock Units | 0 | 921 | 0 | 974 |
Restricted Stock [Member] | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Dilutive Securities, Effect on Basic Earnings Per Share, Options and Restrictive Stock Units | 0 | 457 | 0 | 510 |
Net Income (Loss) Per Share - A
Net Income (Loss) Per Share - Anti-Dilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Performance Based RSU | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of diluted earnings per share | 82 | 0 | 168 | 0 |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of diluted earnings per share | 500 | 0 | 655 | 0 |
Employee Stock Option | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of diluted earnings per share | 443 | 0 | 543 | 0 |
Related Party Transactions Rela
Related Party Transactions Related Party Transactions (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Equity Method Investments | $ 68,863,000 | $ 68,863,000 | $ 49,853,000 | ||
Increase (Decrease) in Due from Related Parties, Current | 3,700,000 | ||||
Nonconsolidated Investees, Other | |||||
Related Party Transaction [Line Items] | |||||
Ownership stake | 39.50% | ||||
Aireon 2022 Preferred Equity Investment | |||||
Related Party Transaction [Line Items] | |||||
Payments for (Proceeds from) Investments | 50,000,000 | ||||
Equity Method Investments | $ 45,700,000 | $ 45,700,000 | $ 48,800,000 | ||
Aireon 2022 Preferred Equity Investment | Nonconsolidated Investees, Other | |||||
Related Party Transaction [Line Items] | |||||
Ownership stake | 6% | 6% | |||
Hosting Agreement | Equity Method Investee | |||||
Related Party Transaction [Line Items] | |||||
Revenues | $ 4,000,000 | $ 4,000,000 | $ 12,000,000 | $ 12,000,000 | |
Service Agreements [Member] | Equity Method Investee | |||||
Related Party Transaction [Line Items] | |||||
Revenues | 5,900,000 | $ 5,900,000 | 17,600,000 | $ 11,700,000 | |
Administrative and support agreement accounts receivable | Equity Method Investee | |||||
Related Party Transaction [Line Items] | |||||
Nontrade Receivables | 2,300,000 | 2,300,000 | 2,200,000 | ||
Aireon Investor Bridge Loan | |||||
Related Party Transaction [Line Items] | |||||
Bridge Loan | 0 | 0 | 0 | ||
Investor Bridge Loan Commitment | 10,700,000 | 10,700,000 | $ 10,700,000 | ||
Satelles Equity Investment | |||||
Related Party Transaction [Line Items] | |||||
Payments for (Proceeds from) Investments | 10,000,000 | ||||
Equity Method Investments | $ 22,300,000 | $ 22,300,000 | |||
Satelles Equity Investment | Nonconsolidated Investees, Other | |||||
Related Party Transaction [Line Items] | |||||
Ownership stake | 19.50% | 19.50% | |||
Maximum [Member] | Hosting Agreement | Equity Method Investee | |||||
Related Party Transaction [Line Items] | |||||
Revenues | $ 200,000,000 | ||||
Maximum [Member] | Power Agreement [Member] | Equity Method Investee | |||||
Related Party Transaction [Line Items] | |||||
Revenues | 3,700,000 | ||||
Maximum [Member] | Service Agreements [Member] | Equity Method Investee | |||||
Related Party Transaction [Line Items] | |||||
Revenues | 19,800,000 | ||||
Minimum [Member] | Hosting Agreement | Equity Method Investee | |||||
Related Party Transaction [Line Items] | |||||
Revenues | $ 86,500,000 |