EX-99.2 3 d126343dex992.htm EX-99.2

Exhibit 99.2

Q3 FY21 Shareholder Letter

Fellow Shareholders, Our keen focus on business optimization generated excellent financial results in the third quarter of fiscal year 2021 (Q3 FY2021) – even with ongoing COVID-19 headwinds in several business areas. We also earned important market wins, executed strategic transactions, and achieved key development milestones, which, along with the prospects of a potential end to the pandemic, create exciting potential for sustained growth in FY2022. We posted solid year-over-year (YoY) growth in net income, achieved record Adjusted EBITDA and operating cash flow, improved our leverage profile, extended our record backlog with robust new business awards, and took several key steps in our global services expansion as we approach the launch of the ViaSat-3 constellation. Strategic highlights included announcements around our agreements to acquire RigNet, Inc. (RigNet) and the remainder of our wholesale broadband joint venture in Europe, the addition of SKY Brasil as a strong distribution partner, and we are off to a fast start with our newest airline partner, Delta Air Lines. In short, it was an important, productive and successful quarter amidst the ongoing pandemic, as our teams across the company continued to demonstrate tremendous effort, operational focus and perseverance. For Q3 FY2021, revenue was down slightly YoY but up 4% sequentially. Year-ago results benefitted from exceptional Government Systems revenues as well as pre-pandemic results from in-flight connectivity (IFC). Government Systems grew segment revenue and Adjusted EBITDA sequentially in Q3 FY2021 despite ongoing procurement disruptions from the pandemic. Our Satellite Services segment saw sustained demand for U.S. fixed broadband with many customers continuing to choose premium service plans. That resulted in YoY and sequential segment revenue and Adjusted EBITDA growth despite air travel demand running at a fraction of last fiscal year’s pace, which decreased IFC revenue. The in-flight environment showed modest improvement this quarter. Mobile terminal deliveries in our Commercial Networks segment increased alongside next generation antenna technology wins, resulting in a material improvement to the segment bottom line on YoY higher revenue and lower research and development (R&D) expenses. We are building for the future, even while navigating the current unpredictable environment. New business awards resulted in a book-to-bill above 1.1x, growing our backlog to $2.4 billion, which excludes over $3 billion of Indefinite Delivery Indefinite Quantity (IDIQ) potential contract value. With that backdrop we are executing with purpose to ready the Company for the opportunities ahead to deliver high value connectivity and communication services globally via the ViaSat-3 constellation. While work on the first two satellites has been affected by the recent intense wave of COVID-19 cases, we are nearing delivery of the first satellite payload to Boeing, a milestone that starts the final phase of the countdown to launch readiness. The pending RigNet acquisition is intended to enable Viasat to more quickly expand into new adjacent remote enterprise markets, including maritime, mining, energy and others. We also expect our agreement to acquire the remaining 51% share of Euro Broadband Infrastructure Sàrl (EBI), the wholesale broadband joint venture between Viasat and Eutelsat Communications, will enable us to expand our European services footprint ahead of ViaSat-3. And, subsequent to quarter-end, we announced a new contract with Delta Air Lines that was executed during Q3 FY2021 and an agreement with SKY Brasil that further expand our IFC business and our fixed broadband distribution capabilities in South America, respectively. Looking forward, we believe we are poised to deliver record Adjusted EBITDA in FY2021 despite the ongoing pandemic. And the future is getting brighter, highlighted by the coming ViaSat-3 payload deliveries and the acquisitions and relationships we are putting into place to capitalize on the significant opportunities we see globally. Ahead of launch of the first ViaSat-3 satellite we are poised to benefit from continued strength in our Government Systems and fixed broadband businesses, and with vaccine distribution now accelerating, we are hopeful for continued improvement in global air passenger counts. Our business diversity continues to be a key strength, one we will continue to build on in the months and years to come. Shareholder Letter | Q3 Fiscal Year 20211

Q3 FY2021 Financial Results We delivered excellent Q3 FY2021 results, ahead of expectations across several key financial measures, including our highest ever quarterly Adjusted EBITDA and operating cash flow. Adjusted EBITDA was driven by a combination of sustained demand and operational optimization in fixed broadband, Government Systems and Commercial Networks. › Q3 FY2021 net income grew over 4% YoY, and Adjusted subscribers choosing plans with more data. Given current EBITDA grew 21% as margins expanded over 480 basis bandwidth supply constraints and anticipated growth in points (bps) YoY our domestic IFC business, including the addition of Delta Air Lines, U.S. fixed subscribers decreased sequentially as › Net leverage declined to 3.1x LTM Adjusted EBITDA for the we proactively reduced gross additions in certain areas quarter on improved operating performance while for capacity planning purposes liquidity remained steady compared to Q2 FY2021 at nearly $1 billion › Commercial Networks segment awards in the quarter grew an impressive 75% YoY to $235 million with the first › Year-to-date (YTD) Government Systems awards reached terminal orders under the Delta Air Lines win and a large $978 million and backlog increased to over $1 billion, up next-generation antenna program 12% YoY › Consolidated award bookings were up 11% YoY to $643 › U.S. fixed broadband average revenue per user (ARPU) million with a book-to-bill of 1.1x for the quarter, extending reached a quarterly record, driven by new and existing our record backlog to $2.4 billion AWARDS REVENUE OPERATING INCOME (LOSS) $ in millions $ in millions $ in millions $577 $552 $737 $731 $643 $588 $592 $530 $554 $576 $14.0 $14.1 ($5.3) $12.7 $21.8 Q3 Q4 Q1 Q2 Q3 Q3 Q4 Q1 Q2 Q3 Q3 Q4 Q1 Q2 Q3 FY20 FY20 FY21 FY21 FY21 FY20 FY20 FY21 FY21 FY21 FY20 FY20 FY21 FY21 FY21 NET INCOME (LOSS)* NON-GAAP NET INCOME ADJ. EBITDA $ in millions $ in millions $ in millions $6.5 $1.6 ($12.4) $2.0 $6.8 $24.7 $20.0 $4.8 $20.5 $26.6 $122 $120 $105 $130 $148 Q3 Q4 Q1 Q2 Q3 Q3 Q3 Q4 Q1 Q2 Q3 Q3 Q3 Q4 Q1 Q2 Q3 Q3 FY20 FY20 FY21 FY21 FY21 FY20 FY20 FY21 FY21 FY21 FY20 FY20 FY21 FY21 FY21 *Attributable to Viasat, Inc. common stockholders Shareholder Letter | Q3 Fiscal Year 20212 A reconciliation of non-GAAP financial measures to their nearest GAAP equivalents is provided at the end of this letter

Government Systems AWARD, REVENUE AND ADJ. EBITDA Segment Highlights $ in millions › Successfully integrated Link 16 Cryptographic Modernization capability into the Small Tactical Terminal (STT) ahead of the U.S. Government mandate and ahead of any competitive solutions $292 › Won contracts with the U.K. Royal Navy for advanced Ultra-High $232 $265 Frequency (UHF) satcom equipment and NATO for an advanced $191 command, control and communication project › Progressed on several leading space, cyber, and ground technologies $78 $78 aligned with the Department of Defense’s stated modernization goals and programs, including Joint Warfighter Concepts, Joint All-Domain Command and Control (JADC2), and Advanced Battle Management System (ABMS), amongst others Q3 FY20 Q3 FY21 Awards AWARD, REVENUE AND ADJ. EBITDA Government Systems segment awards in Q3 FY2021 were $191 million, $ in millions a decrease of 18% YoY, while YTD awards climbed to $978 million, an increase of 13% YoY -- reflecting both inherent government contracting lumpiness and ongoing pandemic effects. Award timing can be delayed $978 by COVID-19 in areas of export approvals, shipment authorizations, new $865 $852 product certifications, customer acceptance, and other processes. We $786 expect transient effects associated with the change in administration in the very near-term. Still, record YTD awards position the segment well for growth with backlog at the end of the quarter over $1 billion, a 12% $222 $218 increase YoY, and unawarded IDIQ contracts value at over $3 billion. Revenue Awards Revenue Adj. EBITDA Government Systems revenue in Q3 FY2021 was $265 million, down Q3 FY20 YTD Q3 FY21 YTD 9% YoY. The decrease reflects the COVID-19 impact, comparison to an exceptional prior year quarter of tactical satcom product shipments, BACKLOG AND UNAWARDED IDIQ and lower product revenue in global mobile broadband in the current $ in millions period. Government mobile broadband services revenue in Q3 FY2021 increased over 20% YoY as equipment delivered in prior periods entered service and customers grew utilization and related services. We see $3,134 growing interest for trusted on-the-move applications in anticipation of our global network following the launch of the ViaSat-3 constellation. Overall near-term revenue visibility is robust given a year-to-date book-to-bill of over 1.2x. $928 $1034 $1,136 Adjusted EBITDA Government Systems segment Adjusted EBITDA in Q3 FY2021 was $78 Backlog Unawarded IDIQ million, slightly higher YoY, with Adjusted EBITDA margins expanding nearly 300 bps due to favorable product mix impacts, operating Q3 FY20 Q3 FY21performance from both tactical data links and cybersecurity products, and increases in service revenues. Shareholder Letter | Q3 Fiscal Year 2021 3

Satellite Services AWARD, REVENUE AND ADJ. EBITDA Segment Highlights $ in millions › Signed contract with Delta Air Lines for over 300 mainline narrow-body aircraft, including new deliveries and retrofits; Delta expects to have our technology solution onboard their aircraft starting the $211 $217 $212 $221 summer of 2021 › Signed definitive agreement to acquire RigNet with closing expected $88 in mid-2021; acquisition is intended to diversify our connectivity $75 portfolio with new vertical market opportunities, expand global operations ahead of ViaSat-3 constellation launch and build enterprise market capabilities Awards Revenue Adj. EBITDA › Completed Brazilian residential service rollout with 100% coverage across the country; signed agreement with SKY Brasil to significantly Q3 FY20 Q3 FY21 increase our distribution capabilities › Signed EBI purchase agreement with closing expected in Q4 FY 2021; transaction is expected to refine Viasat’s European broadband strategy ahead of the second ViaSat-3 satellite launch targeting Europe, Middle AWARD, REVENUE AND ADJ. EBITDA East, and Africa $ in millions Revenue $615 $629 $614 $639 Satellite Services revenue in Q3 FY2021 was $221 million, a net increase of 4% YoY, reflecting demand in U.S. fixed broadband, partially offset by pandemic-driven IFC decreases. Net U.S. subscribers declined due to bandwidth supply constraints, sustained demand for premium service $244 plans, and network planning to accommodate increases in passengers $213 and planes in service. Sequentially, IFC revenue improved slightly. Ramping COVID-19 vaccination rollouts, 737-MAX return-to-flight and new Delta Air Lines installations all offer potential for meaningful growth. We continue to be very optimistic about our IFC business. Adjusted EBITDA Q3 FY20 YTD Q3 FY21 YTD Q3 FY2021 Adjusted EBITDA for the Satellite Services segment was $88 million, an increase of 17% YoY, reflecting higher revenue and nearly 450 basis points of margin gain. The margin increase reflected operating U.S. Fixed Subscribers (End of Period) leverage and optimization of fixed broadband, as well as swift cost containment in IFC services. We are testing different combinations of 586K 590K 599K 603K 596K service plans and positioning that can optimize Satellite Services results in anticipation of the launch of our first ViaSat-3 satellite and competitive Aircraft in Service* (End of Period) dynamics among a growing portfolio of vertical and geographic markets. ~760 ~1,070 ~1,180 Key Metrics 1,379 1,390 1,390 1,390 ~1,430 Both U.S. fixed broadband ARPU and ending subscribers increased Q3 FY20 Q4 FY20 Q1 FY21 Q2 FY21 Q3 FY21 YoY compared to Q3 FY2020. On a sequential basis net subscribers decreased, as we proactively constrained subscriber gross additions to *Excludes approximately 630, 320 and 250 aircraft that were ensure sufficient network resources among each of our various service inactive as of June 2020, September 2020 and December 2020, respectively, due to the COVID-19 pandemic offerings. Churn remained steady, indicating that the net subscriber decrease was caused by the reduced gross additions. Shareholder Letter | Q3 Fiscal Year 2021 4

Commercial Networks AWARDS, REVENUE AND ADJ. EBITDA Segment Highlights $ in millions › We received over $120 million of satellite ground antenna systems awards in the quarter for the second time in FY2021 $235 › Viasat’s Real-Time Earth business signed an agreement with Infostellar, $134 a Japanese Ground Segment as a Service (GSaaS) company, to become a preferred supplier of antennas for their network $85 $90 › Delta Air Lines award brought 1st lot of IFC aircraft install commitment with more than 300 IFC terminals to be delivered at accelerated pace ($31) ($19) Awards Awards Revenue Adj. EBITDA Commercial Networks segment total Q3 FY2021 awards were very strong at $235 million, 75% higher YoY.YTD awards have already met a full Q3 FY20 Q3 FY21 fiscal year record and nearly doubled segment backlog to $688 million. Wins in the quarter were focused in two key areas -- large aperture, high powered ground antenna solutions and IFC mobility products. These wins are indicative of the long-term growth opportunities in AWARDS, REVENUE AND ADJ. EBITDA sophisticated government and commercial satellite ground systems for earth observation and emerging market segments, and provide fuel for sustained financial momentum in FY2022. $504 Revenue $295 $252 Commercial Networks segment revenue for Q3 FY2021 was $90 million, $236 an increase of 6% YoY. Revenue growth from broadband terminal products and maintenance services, alongside strong performance from antenna systems, more than offset lower commercial air IFC terminal product shipments. Sequentially, IFC terminal shipments increased in ($98) ($80) the quarter based on airline expectations of a gradual improvement Awards Revenue Adj. EBITDA in air travel. Q3 FY20 YTD Q3 FY21 YTD Adjusted EBITDA Commercial Networks segment Adjusted EBITDA for the quarter was a loss of $19 million, improving 39% compared to Q3 FY2020. Higher incremental YoY revenue, combined with disciplined cost management and lower R&D costs, contributed to the improved earnings results. ViaSat-3 Update The recent spikes in COVID-19 during the holidays and early part of Conceptual Design & Architecture Dev Preliminary Design Review / Engineering Model Critical Design Review / Qual Volume Manufacturing - Unit Build - Unit Test Payload Assembly & Test Spacecraft I&T(Boeing) Launch / Orbit Raise / IOT In Service calendar 2021 have led to intermittent supply chain and labor availability challenges as we work to complete the payload for the first ViaSat-3 satellite. While we were able to offset some of these impacts with VS-3 Payload Unique Standard Processes schedule gains in other areas, at this time we believe the net effect is that the launch of the first satellite will most likely move into Q1 of calendar 2022. Shareholder Letter | Q3 Fiscal Year 2021 5

Balance Sheet, Cash Flows and Liquidity OPERATING CASH FLOW Operating Cash Flow $ in millions Viasat earned a third consecutive quarterly record with operating cash flow of $224 million, an increase of 103% YoY. For the 12-month period ended December 31, 2020, we generated $701 million in operating cash $224 flow, up $295 million from the prior 12-month period. The combination of $144 $157 $177 strong business operating performance, proactive expense measures $110 taken earlier in the year, and focused working capital management were the primary drivers for the sustained growth in operating cash flow. And while there is lumpiness due to timing of customer payments and capital project expenses, we were nearly free cash flow positive Q3 Q4 Q1 Q2 Q3 FY20 FY20 FY21 FY21 FY21 FY21 in the quarter. Capital Expenditure Capital expenditures in Q3 FY2021 were $243 million, an increase of 4% CAPITAL EXPENDITURE YoY. Our investments remain focused on the ViaSat-3 program as the first $ in millions two payloads continue to progress through assembly, test and integration milestones, while the third payload construction begins to ramp. Debt and Leverage $233 $229 $231 $243 Cash and leverage remained strong in the quarter. Net debt at quarter $163 end was $1.5 billion, essentially flat sequentially and YoY, and our leverage ratio declined sequentially for a second consecutive quarter. Overall, exceptional operational performance has supported growth investments in the ViaSat-3 constellation, with our net leverage ratio Q3 Q4 Q1 Q2 Q3 lower by about half of a turn from the same time last year. FY20 FY20 FY21 FY21 FY21 We ended the quarter with $317 million in cash and cash equivalents. Liquidity remained at over $1 billion, with our $700 million revolving credit facility undrawn. We have been able to diligently manage cash NET DEBT & NET LEVERAGE RATIO as prior technology investments and our diverse business portfolio $ in millions (except net leverage) continued to sustain earnings growth -- even while investing substantially for the future – all against a challenging macroeconomic backdrop. 3.5x 3.4x 3.5x 3.2x 3.1x $1,548 $1,569 $1,63$ $1,521 $1,543 Q3 Q4 Q1 Q2 Q3 FY20 FY20 FY21 FY21 FY21 Note: Net leverage ratio is defined as principal amount of total debt less cash and cash equivalents, divided by LTM Adjusted EBITDA Shareholder Letter | Q3 Fiscal Year 2021 6

FY2021 Priorities and Outlook › We are laser focused on the schedule for the ViaSat-3 (Americas) launch, and are adapting workflows and processes toward that goal. › We continue to prepare to capitalize on ViaSat-3 global coverage, with near-term focus on integrating RigNet and EBI following closing. › We anticipate sustained financial momentum, and expect record Adjusted EBITDA and operating cash flow in FY2021. Record backlog of $2.4 billion provides a strong foundation for FY2022 and beyond. › Overall Satellite Services outlook is robust. While U.S. fixed broadband demand for higher value plans has driven growth in FY2021, we expect accelerating contributions from IFC and international markets in FY2022. Growing ViaSat-3 deployment costs as the satellite launch approaches and start-up costs in some international and new vertical markets may offset nearer-term gains. We are excited about the outlook for strong Satellite Services growth when the ViaSat-3 satellites enter service. › We are optimistic about IFC growth based on the global vaccine rollout, recent wins with Delta Air Lines and KLM, ongoing orders from existing customers, return-to-flight of the 737 MAX, and a very robust new business pipeline. › We expect transient near-term friction due to COVID-19-related challenges and the change in administration to impact the pace of government business operations, but strong YTD awards and over $1 billion backlog provide good top line Government Systems visibility. The broadband connectivity market is highly dynamic, but is fundamentally driven by one consistent theme: the constant growth in per capita bandwidth demand in virtually every vertical and geographic market. That demand soaks up enormous amounts of new bandwidth supply. We believe winning depends on constantly improving bandwidth productivity, flexibility in matching geographic supply and demand, optionality in serving evolving markets with domain-specific assets and skills, and agility in responding to competitive dynamics. We are upbeat about the future and especially grateful for our employees who have outperformed in every dimension. On behalf of everyone at Viasat, we want to thank our shareholders, customers, partners and employees for their continued support, and we look forward to keeping you posted on our progress. Sincerely, Rick Baldridge Mark Dankberg Shareholder Letter | Q3 Fiscal Year 2021 7

Forward Looking Statements This shareholder letter contains forward-looking statements that are subject to the safe harbors created under the Securities Act of 1933 and the Securities Exchange Act of 1934. Forward-looking statements include, among others, statements that refer to the impact of the COVID-19 pandemic on our business; expectations regarding an end to the pandemic and a lessening of its effects on our business, including expectations for IFC growth; projections of earnings, revenue, costs or other financial items; anticipated growth and trends in our business or key markets, including expectations for growth following launch of the ViaSat-3 constellation; ability to capitalize on awards received and unawarded IDIQ contract vehicles; future economic conditions and performance, including expectations for performance and results of operations in the remainder of FY2021, FY2022 and beyond; the development, customer acceptance and anticipated performance of technologies, products or services; international growth opportunities, including in Europe and South America; satellite construction and launch activities, including expectations regarding payload delivery, completion and launch of our ViaSat-3 class satellites; anticipated subscriber growth; plans, objectives and strategies for future operations; our pending acquisitions of RigNet and the remaining 51% share of EBI and the expected benefits thereof; the number of IFC systems anticipated to be activated under existing contracts with commercial airlines; and other characterizations of future events or circumstances, are forward-looking statements. Readers are cautioned that these forward-looking statements are only predictions and are subject to risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ materially and adversely include: our ability to realize the anticipated benefits of the ViaSat-2 and ViaSat-3 class satellites and any future satellite we may construct or acquire; unexpected expenses related to our satellite projects; our ability to consummate the RigNet and EBI acquisitions and to realize the synergies and other benefits therefrom; our ability to successfully implement our business plan for our broadband services on our anticipated timeline or at all; risks associated with the construction, launch and operation of satellites, including the effect of any anomaly, operational failure or degradation in satellite performance; the impact of the COVID-19 pandemic on our business, suppliers, consumers, customers, and employees or the overall economy and its duration; our ability to successfully develop, introduce and sell new technologies, products and services; audits by the U.S. Government; changes in the global business environment and economic conditions; delays in approving U.S. Government budgets and cuts in government defense expenditures; our reliance on U.S. Government contracts, and on a small number of contracts which account for a significant percentage of our revenues; reduced demand for products and services as a result of continued constraints on capital spending by customers; changes in relationships with, or the financial condition of, key customers or suppliers; our reliance on a limited number of third parties to manufacture and supply our products; increased competition; introduction of new technologies and other factors affecting the communications and defense industries generally; the effect of adverse regulatory changes (including changes affecting spectrum availability or permitted uses) on our ability to sell or deploy our products and services; changes in the way others use spectrum; our inability to access additional spectrum, use spectrum for additional purposes, and/or operate satellites at additional orbital locations; competing uses of the same spectrum or orbital locations that we utilize or seek to utilize; the effect of recent changes to U.S. tax laws; our level of indebtedness and ability to comply with applicable debt covenants; our involvement in litigation, including intellectual property claims and litigation to protect our proprietary technology; and our dependence on a limited number of key employees. In addition, please refer to the risk factors contained in our SEC filings available at www.sec.gov, including our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date on which they are made. We undertake no obligation to revise or update any forward-looking statements for any reason. Use of Non-GAAP Financial Information To supplement our consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP), we use non-GAAP net income (loss) attributable to Viasat, Inc. and Adjusted EBITDA, measures we believe are appropriate to enhance an overall understanding of our past financial performance and prospects for the future. We believe the non-GAAP results provide useful information to both management and investors by excluding specific expenses that we believe are not indicative of our core operating results. In addition, since we have historically reported non-GAAP results to the investment community, we believe the inclusion of non-GAAP numbers provides consistency in our financial reporting and facilitates comparisons to our historical operating results. Further, these non-GAAP results are among the primary indicators that management uses as a basis for evaluating the operating performance of our segments, allocating resources to such segments, planning and forecasting in future periods. The presentation of this additional information is not meant to be considered in isolation or as a substitute for measures of financial performance prepared in accordance with GAAP. A reconciliation of specific adjustments to GAAP results is provided in the tables below. Copyright © 2021 Viasat, Inc. All rights reserved. Viasat, the Viasat logo and the Viasat signal are registered trademarks of Viasat, Inc. All other product or company names mentioned are used for identification purposes only and may be trademarks of their respective owners. Shareholder Letter | Q3 Fiscal Year 2021 8

Viasat Third Quarter Fiscal Year 2021 Results

Financial Results |  |  |  |  |  |  |  |  |  |  |  |
(In millions, except per share data) |  | Q3 FY21 |  | Q3 FY20 |  | Year-Over- Year Change |  | First 9 Months FY21 |  | First 9 Months FY20 |  | Year-Over- Year Change
Revenues |  | $575.6 |  | $588.2 |  | (2)% |  | $1,660.3 |  | $1,717.5 |  | (3)%
Net income (loss)1 |  | $6.8 |  | $6.5 |  | 4% |  | ($3.7) |  | ($1.8) |  | 104%
Non-GAAP net income1 |  | $26.6 |  | $24.7 |  | 8% |  | $51.8 |  | $52.0 |  | 0%
Adjusted EBITDA |  | $147.6 |  | $122.3 |  | 21% |  | $382.6 |  | $337.3 |  | 13%
Diluted per share net income (loss) 1 |  | $0.10 |  | $0.10 |  | 0% |  | ($0.06) |  | ($0.03) |  | 100%
Non-GAAP diluted per share net income1 |  | $0.39 |  | $0.39 |  | 0% |  | $0.78 |  | $0.83 |  | (6)%
Fully diluted weighted average shares2 |  | 68.7 |  | 62.9 |  | 9% |  | 65.7 |  | 61.4 |  | 7%
New contract awards3 |  | $643.4 |  | $577.4 |  | 11% |  | $2,110.9 |  | $1,775.5 |  | 19%
Sales backlog4 |  | $2,365.7 |  | $1,923.7 |  | 23% |  | $2,365.7 |  | $1,923.7 |  | 23%
Segment Results |  |  |  |  |  |  |  |  |  |  |  |
(In millions) |  | Q3 FY21 |  | Q3 FY20 |  | Year-Over- Year Change |  | First 9 Months FY21 |  | First 9 Months FY20 |  | Year-Over- Year Change
Satellite Services |  |  |  |  |  |  |  |  |  |  |  |
New contract awards3 |  | $217.4 |  | $210.7 |  | 3% |  | $628.5 |  | $615.3 |  | 2%
Revenues |  | $220.8 |  | $211.7 |  | 4% |  | $638.7 |  | $614.2 |  | 4%
Operating profit5 |  | $11.5 |  | $3.6 |  | 218% |  | $21.1 |  | $6.6 |  | 217%
Adjusted EBITDA |  | $88.1 |  | $75.1 |  | 17% |  | $244.1 |  | $212.9 |  | 15%
Commercial Networks |  |  |  |  |  |  |  |  |  |  |  |
New contract awards |  | $235.1 |  | $134.2 |  | 75% |  | $504.0 |  | $295.3 |  | 71%
Revenues |  | $90.1 |  | $84.7 |  | 6% |  | $236.1 |  | $251.7 |  | (6)%
Operating loss5 |  | ($39.0) |  | ($46.9) |  | (17)% |  | ($135.8) |  | ($143.6) |  | (5)%
Adjusted EBITDA |  | ($18.8) |  | ($30.6) |  | (39)% |  | ($79.5) |  | ($97.6) |  | (18)%
Government Systems |  |  |  |  |  |  |  |  |  |  |  |
New contract awards |  | $190.9 |  | $232.5 |  | (18)% |  | $978.4 |  | $864.9 |  | 13%
Revenues |  | $264.7 |  | $291.8 |  | (9)% |  | $785.5 |  | $851.5 |  | (8)%
Operating profit5 |  | $50.6 |  | $59.1 |  | (14)% |  | $148.0 |  | $167.2 |  | (11)%
Adjusted EBITDA |  | $78.2 |  | $77.8 |  | 1% |  | $218.1 |  | $222.0 |  | (2)%

1 | Attributable to Viasat, Inc. common stockholders.

2 | As the nine months ended December 31, 2020 and 2019 resulted in a net loss, the weighted average number of shares used to calculate basic and diluted net loss per share is the same, as diluted shares would be anti-dilutive. However, as the non-GAAP financial information for the nine months ended December 31, 2020 and 2019 resulted in non-GAAP net income, 66.3 million and 62.8 million, respectively, diluted weighted average number of shares were used instead to calculate non-GAAP diluted net income per share.

3 | Awards exclude future revenue under recurring consumer commitment arrangements.

4 | Amounts include certain backlog adjustments due to contract changes and amendments. Our backlog includes contracts with subscribers for fixed broadband services in our satellite services segment. Backlog does not include anticipated purchase orders and requests for the installation of in-flight connectivity systems or future recurring in-flight internet service revenues under our commercial in-flight internet agreements in our Commercial Networks and Satellite Services segments, respectively.

5 | Before corporate and amortization of acquired intangible assets.

Shareholder Letter | Q3 Fiscal Year 2021 9

Viasat Third Quarter Fiscal Year 2021 Results (cont.)

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except per share data)

|  | Three months ended |  | Nine months ended
|  | December 31, 2020 |  | December 31, 2019 |  | December 31, 2020 |  | December 31, 2019
Revenues: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Product revenues |  | $ | 266,514 |  |  | $ | 303,090 |  |  | $ | 773,128 |  |  | $ | 873,535 |
Service revenues |  |  | 309,045 |  |  |  | 285,134 |  |  |  | 887,197 |  |  |  | 843,982 |
Total revenues |  |  | 575,559 |  |  |  | 588,224 |  |  |  | 1,660,325 |  |  |  | 1,717,517 |
Operating expenses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cost of product revenues |  |  | 196,895 |  |  |  | 214,098 |  |  |  | 576,677 |  |  |  | 634,113 |
Cost of service revenues |  |  | 194,394 |  |  |  | 190,132 |  |  |  | 587,494 |  |  |  | 564,675 |
Selling, general and administrative |  |  | 132,394 |  |  |  | 136,005 |  |  |  | 378,884 |  |  |  | 388,528 |
Independent research and development |  |  | 28,803 |  |  |  | 32,164 |  |  |  | 83,970 |  |  |  | 99,952 |
Amortization of acquired intangible assets |  |  | 1,313 |  |  |  | 1,856 |  |  |  | 4,171 |  |  |  | 5,920 |
Income from operations |  |  | 21,760 |  |  |  | 13,969 |  |  |  | 29,129 |  |  |  | 24,329 |
Interest expense, net |  |  | (7,766 | ) |  |  | (9,097 | ) |  |  | (26,720 | ) |  |  | (28,473 | )
Income (loss) before income taxes |  |  | 13,994 |  |  |  | 4,872 |  |  |  | 2,409 |  |  |  | (4,144 | )
(Provision for) benefit from income taxes |  |  | (7,008 | ) |  |  | 3,911 |  |  |  | (573 | ) |  |  | 8,731 |
Equity in income of unconsolidated affiliate, net |  |  | 774 |  |  |  | 1,807 |  |  |  | 788 |  |  |  | 4,328 |
Net income |  |  | 7,760 |  |  |  | 10,590 |  |  |  | 2,624 |  |  |  | 8,915 |
Less: net income attributable to noncontrolling interests, net of tax |  |  | 1,000 |  |  |  | 4,114 |  |  |  | 6,290 |  |  |  | 10,713 |
Net income (loss) attributable to Viasat, Inc. |  | $ | 6,760 |  |  | $ | 6,476 |  |  | $ | (3,666 | ) |  | $ | (1,798 | )
Diluted net income (loss) per share attributable to Viasat, Inc. common stockholders |  | $ | 0.10 |  |  | $ | 0.10 |  |  | $ | (0.06 | ) |  | $ | (0.03 | )
Diluted common equivalent shares (2) |  |  | 68,668 |  |  |  | 62,916 |  |  |  | 65,704 |  |  |  | 61,405 |
AN ITEMIZED RECONCILIATION BETWEEN NET INCOME (LOSS) ATTRIBUTABLE TO VIASAT, INC. |  |  |  |  |
ON A GAAP BASIS AND NON-GAAP BASIS IS AS FOLLOWS: |  |  |  |  |  |  |  |  |
(In thousands, except per share data) |  | Three months ended |  | Nine months ended
|  | December 31, 2020 |  | December 31, 2019 |  | December 31, 2020 |  | December 31, 2019
GAAP net income (loss) attributable to Viasat, Inc. |  | $ | 6,760 |  |  | $ | 6,476 |  |  | $ | (3,666 | ) |  | $ | (1,798 | )
Amortization of acquired intangible assets |  |  | 1,313 |  |  |  | 1,856 |  |  |  | 4,171 |  |  |  | 5,920 |
Stock-based compensation expense |  |  | 21,639 |  |  |  | 21,908 |  |  |  | 64,967 |  |  |  | 64,236 |
Acquisition related expenses |  |  | 1,876 |  |  |  | — |  |  |  | 1,876 |  |  |  | — |
Income tax effect (1) |  |  | (5,031 | ) |  |  | (5,573 | ) |  |  | (15,535 | ) |  |  | (16,320 | )
Non-GAAP net income attributable to Viasat, Inc. |  | $ | 26,557 |  |  | $ | 24,667 |  |  | $ | 51,813 |  |  | $ | 52,038 |
Non-GAAP diluted net income per share attributable to Viasat, Inc. common stockholders |  | $ | 0.39 |  |  | $ | 0.39 |  |  | $ | 0.78 |  |  | $ | 0.83 |
Diluted common equivalent shares (2) |  |  | 68,668 |  |  |  | 62,916 |  |  |  | 66,310 |  |  |  | 62,754 |

(1) | The income tax effect is calculated using the tax rate applicable for the non-GAAP adjustments.

(2) | As the nine months ended December 31, 2020 and 2019 resulted in a net loss, the w eighted average number of shares used to calculate basic and diluted net loss per share is the same, as diluted shares w ould be anti-dilutive. How ever, as the non-GAAP financial information for the nine months ended December 31, 2020 and 2019 resulted in non-GAAP net income, diluted w eighted average number of shares w ere used instead to calculate non-GAAP diluted net income per share.

AN ITEMIZED RECONCILIATION BETWEEN NET INCOME (LOSS) ATTRIBUTABLE TO VIASAT, INC. AND ADJUSTED EBITDA IS AS FOLLOWS: |
(In thousands) |  | Three months ended |  | Nine months ended
|  | December 31, 2020 |  | December 31, 2019 |  | December 31, 2020 |  | December 31, 2019
GAAP net income (loss) attributable to Viasat, Inc. |  | $ | 6,760 |  |  | $ | 6,476 |  |  | $ | (3,666 | ) |  | $ | (1,798 | )
Provision for (benefit from) income taxes |  |  | 7,008 |  |  |  | (3,911 | ) |  |  | 573 |  |  |  | (8,731 | )
Interest expense, net |  |  | 7,766 |  |  |  | 9,097 |  |  |  | 26,720 |  |  |  | 28,473 |
Depreciation and amortization |  |  | 102,502 |  |  |  | 88,759 |  |  |  | 292,116 |  |  |  | 255,109 |
Stock-based compensation expense |  |  | 21,639 |  |  |  | 21,908 |  |  |  | 64,967 |  |  |  | 64,236 |
Acquisition related expenses |  |  | 1,876 |  |  |  | — |  |  |  | 1,876 |  |  |  | — |
Adjusted EBITDA |  | $ | 147,551 |  |  | $ | 122,329 |  |  | $ | 382,586 |  |  | $ | 337,289 |

Shareholder Letter | Q3 Fiscal Year 2021 10

Viasat Third Quarter Fiscal Year 2021 Results (cont.)

AN ITEMIZED RECONCILIATION BETWEEN SEGMENT OPERATING PROFIT (LOSS) BEFORE

CORPORATE AND AMORTIZATION OF ACQUIRED INTANGIBLE ASSETS AND ADJUSTED EBITDA IS AS FOLLOWS:

(In thousands)

|  | Three months ended December 31, 2020 |  |  | Three months ended December 31, 2019 |
|  | Satellite Services |  |  | Commercial Networks |  |  | Government Systems |  |  | Total |  |  | Satellite Services |  |  | Commercial Networks |  |  | Government Systems |  |  | Total |
Segment operating profit (loss) before corporate and amortization of acquired intangible assets |  | $ | 11,457 |  |  | $ | (39,028 | ) |  | $ | 50,644 |  |  | $ | 23,073 |  |  | $ | 3,600 |  |  | $ | (46,917 | ) |  | $ | 59,142 |  |  | $ | 15,825 |
Depreciation (3) |  |  | 59,810 |  |  |  | 9,652 |  |  |  | 14,534 |  |  |  | 83,996 |  |  |  | 55,003 |  |  |  | 6,725 |  |  |  | 11,078 |  |  |  | 72,806 |
Stock-based compensation expense |  |  | 6,815 |  |  |  | 7,327 |  |  |  | 7,497 |  |  |  | 21,639 |  |  |  | 6,631 |  |  |  | 7,635 |  |  |  | 7,642 |  |  |  | 21,908 |
Other amortization |  |  | 8,597 |  |  |  | 2,691 |  |  |  | 5,905 |  |  |  | 17,193 |  |  |  | 8,075 |  |  |  | 1,964 |  |  |  | 4,058 |  |  |  | 14,097 |
Acquisition related expenses |  |  | 665 |  |  |  | 565 |  |  |  | 646 |  |  |  | 1,876 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Equity in income of unconsolidated affiliate, net |  |  | 774 |  |  |  | — |  |  |  | — |  |  |  | 774 |  |  |  | 1,807 |  |  |  | — |  |  |  | — |  |  |  | 1,807 |
Noncontrolling interests |  |  | — |  |  |  | — |  |  |  | (1,000 | ) |  |  | (1,000 | ) |  |  | — |  |  |  | — |  |  |  | (4,114 | ) |  |  | (4,114 | )
Adjusted EBITDA |  | $ | 88,118 |  |  | $ | (18,793 | ) |  | $ | 78,226 |  |  | $ | 147,551 |  |  | $ | 75,116 |  |  | $ | (30,593 | ) |  | $ | 77,806 |  |  | $ | 122,329 |
|  | Nine months ended December 31, 2020 |  |  | Nine months ended December 31, 2019 |
|  | Satellite Services |  |  | Commercial Networks |  |  | Government Systems |  |  | Total |  |  | Satellite Services |  |  | Commercial Networks |  |  | Government Systems |  |  | Total |
Segment operating profit (loss) before corporate and amortization of acquired intangible assets |  | $ | 21,083 |  |  | $ | (135,785 | ) |  | $ | 148,002 |  |  | $ | 33,300 |  |  | $ | 6,648 |  |  | $ | (143,559 | ) |  | $ | 167,160 |  |  | $ | 30,249 |
Depreciation (3) |  |  | 177,027 |  |  |  | 25,202 |  |  |  | 39,706 |  |  |  | 241,935 |  |  |  | 158,701 |  |  |  | 18,070 |  |  |  | 31,179 |  |  |  | 207,950 |
Stock-based compensation expense |  |  | 19,545 |  |  |  | 22,931 |  |  |  | 22,491 |  |  |  | 64,967 |  |  |  | 19,523 |  |  |  | 22,296 |  |  |  | 22,417 |  |  |  | 64,236 |
Other amortization |  |  | 24,962 |  |  |  | 7,550 |  |  |  | 13,498 |  |  |  | 46,010 |  |  |  | 23,691 |  |  |  | 5,641 |  |  |  | 11,907 |  |  |  | 41,239 |
Acquisition related expenses |  |  | 665 |  |  |  | 565 |  |  |  | 646 |  |  |  | 1,876 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Equity in income of unconsolidated affiliate, net |  |  | 788 |  |  |  | — |  |  |  | — |  |  |  | 788 |  |  |  | 4,328 |  |  |  | — |  |  |  | — |  |  |  | 4,328 |
Noncontrolling interests |  |  | — |  |  |  | — |  |  |  | (6,290 | ) |  |  | (6,290 | ) |  |  | — |  |  |  | — |  |  |  | (10,713 | ) |  |  | (10,713 | )
Adjusted EBITDA |  | $ | 244,070 |  |  | $ | (79,537 | ) |  | $ | 218,053 |  |  | $ | 382,586 |  |  | $ | 212,891 |  |  | $ | (97,552 | ) |  | $ | 221,950 |  |  | $ | 337,289 |
(3)  Depreciation expenses not specifically recorded in a particular segment have been allocated based on other indirect allocable costs, which management believes is a reasonable method. |

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands)

|  | As of |  |  | As of |  |  |  |  | As of |  |  | As of |
Assets |  | December 31, 2020 |  |  | March 31, 2020 |  |  | Liabilities and Equity |  | December 31, 2020 |  |  | March 31, 2020 |
Current assets: |  |  |  |  |  |  |  |  |  | Current liabilities: |  |  |  |  |  |  |  |
Cash and cash equivalents |  | $ | 317,344 |  |  | $ | 304,309 |  |  | Accounts payable |  | $ | 122,342 |  |  | $ | 183,601 |
Accounts receivable, net |  |  | 202,792 |  |  |  | 330,698 |  |  | Accrued and other liabilities |  |  | 485,565 |  |  |  | 391,190 |
Inventories |  |  | 334,919 |  |  |  | 294,416 |  |  | Current portion of long-term debt |  |  | 33,735 |  |  |  | 29,788 |
Prepaid expenses and other current assets |  |  | 112,548 |  |  |  | 116,281 |  |  | Total current liabilities |  |  | 641,642 |  |  |  | 604,579 |
Total current assets |  |  | 967,603 |  |  |  | 1,045,704 |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | Senior notes |  |  | 1,682,523 |  |  |  | 1,285,497 |
|  |  |  |  |  |  |  |  |  | Other long-term debt |  |  | 121,225 |  |  |  | 536,166 |
|  |  |  |  |  |  |  |  |  | Non-current operating lease liabilities |  |  | 303,950 |  |  |  | 286,550 |
Property, equipment and satellites, net |  |  | 2,973,733 |  |  |  | 2,586,735 |  |  | Other liabilities |  |  | 152,040 |  |  |  | 120,934 |
Operating lease right-of-use assets |  |  | 331,066 |  |  |  | 308,441 |  |  | Total liabilities |  |  | 2,901,380 |  |  |  | 2,833,726 |
Other acquired intangible assets, net |  |  | 11,079 |  |  |  | 14,439 |  |  | Total Viasat, Inc. stockholders’ equity |  |  | 2,318,681 |  |  |  | 2,027,787 |
Goodwill |  |  | 122,448 |  |  |  | 121,197 |  |  | Noncontrolling interest in subsidiary |  |  | 28,645 |  |  |  | 22,355 |
Other assets |  |  | 842,777 |  |  |  | 807,352 |  |  | Total equity |  |  | 2,347,326 |  |  |  | 2,050,142 |
Total assets |  | $ | 5,248,706 |  |  | $ | 4,883,868 |  |  | Total liabilities and equity |  | $ | 5,248,706 |  |  | $ | 4,883,868 |

Shareholder Letter | Q3 Fiscal Year 2021 11

Viasat Financial Reconciliation Prior Periods

AN ITEMIZED RECONCILIATION BETWEEN NET INCOME (LOSS) ATTRIBUTABLE TO VIASAT, INC. ON A GAAP BASIS AND NON-GAAP BASIS IS AS FOLLOWS: |
(In thousands, except per share data) |  | Three months ended
|  | September 30, 2020 |  | June 30, 2020 |  | March 31, 2020
GAAP net income (loss) attributable to Viasat, Inc. |  | $ | 1,963 |  |  | $ | (12,389 | ) |  | $ | 1,586 |
Amortization of acquired intangible assets |  |  | 1,300 |  |  |  | 1,558 |  |  |  | 1,691 |
Stock-based compensation expense |  |  | 22,386 |  |  |  | 20,942 |  |  |  | 22,317 |
Income tax effect (1) |  |  | (5,183 | ) |  |  | (5,321 | ) |  |  | (5,610 | )
Non-GAAP net income attributable to Viasat, Inc. |  | $ | 20,466 |  |  | $ | 4,790 |  |  | $ | 19,984 |

(1) | The income tax effect is calculated using the tax rate applicable for the non-GAAP adjustments.

AN ITEMIZED RECONCILIATION BETWEEN NET INCOME (LOSS) ATTRIBUTABLE TO VIASAT, INC. |
AND ADJUSTED EBITDA IS AS FOLLOWS: |
(In thousands) |  | Three months ended
|  | September 30, 2020 |  | June 30, 2020 |  | March 31, 2020
GAAP net income (loss) attributable to Viasat, Inc. |  | $ | 1,963 |  |  | $ | (12,389 | ) |  | $ | 1,586 |
(Benefit from) provision for income taxes |  |  | (687 | ) |  |  | (5,748 | ) |  |  | 816 |
Interest expense, net |  |  | 9,662 |  |  |  | 9,292 |  |  |  | 8,520 |
Depreciation and amortization |  |  | 97,012 |  |  |  | 92,602 |  |  |  | 87,069 |
Stock-based compensation expense |  |  | 22,386 |  |  |  | 20,942 |  |  |  | 22,317 |
Adjusted EBITDA |  | $ | 130,336 |  |  | $ | 104,699 |  |  | $ | 120,308 |

Shareholder Letter | Q3 Fiscal Year 2021 12