Attached files

file filename
8-K - CURRENT REPORT - COMTECH TELECOMMUNICATIONS CORP /DE/cmtl8-kq3fy13.htm
EX-99.2 - PRESS RELEASE - COMTECH TELECOMMUNICATIONS CORP /DE/exhibit992.htm


Exhibit 99.1
  
Media Contacts:                    
Michael D. Porcelain, Senior Vice President and Chief Financial Officer
(631) 962-7000
Info@comtechtel.com


COMTECH TELECOMMUNICATIONS CORP. ANNOUNCES
RESULTS FOR THE THIRD QUARTER OF FISCAL 2013 AND
PROVIDES UPDATED FISCAL 2013 GUIDANCE


Melville, New York – June 6, 2013 – Comtech Telecommunications Corp. (NASDAQ: CMTL) today reported its operating results for the three and nine months ended April 30, 2013.

Net sales for the third quarter of fiscal 2013 were $69.9 million compared to $99.8 million for the third quarter of fiscal 2012. The period-over-period decrease in net sales is due to lower net sales in our mobile data communications and RF microwave amplifiers segments and, to a much lesser extent, our telecommunications transmission segment. GAAP net income was $2.9 million, or $0.17 per diluted share, for the third quarter of fiscal 2013 as compared to $6.1 million, or $0.29 per diluted share, for the third quarter of fiscal 2012.

Net sales for the nine months ended April 30, 2013 were $235.4 million compared to $312.3 million for the nine months ended April 30, 2012. GAAP net income was $12.7 million, or $0.69 per diluted share, for the nine months ended April 30, 2013 as compared to $24.5 million, or $1.04 per diluted share, for the nine months ended April 30, 2012.

The Company also announced that it is updating its fiscal 2013 revenue guidance to a range of $310.0 million to $320.0 million and its fiscal 2013 GAAP diluted earnings per share guidance to a range of $0.86 to $0.92. Adjusted EBITDA for fiscal 2013 is expected to be between $49.0 million and $51.0 million. The updated diluted earnings per share guidance reflects the impact of the Company’s repurchases of common stock through June 5, 2013.

In commenting on the Company's performance and updated fiscal 2013 guidance, Fred Kornberg, President and Chief Executive Officer, stated, “Despite difficult market conditions, we are pleased with our overall third quarter results, particularly the receipt of several strategically important new contracts. For the first time this fiscal year, our quarterly book-to-bill ratio exceeded 1.0, and we expect the same to be the case in the fourth quarter.”

Mr. Kornberg added, “We are excited about our long-term business prospects and we are confident that we are on the right path to achieve revenue and earnings growth in fiscal 2014.”


- more -





Selected Fiscal 2013 Third Quarter Financial Metrics and Other Items

Backlog as of April 30, 2013 was $130.1 million compared to $126.4 million as of January 31, 2013.

Total bookings for the three and nine months ended April 30, 2013 were $73.6 million and $211.5 million, respectively, compared to $110.9 million and $304.7 million for the three and nine months ended April 30, 2012, respectively.

Adjusted EBITDA was $9.6 million and $38.2 million for the three and nine months ended April 30, 2013, respectively, as compared to $15.4 million and $54.6 million for the three and nine months ended April 30, 2012, respectively. Adjusted EBITDA is a Non-GAAP financial measure and is defined in the below table.

The Company’s effective income tax rate for the three months ended April 30, 2013 was 22.3%, which reflects a discrete tax benefit of approximately $0.5 million. The Company’s effective income tax rate for the twelve months ending July 31, 2013 is expected to approximate 35.5%, excluding discrete tax adjustments.

During the three months ended April 30, 2013, the Company repurchased 542,495 shares of its common stock at an aggregate cost of approximately $13.8 million (including transaction costs).

At April 30, 2013, the Company had $342.2 million of cash and cash equivalents which does not reflect the subsequent repurchase of an additional 95,888 shares of the Company’s common stock for an aggregate cost of approximately $2.5 million (including transaction costs) from May 1, 2013 through June 5, 2013 or the quarterly dividend payment of $4.5 million which was paid on May 21, 2013. Since establishing the Company’s first repurchase program on September 23, 2010, the Company has repurchased a total of 12,389,303 shares of common stock for approximately $365.7 million (including transaction costs). The Company can make additional repurchases of up to $34.6 million pursuant to its existing $50.0 million stock repurchase program.

Additional information about the Company’s updated fiscal 2013 guidance is contained in the Company’s third quarter investor presentation which is located on the Company’s website at www.comtechtel.com.

- more -





Conference Call
The Company has scheduled an investor conference call for 8:30 AM (ET) on Friday, June 7, 2013. Investors and the public are invited to access a live webcast of the conference call from the investor relations section of the Comtech web site at www.comtechtel.com. Alternatively, investors can access the conference call by dialing (866) 952-1906 (domestic), or (785) 424-1825 (international) and using the conference I.D. of “Comtech.” A replay of the conference call will be available for seven days by dialing (800) 283-4593 or (402) 220-0872. In addition, an updated investor presentation, including earnings guidance, is available on the Company’s web site.

About Comtech
Comtech Telecommunications Corp. designs, develops, produces and markets innovative products, systems and services for advanced communications solutions. The Company believes many of its solutions play a vital role in providing or enhancing communication capabilities when terrestrial communications infrastructure is unavailable, inefficient or too expensive. The Company conducts business through three complementary segments: telecommunications transmission, RF microwave amplifiers and mobile data communications. The Company sells products to a diverse customer base in the global commercial and government communications markets. The Company believes it is a market leader in the market segments that it serves.

Cautionary Statement Regarding Forward-Looking Statements
Certain information in this press release contains forward-looking statements, including but not limited to, information relating to the Company’s future performance and financial condition, plans and objectives of the Company’s management and the Company’s assumptions regarding such future performance, financial condition, and plans and objectives that involve certain significant known and unknown risks and uncertainties and other factors not under the Company’s control which may cause its actual results, future performance and financial condition, and achievement of plans and objectives of the Company’s management to be materially different from the results, performance or other expectations implied by these forward-looking statements. These factors include the nature and timing of receipt of, and the Company’s performance on, new or existing orders that can cause significant fluctuations in net sales and operating results; the timing and funding of government contracts; adjustments to gross profits on long-term contracts; risks associated with international sales; rapid technological change; evolving industry standards; frequent new product announcements and enhancements; changing customer demands; changes in prevailing economic and political conditions; risks associated with the Company’s legal proceedings and other matters; risks associated with certain U.S. government investigations; risks associated with the Company’s BFT-1 contracts and the post-award audit of its original BFT-1 contract; risks associated with the Company’s obligations under its revolving credit facility; and other factors described in the Company’s filings with the Securities and Exchange Commission.


- more -





COMTECH TELECOMMUNICATIONS CORP.
AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(Unaudited)


 
 
 
 
 
 
 
Three months ended April 30,
 
Nine months ended April 30,
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
Net sales
$
69,856,000

 
99,793,000

 
235,386,000

 
312,295,000

Cost of sales
38,429,000

 
58,115,000

 
129,916,000

 
177,921,000

Gross profit
31,427,000

 
41,678,000

 
105,470,000

 
134,374,000

 
 
 
 
 
 
 
 
Expenses:
 
 
 
 
 
 
 
Selling, general and administrative
15,374,000

 
20,005,000

 
47,617,000

 
63,749,000

Research and development
9,080,000

 
9,481,000

 
28,407,000

 
28,609,000

Amortization of intangibles
1,582,000

 
1,626,000

 
4,746,000

 
5,037,000

   
26,036,000

 
31,112,000

 
80,770,000

 
97,395,000

 
 
 
 
 
 
 
 
Operating income
5,391,000

 
10,566,000

 
24,700,000

 
36,979,000

 
 
 
 
 
 
 
 
Other expenses (income):
 
 
 
 
 
 
 
Interest expense
2,009,000

 
2,192,000

 
6,150,000

 
6,521,000

Interest income and other
(287,000
)
 
(370,000
)
 
(878,000
)
 
(1,300,000
)
 
 
 
 
 
 
 
 
Income before provision for income taxes
3,669,000

 
8,744,000

 
19,428,000

 
31,758,000

Provision for income taxes
817,000

 
2,678,000

 
6,776,000

 
7,270,000

 
 
 
 
 
 
 
 
Net income
$
2,852,000

 
6,066,000

 
12,652,000

 
24,488,000

 
 
 
 
 
 
 
 
Net income per share:
 
 
 
 
 
 
 
Basic
$
0.17

 
0.32

 
0.74

 
1.18

Diluted
$
0.17

 
0.29

 
0.69

 
1.04

 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding – basic
16,731,000

 
18,853,000

 
17,141,000

 
20,746,000

 
 
 
 
 
 
 
 
Weighted average number of common and common equivalent shares outstanding – diluted
16,827,000

 
24,910,000

 
23,221,000

 
26,724,000

 
 
 
 
 
 
 
 
Dividends declared per issued and outstanding common share as of the applicable dividend record date
$
0.275

 
0.275

 
0.825

 
0.825



- more -





COMTECH TELECOMMUNICATIONS CORP.
AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
 
April 30, 2013
 
July 31, 2012
Assets
(Unaudited)

 
(Audited)

Current assets:
 
 
 
Cash and cash equivalents
$
342,197,000

 
367,894,000

Accounts receivable, net
47,904,000

 
56,242,000

Inventories, net
71,101,000

 
72,361,000

Prepaid expenses and other current assets
10,737,000

 
8,196,000

Deferred tax asset, net
9,780,000

 
12,183,000

Total current assets
481,719,000

 
516,876,000

 
 
 
 
Property, plant and equipment, net
20,858,000

 
22,832,000

Goodwill
137,354,000

 
137,354,000

Intangibles with finite lives, net
34,087,000

 
38,833,000

Deferred tax asset, net, non-current
-

 
438,000

Deferred financing costs, net
1,450,000

 
2,487,000

Other assets, net
894,000

 
958,000

Total assets
$
676,362,000

 
719,778,000

 
 
 
 
Liabilities and Stockholders’ Equity
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
12,149,000

 
20,967,000

Accrued expenses and other current liabilities
30,641,000

 
40,870,000

Dividends payable
4,544,000

 
4,773,000

Customer advances and deposits
13,432,000

 
14,516,000

Interest payable
3,029,000

 
1,529,000

Total current liabilities
63,795,000

 
82,655,000

 
 
 
 
Convertible senior notes
200,000,000

 
200,000,000

Other liabilities
3,883,000

 
5,098,000

Income taxes payable
3,266,000

 
2,624,000

Deferred tax liability, net
1,184,000

 
-

Total liabilities
272,128,000

 
290,377,000

Commitments and contingencies
 
 
 
Stockholders’ equity:
 
 
 
Preferred stock, par value $.10 per share; shares authorized and unissued 2,000,000
-

 
-

Common stock, par value $.10 per share; authorized 100,000,000 shares; issued 28,996,237 shares and 28,931,679 shares at April 30, 2013 and July 31, 2012, respectively
2,900,000

 
2,893,000

Additional paid-in capital
361,970,000

 
361,458,000

Retained earnings
402,773,000

 
404,227,000

 
767,643,000

 
768,578,000

Less:
 
 
 
Treasury stock, at cost (12,504,352 shares and 11,564,059 shares at April 30, 2013 and July 31, 2012, respectively)
(363,409,000
)
 
(339,177,000
)
Total stockholders’ equity
404,234,000

 
429,401,000

Total liabilities and stockholders’ equity
$
676,362,000

 
719,778,000


- more -





COMTECH TELECOMMUNICATIONS CORP.
AND SUBSIDIARIES
Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures
(Unaudited)

 
Three Months Ended April 30,
 
Nine Months Ended April 30,
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
Reconciliation of GAAP Net Income to Adjusted EBITDA(1):
 
 
 
 
 
 
 

GAAP net income
$
2,852,000

 
6,066,000
 
12,652,000
 
24,488,000

Income taxes
817,000

 
2,678,000
 
6,776,000
 
7,270,000

Net interest expense and other
1,722,000

 
1,822,000
 
5,272,000
 
5,221,000

Amortization of stock-based compensation
694,000

 
809,000
 
2,245,000
 
2,718,000

Depreciation and other amortization
3,522,000

 
4,064,000
 
10,705,000
 
12,256,000

Restructuring charges related to the wind-down of microsatellite product line
-

 
-
 
569,000
 
-

Costs related to withdrawn fiscal 2011 contested proxy solicitation
-

 
-
 
-
 
2,638,000

Adjusted EBITDA
$
9,607,000

 
15,439,000
 
38,219,000
 
54,591,000


(1) 
Represents earnings before interest, income taxes, depreciation and amortization of intangibles and stock-based compensation, restructuring charges related to the wind-down of the microsatellite product line of the Company’s mobile data communications segment and costs related to a withdrawn fiscal 2011 contested proxy solicitation. Adjusted EBITDA is a non-GAAP operating metric used by management in assessing the Company’s operating results. The Company’s definition of Adjusted EBITDA may differ from the definition of EBITDA used by other companies and may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA is also a measure frequently requested by the Company’s investors and analysts. The Company believes that investors and analysts may use Adjusted EBITDA, along with other information contained in its SEC filings, in assessing its ability to generate cash flow and service debt.

 
ECMTL
###