IRIDIUM COMMUNICATIONS INC. You should read the following discussion along with our Annual Report on Form 10-K for the fiscal year endedDecember 31, 2020 , filed onFebruary 11, 2021 with theSecurities and Exchange Commission , or theSEC , as well as our condensed consolidated financial statements included in this Form 10-Q. This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Such forward-looking statements include those that express plans, anticipation, intent, contingencies, goals, targets or future development or otherwise are not statements of historical fact. Without limiting the foregoing, the words "believe," "anticipate," "plan," "expect," "intend" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based on our current expectations and projections about future events, and they are subject to risks and uncertainties, known and unknown, that could cause actual results and developments to differ materially from those expressed or implied in such statements. These risks and uncertainties may be amplified by the COVID-19 pandemic and its potential impact on our business and the global economy. The important factors described under the caption "Risk Factors" in this report and in our Annual Report on Form 10-K for the fiscal year endedDecember 31, 2020 filed onFebruary 11, 2021 could cause actual results to differ materially from those indicated by forward-looking statements made herein. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Overview of Our Business We are engaged primarily in providing mobile voice and data communications services using a constellation of orbiting satellites. We are the only commercial provider of communications services offering true global coverage, connecting people, organizations and assets to and from anywhere, in real time. Our unique L-band satellite network provides reliable communications services to regions of the world where terrestrial wireless or wireline networks do not exist or are limited, including remote land areas, open ocean, airways, the polar regions and regions where the telecommunications infrastructure has been affected by political conflicts or natural disasters. We provide voice and data communications services to businesses, theU.S. and foreign governments, non-governmental organizations and consumers via our upgraded satellite network, which has an architecture of 66 operational satellites with in-orbit and ground spares and related ground infrastructure. We utilize an interlinked mesh architecture to route traffic across the satellite constellation using radio frequency crosslinks between satellites. This unique architecture minimizes the need for ground facilities to support the constellation, which facilitates the global reach of our services and allows us to offer services in countries and regions where we have no physical presence. Our upgraded satellite constellation is compatible with all of our end-user equipment and supports more bandwidth and higher data speeds for our new products, including our recently introduced Iridium Certus broadband service. We sell our products and services to commercial end-users through a wholesale distribution network, encompassing approximately 125 service providers, approximately 285 value-added resellers, or VARs, and approximately 85 value-added manufacturers, or VAMs, who either sell directly to the end user or indirectly through other service providers, VARs or dealers. These distributors often integrate our products and services with other complementary hardware and software and have developed a broad suite of applications for our products and services targeting specific lines of business. AtMarch 31, 2021 , we had approximately 1,518,000 billable subscribers worldwide, representing an increase of 14% from approximately 1,332,000 billable subscribers atMarch 31, 2020 . We have a diverse customer base, with end users in the following lines of business: land mobile, maritime, aviation, Internet of Things, or IoT, hosted payloads and other data services and theU.S. government. We recognize revenue from both the provision of services and the sale of equipment. Over the past several years, service revenue, including revenue from hosting and data services, has represented an increasing proportion of our revenue, and we expect that trend to continue. Effects of the COVID-19 Pandemic on Our Business The COVID-19 pandemic and measures taken in response are currently affecting countries, communities and markets around the world. Like many other businesses, we started to see a slowdown in the final weeks ofMarch 2020 as a result of this widespread economic shutdown. Our distributors have also experienced business and operational restrictions, which continue to limit their ability to visit customers, complete new installations, and close on new business opportunities. This slowdown extended throughout 2020 and during the first quarter of 2021, though we have seen significant recovery in some markets, most notably IoT. Other markets, including aviation and maritime, continue to suffer significant effects from reduced activity during the pandemic. Aviation, in particular, may take years to recover to pre-pandemic levels. In other industries, such as maritime, the effects are significant, but vary greatly by region and business model, and we expect that additional shutdowns will continue 18 -------------------------------------------------------------------------------- to impact our results of operations. The ultimate effects of the COVID-19 pandemic are difficult to assess or predict with certainty at this time but may include additional risks. For further information on the potential effects of the COVID-19 pandemic on our business, financial condition and results of operations, see "Part I, Item 1A. Risk Factors" of our Annual Report on Form 10-K for the fiscal year endedDecember 31, 2020 , filed with theSecurities and Exchange Commission onFebruary 11, 2021 . Material Trends and Uncertainties Our industry and customer base has historically grown as a result of: •demand for remote and reliable mobile communications services; •a growing number of new products and services and related applications; •a broad wholesale distribution network with access to diverse and geographically dispersed niche markets; •increased demand for communications services by disaster and relief agencies, and emergency first responders; •improved data transmission speeds for mobile satellite service offerings; •regulatory mandates requiring the use of mobile satellite services; •a general reduction in prices of mobile satellite services and subscriber equipment; and •geographic market expansion through the ability to offer our services in additional countries. Nonetheless, we face a number of challenges and uncertainties in operating our business, including: •our ability to maintain the health, capacity, control and level of service of our satellites; •our ability to develop and launch new and innovative products and services; •changes in general economic, business and industry conditions, including the effects of currency exchange rates; •our reliance on a single primary commercial gateway and a primary satellite network operations center; •competition from other mobile satellite service providers and, to a lesser extent, from the expansion of terrestrial-based cellular phone systems and related pricing pressures; •market acceptance of our products; •regulatory requirements in existing and new geographic markets; •rapid and significant technological changes in the telecommunications industry; •our ability to generate sufficient internal cash flows to repay our debt; •reliance on our wholesale distribution network to market and sell our products, services and applications effectively; •reliance on single-source suppliers for the manufacture of most of our subscriber equipment and for some of the components required in the manufacture of our end-user subscriber equipment and our ability to purchase parts that are periodically subject to shortages resulting from surges in demand, natural disasters or other events; and •reliance on a few significant customers, particularly agencies of theU.S. government, for a substantial portion of our revenue, as a result of which the loss or decline in business with any of these customers may negatively impact our revenue and collectability of related accounts receivable. 19 -------------------------------------------------------------------------------- Comparison of Our Results of Operations for the Three Months EndedMarch 31, 2021 and 2020 Three Months Ended March 31, % of Total % of Total Change ($ in thousands) 2021 Revenue 2020 Revenue Dollars Percent Revenue: Services$ 116,152 80 %$ 115,975 80 %$ 177 - % Subscriber equipment 23,953 16 % 22,263 15 % 1,690 8 % Engineering and support services 6,430 4 % 7,049 5 % (619) (9) % Total revenue 146,535 100 % 145,287 100 % 1,248 1 % Operating expenses: Cost of services (exclusive of depreciation and amortization) 23,207 16 % 21,978 15 % 1,229 6 % Cost of subscriber equipment 13,028 9 % 12,274 9 % 754 6 % Research and development 2,717 2 % 2,444 2 % 273 11 % Selling, general and administrative 22,657 15 % 20,825 14 % 1,832 9 % Depreciation and amortization 75,910 52 % 75,944 52 % (34) - % Total operating expenses 137,519 94 % 133,465 92 % 4,054 3 % Operating income 9,016 6 % 11,822 8 % (2,806) (24) % Other expense: Interest expense, net (22,769) (16) % (26,444) (18) % 3,675 (14) % Loss on extinguishment of debt - - % (30,209) (21) % 30,209 (100) % Other income (expense), net (28) - % 447 - % (475) (106) % Total other expense, net (22,797) (16) % (56,206) (39) % 33,409 (59) % Loss before income taxes (13,781) (10) % (44,384) (31) % 30,603 (69) % Income tax benefit 8,598 6 % 12,682 9 % (4,084) (32) % Net loss$ (5,183) (4) %$ (31,702) (22) %$ 26,519 (84) % 20
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Revenue
Commercial Service Revenue
Three Months Ended March 31,
2021 2020 Change
Billable Billable Billable
Revenue Subscribers (1) ARPU (2) Revenue Subscribers (1) ARPU (2) Revenue Subscribers ARPU
(Revenue in millions and subscribers in thousands)Commercial services: Voice and data$ 41.4 350$ 39 $ 42.2 351$ 40 $ (0.8) (1)$ (1) IoT data 24.8 1,003$ 8.39 23.8 830$ 9.71 1.0 173 (1.32) Broadband (3) 9.4 12.0$ 265 8.7 10.9$ 267 0.7 1.1 (2) Hosted payload and other data 14.8 N/A 16.3 N/A (1.5) N/A Total commercial services$ 90.4 1,365$ 91.0 1,192$ (0.6) 173 (1)Billable subscriber numbers shown are at the end of the respective period. (2)Average monthly revenue per unit, or ARPU, is calculated by dividing revenue in the respective period by the average of the number of billable subscribers at the beginning of the period and the number of billable subscribers at the end of the period and then dividing the result by the number of months in the period. Billable subscriber and ARPU data is not applicable for hosted payload and other data service revenue items. (3)Commercial broadband service consists of Iridium OpenPort® and Iridium Certus® broadband services. For the three months endedMarch 31, 2021 , total commercial services revenue decreased$0.6 million , or 1%, from the prior year period primarily as a result of decreases in hosted payload and voice and data revenue. These decreases were partially offset by increases in IoT data revenue and broadband revenue. Hosted payload and other service revenue decreased$1.5 million , or 9%, for the three months endedMarch 31, 2021 , due primarily to a data billing settlement that resulted in recognition of$1.3 million in the prior year quarter. Voice and data revenue decreased$0.8 million , or 2%, for the three months endedMarch 31, 2021 . This decrease resulted from a decrease in usage and access fees as we continue to recover from the mobility restrictions associated with the COVID-19 pandemic. These decreases were offset by an increase in commercial IoT data revenue of$1.0 million , or 4%, for the three months endedMarch 31, 2021 , due to a 21% increase in commercial IoT data billable subscribers, primarily from continued strength in consumer personal communications devices. The increase in IoT related to subscriber growth was offset in part by a decrease in ARPU, driven by lower usage associated with the COVID-19 pandemic primarily in aviation. Commercial services revenue also increased due to an increase in commercial broadband revenue of$0.7 million , or 8%, for the three months endedMarch 31, 2021 , due primarily to an increase in broadband billable subscribers. Government Service Revenue Three Months Ended March 31, 2021 2020 Change Billable Billable Billable Revenue Subscribers (1) Revenue Subscribers (1) Revenue Subscribers (Revenue in millions and subscribers in thousands) Government services$ 25.8 153$ 25.0 140$ 0.8 13
(1)Billable subscriber numbers shown are at the end of the respective period.
We provide airtime and airtime support toU.S. government and other authorized customers pursuant to our Enhanced Mobile Satellite Services contract, or the EMSS Contract. Under the terms of this agreement, which we entered into inSeptember 2019 , authorized customers utilize specified Iridium airtime services provided through theU.S. government's dedicated gateway. The fee is not based on subscribers or usage, allowing an unlimited number of users access to these services. The annual rate under the EMSS Contract increased from$100.0 million to$103.0 million during the third quarter of 2020. 21 -------------------------------------------------------------------------------- Subscriber Equipment Revenue Subscriber equipment revenue increased by$1.7 million , or 8%, for the three months endedMarch 31, 2021 compared to the prior year period, primarily due to an increase in the volume of IoT, partially offset by a decrease in the volume of handset and L-band transceiver device sales. Engineering and Support Service Revenue Three Months Ended March 31, 2021 2020 Change (Revenue in millions) Commercial engineering and support services $ 0.7$ 1.0 $ (0.3) Government engineering and support services 5.7 6.0 (0.3) Total engineering and support services $
6.4
Engineering and support service revenue decreased$0.6 million , or 9%, for the three months endedMarch 31, 2021 compared to the prior year period primarily due to the episodic nature of contract work for certain commercial and government projects. Operating Expenses Cost of Services (exclusive of depreciation and amortization) Cost of services (exclusive of depreciation and amortization) includes the cost of network engineering and operations staff, including contractors, software maintenance, product support services and cost of services for government and commercial engineering and support service revenue. Cost of services (exclusive of depreciation and amortization) increased by$1.2 million , or 6%, for the three months endedMarch 31, 2021 from the prior year period, primarily as a result of higher maintenance and product support costs, as well as higher costs to support the EMSS Contract. Cost of Subscriber Equipment Cost of subscriber equipment includes the direct costs of equipment sold, which consist of manufacturing costs, allocation of overhead, and warranty costs. Cost of subscriber equipment increased by$0.8 million , or 6%, for the three months endedMarch 31, 2021 compared to the prior year period primarily due to the increase in IoT device sales, partially offset by the decrease in the volume of handset and L-band transceiver sales. Research and Development Research and development expenses increased by$0.3 million , or 11%, for the three months endedMarch 31, 2021 compared to the prior year period due to increased spending on devices and related features for our network. Selling, General and Administrative Selling, general and administrative expenses that are not directly attributable to the sale of services or products include sales and marketing costs as well as employee-related expenses (such as salaries, wages, and benefits), legal, finance, information technology, facilities, billing and customer care expenses. Selling, general and administrative expenses increased by$1.8 million , or 9%, for the three months endedMarch 31, 2021 compared to the prior year period, primarily due to an increase in management incentives in the current year as compared to the prior year which included the estimated impact of the COVID-19 pandemic, as well as an increase in stock appreciation rights expense in the current year resulting from changes in our stock valuation between the respective reporting periods. Depreciation and Amortization Depreciation and amortization expense remained relatively flat as we completed the replacement of our first-generation satellites inFebruary 2019 . As the upgraded satellites are the largest proportion of our asset base, we anticipate depreciation and amortization expense to remain relatively consistent from quarter to quarter based on our anticipated capital expenditures. Other Expense Interest Expense, Net Interest expense, net decreased$3.7 million for the three months endedMarch 31, 2021 compared to the prior year period. In 2020, we refinanced a portion of our debt including a decrease in the weighted average effective interest rate and lower average outstanding borrowings under our total debt obligations, resulting in less overall interest expense. Interest expense was further 22 -------------------------------------------------------------------------------- reduced when we repriced our outstanding debt inJanuary 2021 , decreasing the interest rate spread by 1.0%. Offsetting this decrease in part, to execute the repricing, we paid fees of$3.6 million , which were recorded within interest expense. Loss on Extinguishment of Debt There was no loss on extinguishment of debt recorded for the three months endedMarch 31, 2021 , compared to a loss on extinguishment of debt of$30.2 million for the three months endedMarch 31, 2020 . The loss on extinguishment of debt resulted from the write off of unamortized debt issuance costs when we closed on an additional$200.0 million under our Term Loan inFebruary 2020 and used the proceeds, together with cash on hand, to prepay all of the indebtedness outstanding under our senior unsecured notes, including premiums for early prepayment. Income Tax Benefit For the three months endedMarch 31, 2021 , our income tax benefit was$8.6 million , compared to income tax benefit of$12.7 million for the prior year period. The decrease in income tax benefit is primarily related to a decrease in loss before income taxes compared to the prior year plus an increase to the valuation allowance for state net operating losses. This was offset in part by the stock compensation tax deduction which resulted from an increase in the value of both stock options exercised and vested restricted stock units. Net Loss Net loss was$5.2 million for the three months endedMarch 31, 2021 , compared to a net loss of$31.7 million for the prior year period. The change primarily resulted from the$30.2 million decrease in loss on extinguishment of debt and the$3.7 million decrease in interest expense, net. These decreases were partially offset by the$4.1 million decrease in the income tax benefit and the$4.1 million increase in operating expenses, as described above.
Liquidity and Capital Resources
InNovember 2019 , we issued our Term Loan totaling$1,450.0 million , with an accompanying$100.0 million Revolving Facility. InFebruary 2020 , we issued an additional$200.0 million under our Term Loan and used the proceeds and approximately$183.5 million of cash on hand to repay in full all of the indebtedness outstanding under our senior unsecured notes, including premiums for early repayment. OnJanuary 20, 2021 , we repriced all borrowings outstanding under our Term Loan. The Term Loan now bears interest at an annual rate of LIBOR plus 2.75%, with a 1.00% LIBOR floor. All other terms remain the same. To reprice the Term Loan, we incurred additional financing costs of$3.6 million . As ofMarch 31, 2021 , we reported an aggregate balance of$1,633.5 million in borrowings under the Term Loan, before$23.0 million of net deferred financing costs, for a net principal balance of$1,610.5 million outstanding in our condensed consolidated balance sheet. We have not drawn on our Revolving Facility. Our Term Loan contains no financial maintenance covenants. With respect to the Revolving Facility, we are required to maintain a consolidated first lien net leverage ratio 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 Credit Agreement contains a mandatory prepayment mechanism with respect to a portion of our excess cash flow (as defined in the Credit Agreement). It provides for specified exceptions, baskets measured as a percentage of trailing twelve months of earnings before interest, taxes, depreciation and amortization, and unlimited exceptions in the case of incurring indebtedness and liens and making investments, dividend payments, and payments of subordinated indebtedness, as well as a phase-out of the mandatory excess cash flow prepayments, based on achievement and maintenance of specified leverage ratios. The Credit Agreement permits repayment, prepayment, and repricing transactions. Our mandatory excess cash flow prepayment, as specified in the Credit Agreement, was$12.7 million as ofDecember 31, 2020 . This amount will be paid in the second quarter of 2021 and counts towards our required quarterly principal payments under the Term Loan. We were in compliance with all other covenants under the Credit Agreement as ofMarch 31, 2021 . As ofMarch 31, 2021 , our total cash and cash equivalents balance was$214.8 million , our marketable securities balance was$7.5 million , and we had$100.0 million of borrowing availability under our Revolving Facility. In addition to the Revolving Facility, our principal sources of liquidity are cash, cash equivalents and internally generated cash flows. Our principal liquidity requirements over the next twelve months are primarily principal and interest on the Term Loan and share repurchases under the share repurchase program described in Note 8 .
We believe our liquidity sources will provide sufficient funds for us to meet our liquidity requirements for at least the next 12 months.
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Cash Flows
The following table summarizes our cash flows:
Three Months Ended March 31,
2021 2020 Change
(in thousands)
Cash provided by operating activities $ 50,766 $ 40,813 $ 9,953
Cash used in investing activities $ (9,417) $ (9,487) $ 70
Cash used in financing activities $ (63,264) $
(186,025)
Cash Flows Provided by Operating Activities
Net cash provided by operating activities for the three months endedMarch 31, 2021 increased by$10.0 million from the prior year period. Net loss, as adjusted for non-cash activities, improved by$5.4 million over the prior year, primarily due to the$26.5 million improvement in net loss as the prior year included the$30.2 million loss on extinguishment of debt and$8.3 million increase in deferred income taxes. Net cash from operating activities also increased related to working capital changes of approximately$4.6 million . This increase was primarily the result of accrued expenses and other current liabilities due to an decrease in management incentives paid in the first quarter of 2021 and timing of accounts payable obligations. These were offset in part by a decrease in the interest payable compared to the prior year. Interest on the Term Loan is paid monthly compared to previous semi-annual interest payments associated with the senior unsecured notes that were repaid inFebruary 2020 . As a result, there was minimal interest payable in the 2021 working capital balance for the Term Loan.
Cash Flows Used in Investing Activities
Net cash used in investing activities for the three months endedMarch 31, 2021 remained relatively flat compared to the prior year period. We estimate our capital expenditures will average approximately$40.0 million per year until 2029. Cash Flows Used in Financing Activities Net cash used in financing activities for the three months endedMarch 31, 2021 decreased by$122.8 million compared to the prior year period primarily due to lower net principal payments as we utilized our cash to pay down additional debt in the prior year. The combination of principal prepayment on the senior unsecured notes and additional borrowings under the Term Loan resulted in net payments of$181.5 million for 2020 compared to$4.1 million for 2021. This decrease was partially offset by$59.3 million used in 2021 for the repurchase of our common stock. See Note 5 to our condensed consolidated financial statements included in this report for further discussion of our indebtedness and Note 8 for further information on our stock repurchase program.
Off-Balance Sheet Arrangements
We do not currently have, nor have we had in the last three years, any relationships with unconsolidated entities or financial partnerships, such as entities referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.
Seasonality
Our results of operations have been subject to seasonal usage changes for commercial customers, and our results will be affected by similar seasonality going forward. March through October are typically the peak months for commercial voice services revenue and related subscriber equipment sales.U.S. government revenue and commercial IoT revenue have been less subject to seasonal usage changes. Critical Accounting Policies and Estimates The discussion and analysis of our financial condition and results of operations is based upon our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted inthe United States , orU.S. GAAP. The preparation of these financial statements requires the use of estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to revenue recognition, useful lives of property and equipment, long-lived assets and other intangible assets, deferred financing costs, income taxes, stock-based compensation, and other estimates. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. 24 -------------------------------------------------------------------------------- There have been no changes to our critical accounting policies from those described in our Annual Report on Form 10-K for the year endedDecember 31, 2020 , as filed with theSEC onFebruary 11, 2021 . Recent Accounting Pronouncements Refer to Note 2 to our condensed consolidated financial statements for a full description of recent accounting pronouncements and recently adopted pronouncements. 25
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