Gilat Satellite Networks Ltd. · NASDAQ:GILT
Gilat Satellite Networks — Merger or Acquisition (January 2020)
16 slides from Gilat Satellite Networks's merger presentation, Jan 29, 2020
Slide 1: Highly Strategic and Transformative Transaction
+ T his pr ese ntation contains in f or m ation as of January 29 , 20 20 . Se e di s clo s ur e s on page 2 to 4 and 1 6 . Highly Strategic and Transformative Transaction Strengthens Comtech’s Position As A Leader of Secure Advanced Wireless Communications Solutions Gilat’s Stock Trades on Nasdaq &
Slide 2: Important Information
Important Information Text In connection with the proposed transaction, Comtech Telecommunications Corp . (“Comtech” or the “Company”) intends to file with the U . S . Securities and Exchange Commission (the “SEC”) a registration statement on Form S - 4 that will include a proxy statement of Gilat S
Slide 3: Forward-Looking Statements
Forward - Looking Statements Text 3 Cautionary Statement Regarding Forward - Looking Statements Certain information in this presentation contains forward - looking statements, including, but not limited to, information relating to Comtech’s and Gilat’s future performance and financial condition, pla
Slide 4: Use of Non-GAAP Financial Measures
Use Of Non - GAAP Financial Measures Text 4 In order to provide investors with additional information regarding Comtech and Gilat’s financial results, this presentation contains "Non - GAAP financial measures" under the rules of the SEC . Adjusted EBITDA is a Non - GAAP measure that represents earni
Slide 5: The Combination Allows Comtech To Maximize Long-Term Market Growth Opportunities
5 The Combination Allows Comtech To Maximize Long - Term Market Growth Opportunities Exploiting an Inflection Point in the Satcom Industry Mobility / In - Flight (IFC) Complete Solutions Portfolio Deep, Global Market Access R&D and Distribution Scale + Wireless Backhaul / 5G Government & Defense Acc
Slide 6: Comtech + Gilat = Highly Strategic & Transformative Acquisition
6 Greatly expands position in the in - flight connectivity solution market Enhances exposure to growing demand for wireless backhaul & 5G Expands satellite ground station technology solution offerings Cash accretive during the first full year post - close Enhances platform to accelerate shareholder
Slide 7: Overview of Gilat Satellite Networks
7 Gilat’s Segments Fixed Networks Mobility Solutions Terrestrial Infrastructure TTM Revenue of $137.2 million A True Market Leader With Highly Complementary Products - Key supplier of VSAT satellite modems & solid - state amplifiers - Deep experience with TDMA & in - flight connectivity technologies
Slide 8: Drives Global Market Access By Creating a World Leader
8 + Drives Global Market Access By Creating a World Leader • Complements Comtech’s global market footprint , establishing a presence within key international markets with sales approaching nearly $1.0 billion annually • Substantially enhances Gilat’s access to key markets including the U.S. Governme
Slide 9: Further Customer & Geographic Diversification While Enhancing Margins
9 Government 15% Commercial 85% Government 47% Commercial 53% Government 38 % Commercial 62% United States 75% International 25% United States 38% International 62% Further Customer & Geographic Diversification While Enhancing Margins R e v enu e by Geography and Comtech Segment ( 3 ) (4) P ro F o r
Slide 10: Examples of Exposure To Growing Demand For Connectivity
10 Examples of Exposure To Growing Demand For Connectivity High speed in - flight connectivity is fast becoming a necessity for travelers and an imperative for airlines Emerging threat of electronic warfare and demand for high - bandwidth battlefield communications are driving increased focus on mil
Slide 11: Announced Acquisitions of UHP + Gilat Uniquely Positions Comtech
11 Announced Acquisitions Of UHP + Gilat Uniquely Positions Comtech UHP Acquisition Announced in November 2019 + + MEO 2,000 - 10,000 km ~ 120 msec GEO 35,786 km ~550msec LEO 500 - 2,000 km ~15msec SES/O3B ~2 Tbps 22 Satellites OneWeb ~ 4.5 Tbps Satellites Telesat ~9 Tbps 300 Satellites SpaceX ~
Slide 12: Recent Successful Transactions Rationale and Highlights
12 x Entry into the 911 public safety and location markets and significantly expanded and strengthened our U.S. Government business x Created scale and more diversified earnings x Further expanded presence in growing public safety market and increased recurring revenues x Brought new relationships w
Slide 13: Clear Path To Driving Future Shareholder Value
13 Clear Path To Driving Future Shareholder Value Year 1 Rapid changes and growth in the satellite industry require business scale and strength Both Gilat’s and Comtech’s management and talented global workforce are expected to remain in place, with industry - leading R&D Drive industry leading inno
Slide 14: Transaction Summary Overview
14 Transaction Summary Overview Comtech to acquire Gilat for $10.25 per share (70% in cash and 30% in stock) The Gilat acquisition is highly strategic and significantly expands Comtech’s existing capabilities and provides new channels for growth against a very favorable satellite communications
Slide 15: Comtech + Gilat = Highly Strategic & Transformative Acquisition
15 Comtech + Gilat = Highly Strategic & Transformative Acquisition Excellent backdrop for extending satellite technology leadership given market dynamics Adds exceptional technology and product portfolio supported by strong R&D capabilities Expected to be cash accretive within 12 months following cl
Slide 16: Reconciliation of GAAP To Non-GAAP Financial Measures
16 Reconciliation of GAAP To Non - GAAP Financial Measures
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