Kvh Industries, Inc. · NASDAQ:KVHI
Kvh Industries — Proxy Contest (June 2021)
87 slides from Kvh Industries's proxy contest presentation, Jun 1, 2021
Slide 1: KVH Industries: On Course For Long-Term Value
KVH Industries: On Course For Long-Term Value May 2021
Slide 2: Table of Contents
Table of Contents Executive Summary3 KVH Has the Right Strategy14 KVH is Delivering on Its Plan27 KVH Has the Right Board and Its Nominees Add Value34 VIEX’s Nominees are Wrong For the KVH Board45 Rebutting VIEX’s Claims67 Conclusion72 Appendix77 2
Slide 3: Executive Summary
Executive's um mary ~ oo
Slide 4: A focused long-term strategy
A focused long-term strategy KVH is executing on a strategy to drive growth and long-term shareholder value by focusing on three priorities: 1) Accelerating our AgilePlans subscription offering, 2) Commercializing our Photonic Integrated Chip (PIC) technology, and 3) Investing in our KVH Watch Inter
Slide 5: KVH's candidates bring relevant expertise and enhance board diversity
KVH’s candidates bring relevant expertise and enhance board diversity KVH’s nominees – Cielo Hernandez and Cathy-Ann Martine-Dolecki – were identified by a leading independent director search firm, have no prior connections to the Board or the Company and will bring fresh perspectives to the KVH boa
Slide 6: KVH is a Leading Provider of Maritime Communications and Inertial Navigation Technology
KVH is a Leading Provider of Cutting-Edge Maritime Communications and Inertial Navigation Technology for Commercial, Consumer and Military Use Founded in 1982 Headquartered in Middletown, RI, with more than a dozen offices worldwide KVH has two main business segments: Mobile Connectivity and Inertia
Slide 7: Provides Satellite Broadband Connections For Maritime Applications
Provides Satellite Broadband Connections For Maritime Applications, Along With Value-Added Services KVH is a leading Very Small Aperture Terminal (VSAT) global maritime network provider – offering an end-to-end solution with hardware, network connectivity and streaming content to ships of all kinds
Slide 8: Manufactures Sensors and Integrated Inertial Systems
Manufactures Sensors and Integrated Inertial Systems for Defense and Commercial Applications, Along with Field-Proven Military Tactical Navigation Systems KVH makes guidance and stabilization equipment – Fiber Optic Gyros (FOGs), Inertial Measurement Units (IMUs) and Tactical Navigation Systems (TAC
Slide 9: Three strategic priorities: AgilePlans, PIC, KVH Watch
Accelerate AgilePlans Offering AgilePlans unique CaaS subscription model has been driving steady growth for 4+ years – up ~48% year-over-year for Q1 20211 Introduction of increasingly more cost-effective hardware and completion of migration to HTS network will deliver additional profitability Focus
Slide 10: Strong Shareholder Returns of 66% Over the Past Year
Strong Shareholder Returns of 66% Over the Past Year and 29% YTD Reflect the Positive Momentum in the Business and Indicate That Our Plan is Working 100% One Year Total Shareholder Return1 80% 66% 60% 40% 46% 37% 20% 0% -20% 5/21/208/21/2011/21/202/21/215/21/21 KVHProxy PeersISS Peers 1 Source: Fact
Slide 11: Board refreshment: directors joining and leaving
In 2020, we added two new directors, Robert Tavares and Danelle Barrett; Bruce Ryan retired at the 2020 Annual Meeting In early 2021, the Board engaged a leading independent director search firm to identify candidates for the Board In 2021, we nominated Cielo Hernandez and Cathy-Ann Martine-Dolecki
Slide 12: KVH nominees Cielo Hernandez and Cathy-Ann Martine-Dolecki
Cielo Hernandez Chief Financial Officer of XL Fleet Corp. (NYSE: XL) Cathy-Ann Martine-Dolecki Former Executive at AT&T (NYSE: T) CFO of XL Fleet Corp, a leading provider of fleet electrification solutions for commercial vehicles in North America Previously served as Vice President and CFO for the N
Slide 13: VIEX nominees Eric Singer and John Mutch
Eric SingerJohn Mutch Founder and Portfolio Manager, VIEX Capital Advisors, LLC Former Co-Managing Member of Potomac Capital Management Managing Director, MV Advisors, LLC xMr. Singer has a highly concerning history of legal issues; Mr. Singer has the rare distinction of having been found by a Delaw
Slide 14: KVH Has the Right Strategy
KVH Has the Right Strategy . Sete
Slide 15: COVID-19 challenges to the maritime industry
The COVID-19 pandemic presented significant challenges to the maritime industry and the marine satellite/communications market in particular: boatyards, marinas and boat manufacturers closed, and commercial port visits declined by ~40% in Q2 20201 Notably, some competitors were forced to file for Ch
Slide 16: KVH leadership managed through the COVID challenge
KVH leadership managed and executed through the COVID challenge better than many peers to deliver growth due to: A diversified and sustainable business strategy; cruise and media businesses were significantly hurt but other areas were impacted less drastically Ability to quickly implement aggressive
Slide 17: Three-pronged strategy: AgilePlans, PIC, KVH Watch
123 Accelerate AgilePlans Offering AgilePlans unique CaaS subscription model has been driving steady growth for 4+ years – up ~48% year-over-year for Q1 20211 Introduction of increasingly more cost-effective hardware and completion of migration to HTS network will deliver additional profitability Fo
Slide 18: Accelerate AgilePlans Offering: Global VSAT Demand
1Accelerate AgilePlans Offering Global VSAT Demand – AgilePlans Relevant Segments Overall maritime VSAT market is large and growing, with fishing / commercial the two highest potential areas AgilePlans has improved margins, with mini-VSAT Broadband service margins at ~33.8% in 1Q21 from ~32.1% in 1Q
Slide 19: Mobile Connectivity Service vs. Product Revenues
1Accelerate AgilePlans Offering Mobile Connectivity Service vs. Product Revenues1 KVH is increasingly focused on recurring Connectivity as a Service revenue The growth of AgilePlans has benefits to our bottom line as we move more customers to a subscription model 100% 90% 80% 70% 60% 50% 40% 30% 36%
Slide 20: HTS network airtime revenue and migration
1Accelerate AgilePlans Offering +56% HTS network airtime revenue -$5M Annual network operating expenses KVH provided incentives to migrate customers from legacy network to new global HTS network New network offers customers more affordable data, faster speeds and greater versatility, with lower cost
Slide 21: Further Commercialize PIC
2Further Commercialize PIC Patented Photonic Integrated Chip (PIC) technology will simplify production and increase reliability of KVH’s inertial sensors The new inertial measurement unit products will benefit significantly from PIC with greater yield, reliability and ability to reduce cost with sca
Slide 22: KVH's Innovation in Inertial Navigation has a Competitive Advantage
KVH’s Innovation in Inertial Navigation has a Significant Competitive Advantage 2Further Commercialize PIC Competitive Forces KVH’s points of difference set its technology apart from competitors Traditional MEMS Competitor FOGs Sensor Startups Industry Rivals Know-How Critical Patents Key Relationsh
Slide 23: PIC Market Place: KVH FOG Commercial Target Segments
Further Commercialize PIC Market Place KVH FOG Commercial Target Segments Segment Driverless CarAutonomous Positioning Sub-Automotive OEM & Tier 1 Shuttles & People Movers Construction Package Delivery Ground & Air Mapping & Surveying Pipeline Mining Segment Automotive Non-Traditional UAV Trucking A
Slide 24: Invest in KVH Watch IoT
Invest in KVH Watch IoT IoT Connectivity as a Service IoT is a nascent maritime connectivity segment, and there is exponential adoption growth potential over the next five years KVH Watch allows equipment manufacturers, IoT service providers and shipyards to monitor equipment and assets at sea, and
Slide 25: KVH Watch Market Place and Target Segments
3Invest in KVH Watch IoT Market Place KVH Watch Target Segments IoT Connectivity that Enables Digital Services in the Maritime Industry IoT Service Companies Multi-Card Service Providers VPO (Vessel Performance Optimization) Automated Reporting Digital Marketplace Cargo Monitoring/ Container Trackin
Slide 26: Board Willing to Examine All Options for Assets
The Board Has Demonstrated a Willingness to Examine All Options for Its Assets to Deliver Value for Shareholders KVH’s Board has consistently been willing to look at monetizing assets for full value: In 2019, divested Videotel training business for $90M in order to reallocate capital to focus on hig
Slide 27: KVH is Delivering on Its Plan
KVH is Delivering on lts Plan . Sete
Slide 28: YTD, One, Three and Five Year TSR
Year to Date TSR1One Year TSR1 Proxy Peers Median 19% Proxy Peers Median 37% ISS Peers Median9% ISS Peers Median 46% 29% 66% 0%5%10%15%20%25%30% 0%10%20%30%40%50%60%70% Three Year TSR1Five Year TSR1 Proxy Peers Median 31% Proxy Peers Median 75% ISS Peers Median 61% ISS Peers Median 75% 29% 86% 0%10%
Slide 29: AgilePlans significant portion of Mobile Connectivity revenue
AgilePlans has now grown to account for a significant portion of Mobile Connectivity revenue AgilePlans revenue was up 48% in Q1 20211 and 53% YoY Q4 20202 AgilePlans represented 84% of total commercial maritime mini-VSAT Broadband shipments and 67% of the total mini-VSAT Broadband shipments in Q11
Slide 30: Significant cash balance and no net debt
…unlike many highly-levered satellite services companies, KVHI has $39M in cash and negative net debt (-$32M) and can choose how to put the battleship balance sheet to work.”1 May 5, 2021 KVH has a balance sheet with a significant cash balance and no net debt The Company is positioned to act on pote
Slide 31: KVH is poised for profitable growth
After significant recent investment in R&D and AgilePlans, KVH is poised for profitable growth EBITDA is projected to grow rapidly as revenue increases MID-RANGE TARGETS Low Double-Digit revenue CAGR 300-500 BPS gross margin expansion Mid-Teens1 EBITDA margin 15-25% revenue from new products & servi
Slide 32: Analyst commentary on KVH
We reiterate Outperform rating on KVHI and raise target price to $16, from $15, after 1Q21 results helped by the completion of a large TACNAV order announced in 2Q20, and with a possible end in sight for the maritime industry's COVID-19 headwinds.”1 May 5, 2021 KVH started 2021 on a strong note, rep
Slide 33: We still have work to do, but progress is undeniable
We know we still have work to do – particularly in terms of steadily increasing profitability. But we also believe our progress is undeniable, and that our current strategy has positioned us to deliver significant shareholder value.
Slide 34: KVH Has the Right Board and Its Nominees Add Value
KVH Has the Right Board and Its Nominees Add Value
Slide 35: Board refreshment: directors joining and leaving
In 2020, we added two new directors, Robert Tavares and Danelle Barrett; Bruce Ryan retired at the 2020 Annual Meeting In early 2021, the Board engaged a leading independent director search firm to identify candidates for the Board In 2021, we nominated Cielo Hernandez and Cathy-Ann Martine-Dolecki
Slide 36: Added Diverse Perspectives and Enhanced Shareholder Representation
Added Diverse Perspectives and Knowledge of Key Markets Enhanced Shareholder Representation on Our Board Former Rear Admiral Danelle Barrett was elected to our Board in June 20201 As Former Cybersecurity Division Director and Deputy Chief Information Officer of the U.S. Navy responsible for the Navy
Slide 37: KVH nominees Cielo Hernandez and Cathy-Ann Martine-Dolecki
Cielo Hernandez Chief Financial Officer of XL Fleet Corp. (NYSE: XL) Cathy-Ann Martine-Dolecki Former Executive at AT&T (NYSE: T) CFO of XL Fleet Corp, a leading provider of fleet electrification solutions for commercial vehicles in North America Previously served as Vice President and CFO for the N
Slide 38: Highly-Experienced, Diverse Board of Directors
With Our New Additions KVH Will Have a Highly-Experienced, Diverse Board of Directors Martin Kits van Heyningen Cielo HernandezCathy-Ann Martine-Dolecki Director Since 1982 Current President, CEO and Chairman of the Board Founder of KVH Executed significant product innovation, service innovation and
Slide 39: Board skills and diversity matrix
Hernandez Martine-Dolecki Barrett Dodez Kits van Heyningen Tavares Trimble Totals 2021 NomineesContinuing Directors 50% 50%independent dir will be female / diverse Navigation ✓ ✓ ✓ 3 83% of our independent directors will17% have navigation or software / telecommunications83% experience 33%67% of our
Slide 40: Board shareholder representation is substantial
VIEX’s claim that our Board lacks shareholder representatives is untrue Our Chair and CEO, Martin Kits van Heyningen, is KVH’s largest individual shareholder -His individual interest in KVH is more than that of both of VIEX’s nominees combined, and he has a vast majority of his personal wealth inves
Slide 41: Governance measures adopted by the Board
Our Board of Directors Has Adopted Governance Measures It Determines to Be in the Best Interest of Its Shareholders A Diverse, Independent BoardAccountable Compensation Structure Three of our six independent directors will be women after the annual meeting, if our candidates are elected Six of our s
Slide 42: Management team: Kits van Heyningen, Kuebel, Bruun
Martin Kits van HeyningenRoger KuebelBrent Bruun Current President, CEO and Chairman of the Board Founded KVH in 1982 Start-up mentality with a significant focus on innovation, specifically studying markets and talking to our customers Inventor of KVH’s first product, the world’s first digital compa
Slide 43: Compensation Plan Aligned with Long-Term Strategy and Performance
Compensation Plan is Aligned with Long-Term Strategy and Performance 63%1 of NEO compensation is at-risk and tied to important drivers of shareholder value, such as revenue and adjusted EBITDA In May 2020, as a result of the impact of the COVID-19 pandemic, the Company implemented a Cost-Savings Pla
Slide 44: CEO cut salaries rather than lay off workers
Martin. A. Kits van Heyningen, chief executive of KVH Industries, decided to cut salaries rather than lay off workers. “It was one of the hardest things I’ve done,” he said. “It was late and Martin A. Kits van Heyningen feared he was letting the team down at the company he co-founded, KVH Industries
Slide 45: VIEX's Nominees Are Wrong For the KVH Board
VIEX’s Nominees Are Wrong For the KVH Board
Slide 46: VIEX nominees Eric Singer and John Mutch
Eric SingerJohn Mutch Founder and Portfolio Manager, VIEX Capital Advisors, LLC Former Co-Managing Member of Potomac Capital Management Managing Director, MV Advisors, LLC xMr. Singer has a highly concerning history of legal issues; Mr. Singer has the rare distinction of having been found by a Delaw
Slide 47: Singer and Mutch have overseen negative median TSR
Neither Mr. Singer Nor Mr. Mutch Have Consistently Created Value for Shareholders; Both Have Overseen Negative Median TSR During Their Tenures Eric Singer’s TSR vs. S&P 500 During Board Tenure1,2Median TSR During Board Tenure vs. S&P 5001 Sigma Designs, Inc. Numerex Corp. Support.com, Inc. RhythmOne
Slide 48: VIEX's nominee history and diversity
Since Its Inception, VIEX Has Publicly Nominated 37 Candidates; Just One of Those Nominees Has Been a Woman, and Nearly All Have Been White 8 13 of VIEX’s 37 nominees have been Eric Singer or John Mutch 5 In 2019, Mary Dotz became VIEX’s first – and only – female nominee 3 22 11111111111111111 Eric
Slide 49: 2013 Potomac nominations at PLX Technology
In 2013, Potomac Capital Partners, co-managed by Eric Singer, nominated 5 directors to the PLX Technology Board of Directors Potomac’s first letter to the PLX Board, signed by Eric Singer, made it clear that Potomac was interested in a quick sale, stating that it was “imperative and urgent”1 that th
Slide 50: Court Found Singer Engaged in Misconduct to Foster a Quick Sale
Once on PLX’s Board, A Court Found that Mr. Singer Engaged In Misconduct to Foster a Quick Sale1 As PLX had predicted, once seated on the Board, Mr. Singer was appointed Chair of a Special Committee formed to explore strategic alternatives and aggressively campaigned for the company to sell itself t
Slide 51: PLX officials on Singer's conduct
Arthur Whipple PLX CFO Thomas Riordan PLX Board Member Whipple: Singer “routinely threatened management and board members that he was going to sue them individually . . . if they didn't do what he wanted them to do”1 Whipple: Singer was “combative and a bully,” and took the position that “[e]verythi
Slide 52: Delaware Chancery Court on Singer's breach of fiduciary duty
The Delaware Chancery Court Concluded That Eric Singer Breached His Fiduciary Duty of Loyalty to the PLX Shareholders When He “Fatally Undermined the Sale Process”1 In my view, by withholding this information from the rest of the Board, Singer breached his fiduciary duty and induced the other direct
Slide 53: Decision echoes Board's concerns regarding Singer
The Decision Also Echoes Many of Our Board’s Concerns Regarding Mr. Singer IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE IN RE PLX TECHNOLOGY INC.) CONSOLIDATED STOCKHOLDERS LITIGATION) C.A. No. 9880-VCL MEMORANDUM OPINION Date Submitted: July 18, 2018 Date Decided: October 16, 2018 Potomac’s in
Slide 54: Delaware Law Watchers Noted Singer's Censure
Delaware Law Watchers Noted Mr. Singer’s Extraordinary Censure …It was clear that the Court regarded Singer’s failure to share information with the board as both a very serious mistake and a stain on his trustworthiness, which is the essential quality that a Delaware director must have.”1 November 1
Slide 55: Commentary on the PLX ruling
…[T]he board’s failure to disclose Deutsche Bank’s ‘tip’ to Singer in the Schedule 14D-9 was a material omission that amounted to a breach of the directors’ duty of disclosure, and that Potomac had aided and abetted such breach through Singer’s (its agent’s) actions.”1 October 17, 2018 Singer, and t
Slide 56: Reservations About VIEX and Singer Are Neither Unique Nor Unfounded
Our Reservations About VIEX and Mr. Singer as a Director Candidate Are Neither Unique Nor Unfounded “The VIEX Group’s ill-conceived theories for how stockholder value can be enhanced at Support.com are thin on facts, substance and viability, reflect no understanding of the support industry…, and are
Slide 57: Singer Does Not Practice What He Preaches On Governance
Mr. Singer Does Not Practice What He Preaches On Governance Eric Singer currently sits on the boards of A10 Networks and Immersion (at which he is the Executive Chairman), which have governance features similar to KVH Having full control of the Support.com board, Mr. Singer and his nominees had a go
Slide 58: Quantum Corporation litigation and governance reforms
In 2018, a plaintiff brought an action against certain directors and officers of Quantum Corporation, including Mr. Singer The plaintiff alleged that, during Mr. Singer’s tenure as a director, the Quantum Board and certain senior officers breached their fiduciary duties by causing Quantum to make ma
Slide 59: Mutch and Singer professional codependency
(x2) In the past 5 years… Mr. Mutch has served on boards with or been nominated by VIEX and Mr. Singer as a public company board candidate at least seven times – and at companies in sectors as disparate as technology and data storage providers, online consumer brand operators, and digital advertisin
Slide 60: VIEX Made No Meaningful Attempt to Engage
VIEX Made No Meaningful Attempt to Engage Prior to Launching Its Proxy Contest, and Has Had No Meaningful Engagement Since Mr. Singer Demanded Two Seats on KVH’s Board Having Only Had One Prior Conversation with the Company During Which He Did Not Offer Any Substantive Ideas or Plans Singer had no c
Slide 61: VIEX recruited a 'Wolfpack' to apply pressure
Rather Than Engage Constructively, VIEX Recruited a “Wolfpack” to Apply Pressure Trading Activity of VIEX 13D Group Constituents1 3.9% VIEX Nomination Notice 2.2% VIEX first speaks to KVH and claims ~5% ownersh Collectively, VIEX and Potomac owned 5% of KVH in December 2020 but did not disclose a wo
Slide 62: VIEX Group's Trading Behavior and SEC Filing Obligations
The VIEX Group’s Trading Behavior Suggests a Lack of Care at a Minimum, and Potentially a Troubling Disregard for SEC Filing Obligations Section 13(d) of the Exchange Act generally requires a person or group who is the beneficial owner of more than 5% of equity securities to disclose information rel
Slide 63: Timeline of Mr. Shaper's engagement with KVH
November 16, 2020, just ten days after KVH’s first conversation with Mr. Singer, Mr. Shaper arranged for a telephone conversation with the Company to discuss the Company’s business and operations November 2020 through April 2021, the Company holds four more telephone calls with Mr. Shaper; at no tim
Slide 64: Peter Shaper and Speedcast fiduciary duty finding
Peter Shaper, former CEO of Speedcast International, is the Third Member of the VIEX Group to Have Been Determined by a Court to Have Breached or Aided and Abetted the Breach of His Fiduciary Duty of Loyalty The Context The Court’s Statements on Peter Shaper Mr. Shaper became CEO of Speedcast Intern
Slide 65: Reasonable Offers to VIEX to Avoid a Proxy Contest
We Made Several Reasonable Offers to VIEX to Avoid a Proxy Contest, but VIEX Refused to Resolve This Election Contest KVH’s Offer #1 (April 30)KVH’s Offer #2 (May 1)KVH’s Offer #3 (May 2) Engage Peter Shaper as a consultant VIEX to participate in the announcement of two new, diverse nominees Stan Ho
Slide 66: Nominee experience and qualifications comparison
KVH’s NomineesVIEX’s Nominees Experience/QualificationsCielo Hernandez Cathy-Ann Martine-Dolecki Eric Singer John Mutch Engineering/Science/Technology Experience✗✓✗✓ Finance/Accounting Experience✓✗✓✗ ✓✓✗ ✓ Operating Experience Diversity ✓ ✓ ✗ ✗ Independence from Other Nominee ✓ ✓ ✗ ✗ No Fiduciary Du
Slide 67: Rebutting VIEX's Claims
Rebutting VIEX’s Claims eee a
Slide 68: VIEX's Claim vs. Reality
VIEX’S CLAIMREALITY “[W]e embrace and welcome the addition of two new, diverse candidates…”1 VIEX has only publicly nominated one woman in its entire history, which includes 37 public nominations Only one woman (Mary Dotz) serves on Mr. Singer’s two current public company boards2 “…KVHI’s stockholde
Slide 69: VIEX's Claim vs. Reality: shareholder representation
VIEX’S CLAIMREALITY “[I]t is integral to add a stockholder to the Board…”1 KVH already has substantial shareholder representation on our Board Mr. Kits van Heyningen beneficially owns more than 6% of KVH’s outstanding shares and is one of the Company’s largest shareholders As a group, KVH’s current
Slide 70: VIEX's Claim vs. Reality: KVH strategy
VIEX’S CLAIMREALITY “We expect KVHI will claim to have a clear strategy despite failing to clearly articulate one for years prior to this contest” “A review of KVHI’s historical public filings – prior to its retention of activism defense consultants – shows that the Company has lacked a clear strate
Slide 71: KVH Has Clearly Articulated Its Three-Pronged Strategy For Over Two Years
KVH Has Clearly Articulated Its Three-Pronged Strategy For Over Two Years KVH Announces the Sale of Videotel for $90 Million to Focus on Core Strategic Initiatives “We intend to use the net proceeds of the sale to invest in three key growth initiatives that we expect will drive significant value cre
Slide 72: Conclusion
: Conclugjon
Slide 73: The Question for Shareholders
The Question for Shareholders Should VIEX Capital – which first invested in KVH roughly six months ago and has not put forward even a single suggestion for improving the Company – be able to substitute a director with a troubling past and his close colleague for two exceptional, new directors? 73
Slide 74: Conclusion
Conclusion KVH’s Strategy is working Our positive momentum – as evidenced by recent outperformance of peers and strong first quarter results – is sustainable and will be bolstered by our ability to be a disruptor in large, growing markets The Company has been working towards a shift to more recurrin
Slide 75: Additional Information and Where to Find It
Additional Information and Where to Find It The Company has filed a definitive proxy statement and a form of associated BLUE proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies for the Company’s 2021 Annual Meeting of Stockholders (t
Slide 76: Vote FOR ALL of KVH's nominees
Vote FOR ALL of KVH’s nominees to support a Board that is overseeing a long-term strategy that is working DO NOT support VIEX and the Singer group – DISCARD the white proxy card If you have any questions, require assistance in voting your BLUE proxy card / BLUE voting instruction form, or need addit
Slide 77: Appendix
Appendix
Slide 78: VIEX's Claim at Support.com vs. Reality
VIEX’S CLAIM at Support.comREALITY “Our nominees can restore investor confidence and unlock value for Support.com stockholders”1 Support.com’s TSR was -7.4% during Mr. Singer’s tenure, compared to approximately +66% for the NASDAQ “Our nominees are committed to fully and fairly exploring all strateg
Slide 79: Support.com performance during Singer's tenure
Despite the Fact that VIEX’s Nominees, Including Mr. Singer, Took Full Control of the Support.com Board in 2016, the Company’s Performance Continued to Suffer During Mr. Singer’s Tenure Enterprise Value Total Shareholder Returns Cash Burn VIEX’s Claim (2016) Negative enterprise value suggests the ma
Slide 80: Adjusted EBITDA margin definition
This presentation includes a range for KVH’s estimated Adjusted EBITDA margin over the mid-term. Adjusted EBITDA margin represents Adjusted EBITDA for a period divided by revenue for that period. Adjusted EBITDA represents net income or loss, calculated in accordance with GAAP, adjusted to exclude t
Slide 81: Proxy peer group comparison
Company Name LFY # of Employees2 LFY Revenue ($M)2 Current Market Cap ($M)2 AeroVironment, Inc.823$367.3$2,648.8 CalAmp Corp.983$308.6$489.2 Calix, Inc.785$541.2$2,726.0 Communications Systems, Inc.150$42.6$59.3 Comtech Telecommunications Corp.2,034$616.7$602.9 Digi International Inc.656$279.3$637.4
Slide 82: ISS peer group comparison
Company Name LFY # of Employees2 LFY Revenue ($M)2 Current Market Cap ($M)2 Applied Optoelectronics, Inc.2,682$234.6$207.1 Aviat Networks, Inc.674$238.6$386.1 CalAmp Corp.983$308.6$489.2 Clearfield, Inc.460$93.1$491.9 Communications Systems, Inc.150$42.6$59.3 CPI Aerostructures, Inc.267$87.6$48.1 DZ
Slide 83: Satellite and communications peer group
Company Name LFY # of Employees4 LFY Revenue ($M)4 Current Market Cap ($M)4 ORBCOMM Inc.700$248.5$889.0 Inmarsat plc-$1,098.8-Intellian Technologies, Inc.306$367.3$2,648.8 Iridium Communications Inc.516$583.4$4,985.4 Intelsat S.A.1,774$1,913.1$54.1 Speedcast International Ltd-$1,039.4-Global Eagle E
Slide 84: Communication to KVH employees, June 1, 2021
[LOGO] Set forth below is a communication sent to employees of KVH Industries, Inc. on June 1, 2021. KVH team, By now you should have received KVH’s proxy material, including a BLUE form of proxy, for this year’s important annual meeting. You may have also received a competing white proxy card from
Slide 85: If you get your ballot by paper ballot
IF YOU GET YOUR BALLOT BY PAPER BALLOT
Slide 86: Thank you all for your continued hard work and dedication
Thank you all for your continued hard work and dedication.
Slide 87: Press releases and investor contacts
June 1, 2021: Press Release, KVH Industries Releases Investor Presentation in Advance of Annual Meeting Highlighting Business Momentum and Strategy to Deliver Long-Term Shareholder Value May 28, 2021: Presentation, KVH Industries: On Course For Long-Term Value May 17, 2021: Letter to Shareholders Ma