EX-99.1 2 exhibit99-1.htm NEWS RELEASE DATED FEBRUARY 26, 2014 Exhibit 99.1

Exhibit 99.1

For Immediate Release

NORSAT ANNOUNCES FOURTH QUARTER AND
FISCAL YEAR 2013 FINANCIAL RESULTS

- Management to Host Conference Call at 8:30 am Pacific Time (11:30 am Eastern Time) -

Conference Call Details

Norsat will host a conference call today, February 26, 2014 at 8:30 am Pacific Time (11:30 am Eastern Time) to discuss 2013 fourth quarter and full-year results. To access the conference call, please dial toll-free 1-888-396-8049 or 416-764-8646. The conference call ID is: ‘Norsat Investor Call’. Please connect approximately 10 – 15 minutes prior to the beginning of the call to ensure participation. A digital recording and transcript of the call will be available later today at: http://www.norsat.com/investors/financial-information/conference-call-recordings/

Vancouver, British Columbia – February 26, 2014 -- Norsat International Inc. (“Norsat” or “the Company”) (TSX: NII and OTC BB: NSATF), a leading provider of innovative communication solutions that enable the transmission of data, audio and video for challenging applications and environments, today reported financial results for the fourth quarter and full year ended December 31, 2013. Norsat serves global customers primarily through three business units: Sinclair Technologies, Satellite Solutions and Microwave Products. All financial results are reported in U.S. dollars and have been prepared in accordance with International Financial Reporting Standards (“IFRS”), unless otherwise stated.

('000), except per share amounts  
Three months ended December 31
Year ended December 31
 
2013
2012 Change Change 2013 2012 Change Change
  $ $ $ % $ $ $ %
     
 
Revenue
10,677 10,598 79 1% 36,417 42,429 (6,012) (14%)
 
Gross profit
3,193 4,616 (1,423) (31%) 13,823 18,160 (4,337) (24%)
 
Gross profit %
30% 44% (14%) 38% 43% (5%)
 
Net earnings
1,698 872 826 95% 3,707 5,135 (1,428) (28%)
 
EBITDA(1)
1,464 1,376 88 6% 4,613 4,646 (33) (1%)
 
Adjusted EBITDA(1)
2,144 1,266 878 69% 5,120 4,815 305 6%

 

                         

Net earnings per share – basic and diluted

0.03 0.02 0.01 50% 0.06 0.09 (0.03) (33%)
                   

Weighted average common shares outstanding

               

Basic

57,674 58,037     57,803 58,146    

Diluted

57,683 58,039     57,825 58,149    
 
(1) EBITDA and Adjusted EBITDA are Non-IFRS Measures that are defined in the 2013 Annual Management’s Discussion and Analysis posted on Norsat’s website and SEDAR.
           

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Fourth Quarter 2013 Highlights

  • Fourth quarter revenue increased 1% to $10.7 million, from $10.6 million during the same period in 2012

  • Gross margin decreased to 30% from 44% in Q4 2012 due to an inventory obsolescence charge of $1.3 million or 12% gross margin

  • Net earnings increased 95% to $1.7 million, from $0.9 million in Q4 2012, reflecting an overall lower operating cost and higher foreign exchange gain, offset by lower gross margin

  • Adjusted EBITDA increased 69% to $2.1 million, from $1.3 million in the fourth quarter of 2012

Fiscal Year 2013 Highlights

  • Full-year revenue decreased 14% to $36.4 million, from $42.4 million in 2012

  • Gross margin decreased to 38%, from 43% in 2012 due to an inventory obsolescence charge of $1.3 million or 3% gross margin

  • Adjusted EBITDA increased 6% to $5.1 million, from $4.8 million in 2012

  • Norsat acquired certain business assets and assumed certain liabilities of CVG Inc. for cash consideration of $0.5 million

  • Net earnings decreased 28% to $3.7 million, from $5.1 million, reflecting lower gross margin and reduction in income tax recovery of $2.3 million, offset by lower operating expense and increased foreign exchange gain of $1.1 million.

  • Awarded a Cdn$13.3 million repayable contribution from the Canadian Government’s Strategic Aerospace and Defence Initiative

“In 2013 we continued to broaden our product and service portfolio, diversify our customer base, and maintaining tight control of costs as we responded to challenging market conditions,” said Dr. Amiee Chan, President and CEO of Norsat.

“The US government budget sequestration continued to significantly impact our business by delaying customer projects and purchasing activity. Our total annual sales declined to $36 million, from $42 million a year ago, primarily as a result of the US situation, and to a lesser degree, ongoing economic uncertainty in some of our markets. We finally began to see market improvements in the fourth quarter, with our sales increasing to $10.7 million, from $10.6 million during the same period in 2012. This gain reflects the easing of the budget sequestration in the latter part of 2013 and higher US spending as a result of pent-up demand.”

“By maintaining strict cost discipline across our operations, we were successful in decreasing total expenses by $4.8 million or 30%, compared to a year ago.”

“2013 was a challenging year for our Satellite Solutions division, culminating in a $1.2 million write-down of our satellite inventory during the fourth quarter. This assessment resulted from a comprehensive review of certain satellite product lines due to changing market demand, new information indicating decreased future prospects and the expiry of various long-term US government contracts. As a result of the review, we have reallocated resources from Satellite Solutions to other market segments where we see more promising prospects.”

“In particular, we are benefiting from a general increase in customer activity in the Sinclair and Microwave segments. In 2013 we successfully increased our market penetration with these products in Europe, the Middle East and Latin America.”

“Our acquisition of CVG also continues to be very positive for us, augmenting our product portfolio and enhancing our intellectual property and diversification within the Microwave segment. The CVG portfolio contributed approximately $1.5 million in revenues in 2013 and has resulted in a significant order from Harris Corporation for the ATOM series solid state power amplifiers we acquired as part of the CVG transaction.”

“Taken together, we expect to see modest revenue improvements in 2014, compared to the year just completed,” said Dr. Chan.

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Financial Review

For the three months ended December 31, 2013

For the three months ended December 31, 2013, Norsat recorded total sales of $10.7 million, up from $10.6 million in Q4 2012.

Sales from the Sinclair Technologies segment increased 12% to $6.3 million, from $5.7 million during the same period in 2012. The improvement was attributable to the easing of the budget sequestration in the latter part of 2013 and higher US government spending due to pent-up demand.

Satellite Solutions sales, which now include sales of Maritime antennas, were $0.9 million, compared to $2.5 million in Q4 2012 reflecting the continuing decrease in US military demand and budget constraints among other non-military customers.

Fourth quarter sales of Microwave Products improved 39% to $3.4 million, from $2.5 million in 2012. The $1 million increase was mainly driven by the win of a large contract in the fourth quarter of 2013. This contract win was a result of the addition of the CVG Product portfolio and our strong reputation in the microwave communications market.

On a consolidated basis, fourth quarter gross margin percentages were 30%, compared to 44% in Q4 2012. The Sinclair Technologies segment achieved a fourth quarter gross profit margin of 43%, down slightly from the 45% achieved in Q4 2012, but ahead of the historical norm. The Satellite Solutions segment recorded a negative gross margin of $0.9 million, compared to positive gross margin of $0.9 million during the same period of 2012. The year-over-year change in gross margin reflects a $1.2 million inventory write-down in the Satellite Solution segment and overall lower sales volumes.

Fourth quarter total expenses decreased to $2.1 million, from $3.8 million in Q4 2012. Selling and distributing expenses in 2013 were comparable to the same period in 2012. General and administrative expenses decreased to $0.7 million, from $1.3 million in 2012, reflecting reductions in personnel costs and sales commissions as a result of the lower sales volumes.

Fourth quarter net product development expenses decreased by 49%, to $0.4 million, largely reflecting an increased government contribution with the new SADI program obtained in 2013, compared to the lesser government contribution of the previous SADI program in the same quarter in 2012.

Other income increased to $0.5 million, from other expense of $0.1 million in the fourth quarter of 2012. The $0.6 million improvement primarily reflects a favourable foreign exchange gain of $0.5 million from translating Canadian dollar-denominated payables and loans into US dollars and a $0.1 million reduction in interest expenses. The reduced interest expense reflects a lower effective interest rate and an overall lower bank loan principal balances outstanding in the fourth quarter of 2013 in comparison to the same period in 2012

Fourth quarter earnings before income taxes increased to $1.0 million, from $0.9 million in Q4 2012, reflecting a lower gross margin offset by lower operating expenses and higher foreign exchange gain.

Fourth quarter net earnings increased to $1.7 million, or $0.03 per share, basic and diluted, inclusive of $0.02 of income tax recovery, from $0.9 million, or $0.02 per share, basic and diluted, inclusive of $0.06 of income tax recovery, during the same period in 2012.

Adjusted EBITDA for the three months ended December 31, 2013 improved by 69% to $2.1 million, primarily reflecting lower total expenses in the fourth quarter of 2013 compared to the same period in 2012.

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For the year ended December 31, 2013

For the year ended December 31, 2012, Norsat recorded total sales of $36.4 million, compared to $42.2 million in 2012.

Sinclair Technologies sales were $22.5 million, compared to $24.2 million in 2012. The year-over-year change in sales was largely the result of reduced government spending in Canada and the negative impact of US government budget sequestration.

Satellite Solutions sales were $4.8 million in 2013, compared to $8.6 million in 2012. Sales from this segment were significantly impacted by reduced US military ordering of satellite equipment and services, reflecting the impact of US budget sequestration. Service revenues also declined as warranties and post-service contracts expired.

Microwave Products sales were $9.1 million, compared to $9.6 million in 2012. Our Microwave segment was significantly impacted by the US budget sequestration, which resulted in some customers delaying projects. The negative sales impact was partially offset by the fourth quarter win of the large new contract for our CVG products.

On a consolidated basis, gross profit margin percentage was 38% in 2013, compared to 43% in 2012. Sinclair Technologies maintained a gross profit margin percentage of 43%, comparable to the 44% achieved in 2012. Gross profit margins from the Satellite Solutions segment were 9%, compared to 38% in 2012, reflecting a greater proportion of lower-margin revenues in the mix and a $1.2 million inventory write-down. Gross profit margins from Microwave Products were 42%, compared to 44% in 2012, reflecting lower margin products in the sales mix.

For the year ended December 31, 2013, total expenses decreased to $10.8 million, from $15.6 million in 2012.

Selling and distributing expenses decreased to $6.3 million in 2013, from $7.2 million in 2012, reflecting reduced personnel expenses and decreased sales commissions as a result of lower sales volumes in 2013.

General and administrative expenses decreased to $3.7million, from $5.1 million in 2012. The $1.4 million decrease reflects a $0.5 million reduction in bonuses accrued due to lower sales volumes and earnings in 2013, the absence of approximately $0.3 million in severance costs paid in 2012 for the former President of Sinclair, and other employee-related cost savings.

Direct expenses increased by $0.2 million year over year, reflecting investments made to accelerate development of the newly acquired CVG product lines. On March 28, 2013, we secured a new repayable government contribution under the SADI program, which enables us to claim eligible costs incurred between July 27, 2012 and December 31, 2017. The timing of the award meant that five quarters worth of government contributions were recorded in 2013, compared to less than four quarters recorded in 2012. Claims for the year ended December 31, 2013 were $2.2 million, compared to $1.0 million during the same period in 2012. As a result, net product development costs declined to $1.4 million for 2013, from $2.4 million during the same period in 2012.

Other income for the year ended December 31, 2013 was $0.6 million, compared to other expenses of $0.9 million in 2012. The $1.5 million increase in other income was mainly driven by a $1.1 million foreign exchange gain realized as the US dollar strengthened against the Canadian dollar, and by a $0.3 million decrease in interest expenses resulting from the reduction in acquisition loan balances and the redeemed promissory note in the second quarter of 2013.

For the year ended December 31, 2013, earnings before income taxes increased to $3.0 million, from $2.6 million in 2012, reflecting lower operating expenses and a higher foreign exchange gain, partially offset by a lower gross margin.

Net income tax recovery was $0.7 million, compared to $2.5 million in 2012. The significant income tax recovery in the 2012 period resulted from the reorganization of our legal structure.

Net earnings for the year ended December 31, 2013 were $3.7 million, compared to $5.1 million in 2012, reflecting the reduced income tax recovery. Earnings per share were $0.06 per share, basic and diluted, inclusive of $0.01 of income tax recovery, compared to $0.09 per share, basic and diluted, during the same period in 2012.

Adjusted EBITDA for 2013 improved by $0.3 million or 6% to $5.1 million, from $4.8 million the same period in 2012.  The year-over-year improvement in Adjusted EBITDA reflects the $3.3 million decrease in operating expenses, partially offset by a $3.0 million reduction in gross profit margin. The decrease in operating expenses reflects reduced

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sale commissions as a result of lower sales volumes, lower G&A expenses from reduction in bonuses accrued due to lower sales volumes and lower earnings, and higher government contributions.

Financial Position

Norsat ended the fourth quarter of 2013 with cash and cash equivalents of $3.3 million, compared to $5.1 million as at December 31, 2012.

The Company also has access to undrawn credit facilities totaling $4.2 million as at December 31, 2013 and February 25, 2014.

Working capital as at December 31, 2012 was $10.0 million, compared to $10.5 million at December 31, 2012. The current ratio as at December 31, 2013 was 2.0 times, compared to 1.5 times as at December 31, 2012.

Outlook

While there has been some easing of the US government budget cuts in recent months, market conditions remain challenging. Management anticipates modest revenue improvement in the first quarter of 2014 driven by increased customer activity in the Sinclair and Microwave segments. Sales in the Microwave segment should be further supported by Norsat’s diversification activities, including the addition of the CVG product portfolio and related win of the Harris contract. Harris Corporation is an acknowledged industry leader and we believe this partner’s recognition of the Company’s product strengths will bolster Norsat’s reputation and could further its expansion into the BUC market for high power block up-converters. Sales in the Satellite Solution business are expected to remain constrained as a result of weak customer demand. In addition a significant airtime contract has recently expired and another airtime contract is scheduled to expire at the end of Q1 2014. Norsat does not expect it will be able to replace the recurring revenue from these contracts in the near future.

Going forward, the Company will continue to work to diversify its business by broadening its product portfolio and expanding its customer base on a geographic and market sector basis. Norsat continues to focus on markets beyond the US, as well as on the commercial, resource, transportation and public safety segments. The Company is also continuing to pursue other new revenue opportunities.

The current global economic uncertainties, coupled with Norsat’s stable financial position and capital structure, continue to create excellent conditions for realizing growth through business combinations. The Company will continue to actively pursue merger and acquisition opportunities that provide strong value, further key strategic objectives and have the potential to be accretive to shareholders.

Management will also continue to execute a balanced growth strategy that incorporates investment in staffing levels, new product introductions, continued enhancement of existing product lines, greater diversification by geographic region as well as by industry verticals, and a broadening of the solutions we provide to customers. In addition, the Company continues to evaluate other strategic opportunities for improving overall operating and financial performance.

A full set of financial statements and Management’s Discussion and Analysis for Norsat is available at www.norsat.com and will be available at www.sedar.com.

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Norsat International Inc.
Consolidated Statements of Financial Position
(Expressed in US Dollars)

     As at December 31  
    2013     2012  

ASSETS

           

Current assets

           

Cash and cash equivalents

$ 3,272,595   $ 5,053,445  

Trade and other receivables

  6,821,155     7,093,169  

Inventories

  9,566,289     9,039,415  

Prepaid expenses and other

  572,038     624,025  

Current assets

  20,232,077     21,810,054  

Non-current assets

           

Property and equipment, net

  1,055,160     941,352  

Intangible assets, net

  7,377,107     8,544,267  

Goodwill

  5,104,370     5,388,501  

Long-term prepaid expenses and other

  9,340     26,295  

Deferred income tax assets

  4,900,000     4,172,000  

Non-current assets

  18,445,977     19,072,415  

Total assets

$ 38,678,054   $ 40,882,469  

 

LIABILITIES

           

Current liabilities

           

Trade and other payables

$ 2,162,196   $ 2,340,985  

Accrued liabilities

  1,956,998     3,482,535  

Provisions

  851,437     385,950  

Promissory note payable

  -     693,129  

Taxes payable

  270,263     174,939  

Deferred revenue

  586,925     231,068  

Current liabilities before acquisition loan

  5,827,819     7,308,606  

Acquisition loan

  4,413,296     6,953,255  

Current liabilities

  10,241,115     14,261,861  

Non-current liabilities

           

Long-term deferred revenue

  10,457     22,344  

Deferred income tax liabilities

  2,002,973     2,364,702  

Non-current liabilities

  2,013,430     2,387,046  

Total liabilities

  12,254,545     16,648,907  

SHAREHOLDERS' EQUITY

           

Issued capital

  39,850,648     39,850,648  

Treasury shares

  (318,255 )   (131,474 )

Contributed surplus

  4,278,843     4,041,715  

Accumulated other comprehensive (loss) income

  (1,315,478 )   251,826  

Deficit

  (16,072,249 )   (19,779,153 )

Total shareholders' equity

  26,423,509     24,233,562  

Total liabilities and shareholders' equity

$ 38,678,054   $ 40,882,469  

 

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Norsat International Inc.
Consolidated Statements of Earnings and Comprehensive Income
(Expressed in US Dollars)

    Year Ended December 31    
    2013     2012     2011  
 

Revenue

$ 36,417,698   $ 42,428,760   $ 37,791,757  

Cost of sales

  22,594,407     24,268,619     21,435,229  

Gross profit

  13,823,291     18,160,141     16,356,528  
 

Expenses:

                 

Selling and distributing expenses

  6,276,842     7,212,626     5,614,121  

General and administrative expenses

  3,708,873     5,096,920     7,195,473  

Product development expenses, gross

  3,512,958     3,419,951     3,001,249  

Less: Government contributions

  (2,079,572 )   (1,046,603 )   (1,706,476 )
    11,419,101     14,682,894     14,104,367  

Earnings before other expenses/(income)

  2,404,190     3,477,247     2,252,161  
 

(Gain) loss on disposal of property and equipment

  (13,653 )   53,345     -  

Interest and bank charges

  329,866     620,203     591,765  

(Gain) loss on foreign exchange

  (887,777 )   250,485     (100,222 )

Earnings before income taxes

  2,975,754     2,553,214     1,760,618  
 

Current income tax expense

  269,812     782,034     811,081  

Deferred income tax (recovery) expense

  (1,000,962 )   (3,283,132 )   478,585  

Net earnings for the period from continuing operations

  3,706,904     5,054,312     470,952  
                 

Net earnings (loss) from discontinued operations

  -     80,690     (60,062 )

Net earnings

$ 3,706,904   $ 5,135,002   $ 410,890  

 

Other comprehensive income/(loss)

                 

Exchange differences on translation of operations in currencies other than US Dollars

  (1,567,304 )   322,572     (70,746 )

Total comprehensive income

$ 2,139,600   $ 5,457,574   $ 340,144  

 

Net earnings per share

                 

Basic earnings per share

                 

Earnings from continuing operations

$ 0.06   $ 0.09   $ 0.01  

Earnings from discontinued operations

  -     -     -  

Total

$ 0.06   $ 0.09   $ 0.01  

Diluted earnings per share

                 

Earnings from continuing operations

$ 0.06   $ 0.09   $ 0.01  

Earnings from discontinued operations

  -     -     -  

Total

$ 0.06   $ 0.09   $ 0.01  
 

Weighted average number of shares outstanding

                 

Basic

  57,802,680     58,146,053     58,045,606  

Diluted

  57,824,811     58,148,712     58,165,203  

 

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Norsat International Inc.
Consolidated Statements of Cash Flows
(Expressed in US Dollars)

 

 

Year ended December 31  
    2013     2012     2011  
Cash and cash equivalents provided by/(used in)                  
Operating activities:                  
Net earnings for the period $ 3,706,904   $ 5,135,002   $ 410,890  
Income taxes paid   (134,804 )   (1,344,364 )   (956,735 )
Non-cash adjustments to reconcile net earnings to net cash flows:                  

Amortization

  1,401,323     1,475,795     1,525,345  

Foreign exchange(gain)/loss

  (887,777 )   363,392     336,818  

Loan acquisition cost amortization

  27,146     26,844     23,643  

(Gain)/Loss on disposal of property and equipment

  (13,653 )   53,345     -  

Gain on sale of subsidiary

  -     (93,986 )   -  

Current income tax expense

  269,812     782,034     811,081  

Deferred income tax(recovery)/expense

  (1,000,962 )   (3,283,132 )   478,585  

Share-based payments

  288,033     229,564     114,237  

Accretion of promissory notes

  31,871     95,904     94,289  

Government contribution

  (2,113,720 )   (1,108,673 )   (1,602,199 )

Changes in non-cash working capital

  (1,523,806 )   (55,534 )   1,089,665  
Net cash flows provided by operating actitivies   50,367     2,276,191     2,325,619  
Investing activities:                  
Acquisition of business   (530,170 )   -     (15,235,954 )
Purchase of intangible assets, property and equipment   (584,787 )   (547,662 )   (276,673 )

Proceeds from government contributions for acquisition of property and equipment

  124,883     260,214     -  
Proceeds from sale of property and equipment   4,200     42,390     -  
Proceeds from sale of asset held for sale   54,768     -     -  
Redemption of short-term investment   -     67,918     -  
Proceeds from sale of subsidiary   13,583     76,369     -  
Net cash flows used in investing activities   (917,523 )   (100,771 )   (15,512,627 )
Financing activities:                  
Repayment of acquisition loan   (2,370,000 )   (2,800,000 )   (2,200,000 )
Proceeds from government contributions   2,356,450     1,554,669     1,127,888  
Payment of promissory note   (725,000 )   -     -  
Purchase of treasury shares   (229,881 )   (131,474 )   -  
Vesting of RSUs   (7,805 )   -     -  
Proceeds from acquisition loan   -     -     11,892,959  

Proceeds from shares issued under ESOP, net of share issuance costs

  -     -     348,792  
Repurchase of common shares and related fees   -     -     (27,916 )
Proceeds from exercising warrants and options   -     -     32,559  
Net cash flows provided by/(used in) financing activities   (976,236 )   (1,376,805 )   11,174,282  
 

Effect of foreign currency translation on cash and cash equivalents

  62,542     61,955     (109,442 )
 
(Decrease)/increase in cash and cash equivalents   (1,780,850 )   860,570     (2,122,168 )
Cash and cash equivalents, beginning of period   5,053,445     4,192,875     6,315,043  
Cash and cash equivalents, end of period $ 3,272,595   $ 5,053,445   $ 4,192,875  

 

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About Norsat International Inc.

Founded in 1977, Norsat International Inc. is a leading provider of innovative communication solutions that enable the transmission of data, audio and video for remote and challenging applications. Norsat’s products and services include leading-edge product design and development, production, distribution and infield support and service of fly-away satellite terminals, microwave components, M2M Solutions, antennas, Radio Frequency (RF) conditioning products, maritime based satellite terminals and remote network connectivity solutions. More information is available at www.norsat.com, via email at investor@norsat.com or by phone at 1-604-821-2800.

Forward Looking

The discussion and analysis of this news release contains forward-looking statements concerning anticipated developments in Norsat’s operations in future periods, the adequacy of its financial resources and other events or conditions that may occur in the future. Forward-looking statements are frequently, but not always, identified by words such as “expects,” “anticipates,” “believes,” “intends,” “estimates,”, “predicts,” “potential,” “targeted,” “plans,” “possible” and similar expressions, or statements that events, conditions or results “will,” “may,” “could” or “should” occur or be achieved. These forward-looking statements include, without limitation, statements about Norsat’s market opportunities, strategies, competition, expected activities and expenditures as it pursues its business plan, the adequacy of available cash resources and other statements about future events or results. Forward-looking statements are statements about the future and are inherently uncertain, and actual achievements of the Company or other future events or conditions may differ materially from those reflected in the forward-looking statements due to a variety of risks, uncertainties and other factors, such as business and economic risks and uncertainties. The forward-looking statements are based on the beliefs, expectations and opinions of management on the date the statements are made. Consequently, all forward-looking statements made in this news release are qualified by this cautionary statement and there can be no assurance that actual results or anticipated developments will be realized. For the reasons set forth above, investors should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date of this news release and Norsat assumes no obligation to update or revise them to reflect new events or circumstances, other than as required by law.

###

For further information, contact:

Dr. Amiee Chan Mr. Arthur Chin
President & CEO Chief Financial Officer
Tel: 604 821-2800 Tel: 604 821-2800
Email: achan@norsat.com Email: achin@norsat.com

 

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