What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-05-22 compared with 2022-05-31 · 439 added, 398 removed, 1254 unchanged (40% of the section changed)

12 unchanged sentences

Also, projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

We excluded RigNet and EBI from our assessment of internal control over financial reporting as of March 31, 2022 because we acquired RigNet and EBI in purchase business combinations during fiscal year 2022.

RigNet and EBI are wholly-owned subsidiaries whose total assets and total revenues represent approximately 6% and 3% of total assets, respectively, and approximately 6% and 1% of total revenues, respectively, as of and for the year ended March 31, 2022.

The company’s independent registered public accounting firm has audited the effectiveness of the company’s internal control over financial reporting as of March 31, 2023, as stated in their report which appears on page F-1.

4 unchanged sentences

OTHER INFORMATION

On May 27, 2022, the Compensation and Human Resources Committee of our Board of Directors approved a form of amendment to the Change in Control Severance Agreement to be entered into with each of our executive officers (each, an Amendment).

Pursuant to the existing Change in Control Severance Agreements, each executive officer is entitled to receive certain severance payments and benefits in the event of such executive officer’s termination of employment by us without “cause”

or the executive officer’s resignation for “good reason”, in either case, within two months prior to or within 18 months following a “change in control”

of Viasat (as defined in the applicable Change in

Control Severance Agreement).

Each Amendment broadens the definition of a “change in control”

of Viasat to include the consummation of the Inmarsat Transaction.

The foregoing description of the Amendments is qualified in its entirety by reference to the form of Change in Control Severance Agreement, a copy of which has been previously filed as Exhibit 10.1 to Viasat’s Current Report on Form 8-K filed with the SEC on August 4, 2010, and the form of Amendment, a copy of which is filed hereto as Exhibit 10.12.1 and is incorporated herein by reference.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

40 unchanged sentences

Exhibit Description

Agreement and Plan of Merger, dated as of December 20, 2020, by and among Viasat, Inc., Royal Acquisition Sub, Inc.

and RigNet, Inc.

Share Purchase Agreement, dated as of November 8, 2021, by and among Viasat, Inc.

and the shareholders of Connect Topco Limited party thereto

Letter agreement, dated as of April 11, 2023, by and among Viasat, Inc.

and the shareholders of Connect Topco Limited party thereto

Asset Purchase Agreement, dated as of October 1, 2022, by and between Viasat, Inc.

and L3Harris Technologies, Inc.

Second Amended and Restated Certificate of Incorporation of ViaSat, Inc.

14 unchanged sentences

Description of Registered Securities

Voting and Support Agreement, dated as of November 8, 2021, by and among Viasat, Inc., Baupost Group Securities, L.L.C.

and the shareholders of Connect Topco Limited party thereto

Form of Voting and Support Agreement (executive officers and directors)

Stockholders Agreement, dated as of November 8, 2021, by and among Viasat, Inc.

14 unchanged sentences

and each of its executive officers

Severance Agreement, dated as of April 13, 2023, by and between Viasat, Inc.

Guru Gowrappan

2010 Omnibus Incentive Plan

26 unchanged sentences

Fifth Amendment Agreement, dated as of February 28, 2019, by and among Viasat Technologies Limited, Viasat, Inc., JPMorgan Chase Bank, National Association (as Ex-Im Facility Agent) and the Export-Import Bank of the United States

Sixth Amendment to Credit Agreement, dated as of August 3, 2022, among Viasat Technologies Limited, Viasat, Inc., JP Morgan Chase Bank, National Association, and the Export-Import Bank of the United States

Credit Agreement, dated as of March 4, 2022, by and among Viasat, Inc., Bank of America, N.A.

14 unchanged sentences

* Certain schedules to this Exhibit omitted pursuant to Regulation S-K Item 601(b)(2) or 601(a)(5) (as applicable).

The registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request;

provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any document so furnished.

Viasat agrees to furnish a supplemental copy of any omitted schedule to the SEC upon request;

provided, however, that Viasat may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any document so furnished.

** Indicates management contract, compensatory plan or arrangement.

2 unchanged sentences

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

/s/ RICHARD BALDRIDGE

President and Chief Executive Officer

Know all persons by these presents, that ea ch person whose signature appears below constitutes and appoints Richard Baldridge and Shawn Duffy, jointly and severally, his or her attorneys-in-fact, each with the full power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection the rewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or cause to be done by virtue hereof.

/s/ MARK DANKBERG

Chairman of the Board and Chief Executive Officer

Know all persons by these presents, that ea ch person whose signature appears below constitutes and appoints Mark Dankberg and Shawn Duffy, jointly and severally, his or her attorneys-in-fact, each with the full power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto and other documents in connection the rewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ RICHARD BALDRIDGE

President, Chief Executive Officer and Director

Richard Baldridge

/s/ MARK DANKBERG

Chairman of the Board and Chief Executive Officer

Mark Dankberg

(Principal Executive Officer)

3 unchanged sentences

(Principal Financial and Accounting Officer)

/s/ MARK DANKBERG

Executive Chairman

Mark Dankberg

/s/ RICHARD BALDRIDGE

Vice Chairman

Richard Baldridge

/s/ JAMES BRIDENSTINE

13 unchanged sentences

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Changes in Accounting Principles

As discussed in Note 1 to the consolidated financial statements, the Company changed the manner in which it accounts for leases in fiscal year 2020.

Basis for Opinions

11 unchanged sentences

We believe that our audits provide a reasonable basis for our opinions.

As described in Management's Report on Internal Control Over Financial Reporting, management has excluded RigNet, Inc.

and Euro Broadband Infrastructure Sàrl from its assessment of internal control over financial reporting as of March 31, 2022, because they were acquired by the Company in purchase business combinations during fiscal year 2022.

We have also excluded RigNet, Inc.

and Euro Broadband Infrastructure Sàrl from our audit of internal control over financial reporting.

and Euro Broadband Infrastructure Sàrl are wholly-owned subsidiaries whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent approximately 6% and 3% of total assets, respectively, and approximately 6% and 1% of total revenues, respectively, of the related consolidated financial statement amounts as of and for the year ended March 31, 2022.

Definition and Limitations of Internal Control over Financial Reporting

6 unchanged sentences

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Revenue Recognition –

16 unchanged sentences

(iii) recalculating estimated labor and overhead, and (iv) evaluating the timely identification of circumstances that may warrant a modification to estimated costs to complete, including actual costs in excess of estimates.

Valuation of the customer relationships intangible asset - Acquisition of RigNet, Inc.

As described in Note 16 to the consolidated financial statements, on April 30, 2021, the Company completed the acquisition of all outstanding shares of RigNet, Inc.

for consideration of approximately $317.9 million, which resulted in recording of a customer relationships intangible asset valued at $101.9 million.

Management determined the fair value of the acquired customer relationships intangible asset by applying the multi-period excess earnings method, which involved the use of significant estimates and assumptions related to forecasted revenue growth rate, gross margin, contributory asset charges, customer attrition rate and discount rate.

The principal considerations for our determination that performing procedures relating to the valuation of the customer relationships intangible asset from the acquisition of RigNet, Inc.

is a critical audit matter are the significant judgment by management when determining the fair value of the customer relationships intangible asset, which in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the forecasted revenue growth rate, gross margin, customer attrition rate, and discount rate.

In addition, the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to the acquisition accounting, including controls over management’s valuation of the customer relationships intangible asset and controls over the development of significant assumptions related to the forecasted revenue growth rate, gross margin, customer attrition rate, and discount rate.

These procedures also included, among others (i) reading the purchase agreement;

(ii) testing management’s process for estimating the fair value of the customer relationships intangible asset;

(iii) evaluating the appropriateness of the multi-period excess earnings method;

(iv) testing the completeness and accuracy of underlying data provided by management;

and (v) evaluating the reasonableness of significant assumptions related to the forecasted revenue growth rate, gross margin, customer attrition rate, and discount rate.

Evaluating management’s significant assumptions related to the forecasted revenue growth rate and gross margin involved evaluating whether the significant assumptions used were reasonable considering (i) the current and past performance of RigNet, Inc.;

(ii) consistency with external market and industry data;

and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the multi-period excess earnings method and the reasonableness of the significant assumptions related to the customer attrition rate and discount rate.

/s/ PricewaterhouseCoopers LLP

7 unchanged sentences

Cash and cash equivalents

Restricted cash

Accounts receivable, net

Prepaid expenses and other current assets

Current assets of discontinued operations

Total current assets

2 unchanged sentences

Other acquired intangible assets, net

Non-current assets of discontinued operations

LIABILITIES AND EQUITY

3 unchanged sentences

Current portion of long-term debt

Current liabilities of discontinued operations

Total current liabilities

2 unchanged sentences

Other liabilities

Non-current liabilities of discontinued operations

Total liabilities

8 unchanged sentences

Retained earnings

Accumulated other comprehensive (loss) income

Accumulated other comprehensive income (loss)

Total Viasat, Inc.

15 unchanged sentences

Amortization of acquired intangible assets

Income from operations

Income (loss) from operations

Other income (expense):

2 unchanged sentences

Other income, net

(Loss) income before income taxes

Benefit from (provision for) income taxes

Equity in (loss) income of unconsolidated affiliates, net

Net (loss) income

net income attributable to noncontrolling

Income (loss) from continuing operations before income taxes

(Provision for) benefit from income taxes from continuing operations

Equity in income (loss) of unconsolidated affiliate, net

Net income (loss) from continuing operations

Net income (loss) from discontinued operations, net of tax

Net income (loss)

net income (loss) attributable to noncontrolling

interest, net of tax

Net (loss) income attributable to Viasat, Inc.

Net (loss) income per share attributable to Viasat, Inc.

common stockholders:

Basic net (loss) income per share attributable to Viasat, Inc.

common stockholders

Diluted net (loss) income per share attributable to Viasat, Inc.

common stockholders

Shares used in computing basic net (loss) income per share

Shares used in computing diluted net (loss) income per share

Net income (loss) attributable to Viasat, Inc.

Income (loss) per share attributable to Viasat, Inc.

common stockholders - basic:

Continuing operations

Discontinued operations

Income (loss)

Income (loss) per share attributable to Viasat, Inc.

common stockholders - diluted:

Continuing operations

Discontinued operations

Income (loss)

Shares used in computing basic net income (loss) per share

Shares used in computing diluted net income (loss) per share

Comprehensive income (loss):

Net (loss) income

Other comprehensive (loss) income, net of tax:

Unrealized gain on hedging, net of tax

Net income (loss)

Other comprehensive income (loss), net of tax:

Foreign currency translation adjustments, net of tax

Other comprehensive (loss) income, net of tax

Comprehensive (loss) income

comprehensive income attributable to

Other comprehensive income (loss), net of tax

Comprehensive income (loss)

comprehensive income (loss) attributable to

noncontrolling interest, net of tax

Comprehensive (loss) income attributable to

Comprehensive income (loss) attributable to

See accompanying notes to the consolidated financial statements.

1 unchanged sentence

Fiscal Years Ended

Cash Flows from Continuing and Discontinued Operations

(In thousands)

Cash flows from operating activities:

Net (loss) income

Adjustments to reconcile net (loss) income to net cash provided

Net income (loss)

Adjustments to reconcile net income (loss) to net cash provided

by operating activities:

2 unchanged sentences

Loss on disposition of fixed assets

Other non-cash adjustments

Gain on disposition of business prior to costs to sell

Deferred income taxes and other non-cash adjustments

Increase (decrease) in cash resulting from changes in operating assets

4 unchanged sentences

Other liabilities

Net cash provided by operating activities

Net cash provided by (used in) operating activities

Cash flows from investing activities:

1 unchanged sentence

Cash paid for patents, licenses and other assets

Proceeds from sale of business

Payments related to acquisition of businesses, net of cash acquired

Proceeds from insurance claims on ViaSat-2 satellite

Net cash used in investing activities

Net cash provided by (used in) investing activities

Cash flows from financing activities:

Proceeds from debt borrowings, net of discount

Proceeds from debt borrowings

Payments on debt borrowings

Payment of debt issuance costs

Payments of debt issuance costs

Repurchase of shares by majority-owned subsidiary

Proceeds from issuance of common stock under equity plans

4 unchanged sentences

Other financing activities

Net cash provided by financing activities

Net cash provided by (used in) financing activities

Effect of exchange rate changes on cash

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of fiscal year

Cash and cash equivalents at end of fiscal year

Net increase (decrease) in cash and cash equivalents and restricted cash

Cash and cash equivalents and restricted cash at beginning of fiscal year

Cash and cash equivalents and restricted cash at end of fiscal year

Supplemental information:

2 unchanged sentences

Non-cash investing and financing activities:

Issuance of common stock in connection with acquisition

Capital expenditures not paid for during the period

Issuance of common stock in satisfaction of certain accrued

employee compensation liabilities

Capital expenditures not paid for

Issuance of common stock in connection with acquisition

See accompanying notes to the consolidated financial statements.

5 unchanged sentences

Balance at March 31, 2020

Exercise of stock options

Issuance of stock under

1 unchanged sentence

Purchase Plan

Common stock issued in

private placement, net

of issuance costs

Stock-based compensation

5 unchanged sentences

which have been retired

Net (loss) income

Other comprehensive loss,

Net income (loss)

Other comprehensive income (loss),

Balance at March 31, 2021

Exercise of stock options

Issuance of stock under

1 unchanged sentence

Purchase Plan

Common stock issued in

private placement, net

of issuance costs

Stock-based compensation

5 unchanged sentences

which have been retired

Other comprehensive income,

Shares issued in connection

with acquisition of business

Net income (loss)

Other comprehensive

income (loss), net of tax

Balance at March 31, 2022

Exercise of stock options

Issuance of stock under

8 unchanged sentences

which have been retired

Shares issued in connection

with acquisition of business

Other noncontrolling interest activity

Net income (loss)

Other comprehensive

income, net of tax

income (loss), net of tax

Balance at March 31, 2023

15 unchanged sentences

Certain prior period amounts have been reclassified to conform to the current period presentation.

Discontinued Operations

On October 1, 2022, the Company entered into an Asset Purchase Agreement to sell certain assets and assign certain liabilities comprising the Company’s Link-16 Tactical Data Links business (the Link-16 TDL Business), part of the Company’s government systems segment, to L3Harris Technologies, Inc.

(L3Harris) in exchange for approximately $ 1.96 billion in cash, subject to adjustments (the Link-16 TDL Sale) .

In accordance with the authoritative guidance for discontinued operations (Accounting Standards Codification (ASC) 205-20), the Company determined that the Link-16 TDL Business met held-for sale and discontinued operations accounting criteria at the end of the second quarter of fiscal year 2023.

Accordingly, the Company classified the results of the Link-16 TDL Business as discontinued operations in its consolidated statements of operations for all periods presented.

Additionally, the related assets and liabilities associated with the Link-16 TDL Business were classified as held for sale and discontinued operations in the consolidated balance sheet as of March 31, 2022.

On January 3, 2023, the Company completed the Link-16 TDL Sale.

See Note 4 —

Discontinued Operations for additional information.

Management estimates and assumptions

3 unchanged sentences

Cash equivalents

Cash equivalents consist of highly liquid investments with original maturities of three months or less at the date of purchase.

Cash equivalents consist of highly liquid investments with original maturities of three months or less at the date of purchase, with a significant portion held in U.S.

government-backed qualified money-market securities.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Restricted cash

Restricted cash relates to deposits required by certain counterparties as collateral pursuant to outstanding letters of credit.

Restricted cash as of March 31, 2023 was $ 30.5 million.

In accordance with the authoritative guidance for the statement of cash flows (ASU 230), the following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that total to the amounts shown in the consolidated statements of cash flows.

(In thousands)

Cash and cash equivalents

Restricted cash

Total cash and cash equivalents and restricted cash shown in the consolidated statements of cash flows

Accounts receivable and allowance for doubtful accounts

9 unchanged sentences

The Company establishes customer credit policies related to its accounts receivable based on historical collection experiences within the various markets in which the Company operates, historical past due amounts and any specific information that the Company becomes aware of such as bankruptcy or liquidity issues of customers.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Revenues from the U.S.

3 unchanged sentences

In addition, none of the Company’s commercial customers comprised 10% or more of total revenues for fiscal years 2023, 2022 and 2021.

The Company’s five largest contracts generated approximately 20 % , 16 % and 18 % of the Company’s total revenues for the fiscal years ended March 31, 2022, 2021 and 2020, respectively.

The Company's five largest contracts generated approximately 17 % , 17 % and 13 % of the Company’s total revenues for the fiscal years ended March 31, 2023, 2022 and 2021, respectively.

The Company relies on a limited number of contract manufacturers to produce its products.

Inventory is valued at the lower of cost and net realizable value, cost being determined by the weighted average cost method.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Property, equipment and satellites

2 unchanged sentences

The Company also constructs earth stations, network operations systems and other assets to support its satellites, and those construction costs, including interest, are capitalized as incurred.

At the time satellites are placed in service, the Company estimates the useful life of its satellites for depreciation purposes based upon an analysis of each satellite’s performance against the original manufacturer’s orbital design life, estimated fuel levels and related consumption rates, as well as historical satellite operating trends.

At the time satellites are placed in commercial service, the Company estimates the useful life of its satellites for depreciation purposes based upon an analysis of each satellite’s performance against the original manufacturer’s orbital design life, estimated fuel levels and related consumption rates, as well as historical satellite operating trends.

The Company periodically reviews the remaining estimated useful life of its satellites to determine if revisions to estimated useful lives are necessary.

6 unchanged sentences

Capitalized costs for internal-use software are included in property, equipment and satellites, net in the Company’s consolidated balance sheets.

Interest expense is capitalized on the carrying value of assets under construction, in accordance with the authoritative guidance for the capitalization of interest (Accounting Standards Codification (ASC) 835-20).

Interest expense is capitalized on the carrying value of assets under construction, in accordance with the authoritative guidance for the capitalization of interest (ASC 835-20).

With respect to the construction of satellites, gateway and networking equipment and other assets under construction, the Company capitalized $ 159.7 million, $ 102.1 million and $ 81.0 million of interest expense for the fiscal years ended March 31, 2023, 2022 and 2021, respectively.

The Company owns four satellites in service —

The Company owns four satellites in commercial service —

three over North America (ViaSat-2, ViaSat-1 and WildBlue-1) and the KA-SAT satellite over Europe, Middle East, and Africa (EMEA).

In addition, the Company has lifetime leases of Ka-band capacity on two satellites.

The Company is also planning to launch a global constellation of three third-generation ViaSat-3 class satellites under construction.

The Company successfully launched the first of its third-generation ViaSat-3 class satellites, ViaSat-3 Americas, into orbit on April 30, 2023 (which satellite is currently being prepared for commercial service) and is planning to launch two additional third-generation ViaSat-3 class satellites currently under construction to complete its global constellation.

In addition, the Company owns related earth stations and networking equipment for all of its satellites.

2 unchanged sentences

The total cost and accumulated depreciation of CPE units included in property, equipment and satellites, net, as of March 31, 2023 were $ 395.4 million and $ 213.6 million, respectively.

The total cost and accumulated depreciation of

The total cost and accumulated depreciation of CPE units included in property, equipment and satellites, net, as of March 31, 2022 were $ 395.5 million and $ 210.6 million, respectively.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

CPE units included in property, equipment and satellites, net, as of March 31, 2021 were $ 409.9 million and $ 193.7 million, respectively.

Occasionally, the Company may enter into finance lease arrangements for various machinery, equipment, computer-related equipment, software, furniture, fixtures, or satellites.

3 unchanged sentences

Leases for more information).

Cloud computing arrangements

The Company enters into certain cloud-based software hosting arrangements that are accounted for as service contracts.

Costs incurred for these arrangements are capitalized for application development activities, if material, and immediately expensed for preliminary project activities and postimplementation activities.

The Company amortizes the capitalized development costs straight-line over the fixed, non-cancellable term of the associated hosting arrangement plus any reasonably certain renewal periods.

The capitalized costs are included in other current assets within the prepaid expenses and other current assets caption, and other assets (long-term) on the Company's consolidated balance sheets.

Lessee accounting

The Company adopted Accounting Standards Update (ASU) 2016-02, Leases, as amended, commonly referred to as ASC 842, on April 1, 2019 using the optional transition method.

Under the optional transition method, the Company applied the new guidance to all leases that commenced before and were existing as of April 1, 2019.

For contracts entered into on or after April 1, 2019, the Company assesses at contract inception whether the contract is, or contains, a lease.

In accordance with the authoritative guidance for leases (ASC 842), the Company assesses at contract inception whether the contract is, or contains, a lease.

Generally, the Company determines that a lease exists when (1) the contract involves the use of a distinct identified asset, (2) the Company obtains the right to substantially all economic benefits from use of the asset, and (3) the Company has the right to direct the use of the asset.

21 unchanged sentences

Lease income associated with these leases is not material.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Business combinations

The authoritative guidance for business combinations (ASC 805) requires that all business combinations be accounted for using the purchase method.

The purchase price for business combinations is allocated to the estimated fair

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

values of acquired tangible and intangible assets, including goodwill, and assumed liabilities, where applicable.

The purchase price for business combinations is allocated to the estimated fair values of acquired tangible and intangible assets, and assumed liabilities, where applicable.

The Company recognizes technology, contracts and customer relationships, satellite co-location rights, trade names and other as identifiable intangible assets, which are recorded at fair value as of the transaction date.

12 unchanged sentences

Amortization of intangible assets that have finite lives is provided for by the straight-line method over the shorter of the legal or estimated economic life.

Total capitalized costs of $ 3.5 million related to patents were included in other assets as of both March 31, 2022 and March 31, 2021.

Total capitalized costs of $ 3.7 million and $ 3.5 million related to patents were included in other assets as of March 31, 2023 and 2022, respectively.

The Company capitalized costs of $ 77.0 million and $ 64.1 million related to acquiring and obtaining orbital slots and other licenses included in other assets as of March 31, 2023 and 2022 , respectively.

Accumulated amortization related to these assets was $ 6.8 million and $ 5.4 million as of March 31, 2023 and 2022 , respectively.

Amortization expense related to these assets was $ 1.1 million for the fiscal year ended March 31, 2022 and an insignificant amount for the fiscal years ended March 31, 2021 and 2020.

Amortization expense related to these assets was $ 1.5 million and $ 1.1 million for the fiscal years ended March 31, 2023 and 2022, respectively, and an insignificant amount for the fiscal year ended March 31, 2021.

If a patent, orbital slot or other license is rejected, abandoned or otherwise invalidated, the unamortized cost is expensed in that period.

2 unchanged sentences

Debt issuance costs are amortized and recognized as interest expense using the effective interest rate method, or, when the results are not materially different, on a straight-line basis over the expected term of the related debt.

The Company capitalized $ 7.8 million and $ 5.1 million of debt issuance costs during fiscal years 2022 and 2021, respectively.

During fiscal year 2020 , no debt issuance costs were capitalized.

No , $ 7.8 million and $ 5.1 million of debt issuance costs were capitalized during fiscal years 2023, 2022 and 2021 , respectively.

Unamortized debt issuance costs related to extinguished debt are expensed at the time the debt is extinguished and recorded in loss on extinguishment of debt in the consolidated statements of operations and comprehensive income (loss).

Debt issuance costs related to the Company’s revolving credit facility (the Revolving Credit Facility) are recorded in prepaid expenses and other current assets and in other long-term assets in the consolidated balance sheets in accordance with the authoritative guidance for imputation of interest (ASC 835-30).

Debt issuance costs related to the Company’s term loan facility (the Term Loan Facility), 5.625% Senior Notes due 2025 (the 2025 Notes), the Company’s 5.625% Senior Secured Notes due 2027 (the 2027 Notes), the Company’s 6.500% Senior Notes due 2028 (the 2028 Notes and, together with the 2025 Notes and the 2027 Notes, the Notes) and the Ex-Im Credit Facility are recorded as a direct deduction from the carrying amount of the related debt, consistent with debt discounts, in accordance with the authoritative guidance for imputation of interest (ASC 835-30).

Debt issuance costs related to the Company's revolving credit facility (the Revolving Credit Facility) are recorded in other long-term assets in the consolidated balance sheets in accordance with the authoritative guidance for imputation of interest (ASC 835-30).

Debt issuance costs related to the Company’s $ 700.0 million senior secured term loan facility (the Term Loan Facility), 5.625% Senior Notes due 2025 (the 2025 Notes), the Company’s 5.625% Senior Secured Notes due 2027 (the 2027 Notes), the Company’s 6.500% Senior Notes due 2028 (the 2028 Notes and, together with the 2025 Notes and the 2027 Notes, the Notes) and the Ex-Im Credit Facility are recorded as a direct deduction from the carrying amount of the related debt, consistent with debt discounts, in accordance with the authoritative guidance for imputation of interest (ASC 835-30).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Software development

4 unchanged sentences

The Company capitalized $ 59.4 million and $ 42.7 million of costs related to software developed for resale for the fiscal years ended March 31, 2023 and 2022 , respectively.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Amortization expense for capitalized software development costs was $ 54.4 million, $ 56.5 million and $ 56.2 million during fiscal years 2023, 2022 and 2021 , respectively.

3 unchanged sentences

Any required impairment loss would be measured as the amount by which the asset’s carrying value exceeds its fair value, and would be recorded as a reduction in the carrying value of the related asset and charged to results of operations.

No material impairments were recorded by the Company for fiscal years 2022, 2021 and 2020.

The Company accounts for its goodwill under the authoritative guidance for goodwill and other intangible assets (ASC 350) and the provisions of ASU 2017-04, Simplifying the Test for Goodwill Impairment, which the Company early adopted in the third quarter of fiscal year 2020.

The Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test.

No material impairments were recorded by the Company for fiscal years 2023, 2022 and 2021 other than the impairment of certain right-of-use assets in the fourth quarter of fiscal year 2023.

See Note 7 —

Leases for additional information.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

In accordance with the current authoritative guidance, the Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test.

If, after completing the qualitative assessment, the Company determines that it is more likely than not that the estimated fair value is greater than the carrying value, the Company concludes that no impairment exists.

3 unchanged sentences

In accordance with ASC 350, the Company assesses qualitative factors to determine whether goodwill is impaired.

The qualitative analysis includes assessing the impact of changes in certain factors including (1) changes in forecasted operating results and comparing actual results to projections, (2) changes in the industry or its competitive environment since the acquisition date, (3) changes in the overall economy, its market share and market interest rates since the acquisition date, (4) trends in the stock price and related market capitalization and enterprise values, (5) trends in peer companies total enterprise value metrics, and (6) additional factors such as management turnover, changes in regulation and changes in litigation matters.

Based on the Company’s qualitative assessment performed during the fourth quarter of fiscal year 2022, the Company concluded that it was more likely than not that the estimated fair value of the Company’s reporting units exceeded their carrying values as of March 31, 2022 , and therefore, determined it was not necessary to perform a quantitative impairment analysis.

The qualitative analysis includes assessing the impact of changes in certain factors including:

(1) changes in forecasted operating results and comparing actual results to projections, (2) changes in the industry or its competitive environment since the acquisition date, (3) changes in the overall economy, its market share and market interest rates since the acquisition date, (4) trends in the stock price and related market capitalization and enterprise values, (5) trends in peer companies' total enterprise value metrics, and (6) additional factors such as management turnover, changes in regulation and changes in litigation matters.

Furthermore, in addition to qualitative analysis, the Company believes it is appropriate to conduct a quantitative analysis periodically as a prudent review of its reporting unit goodwill fair values.

The Company's quantitative analysis estimates the fair values of the reporting units using discounted cash flows and other indicators of fair value.

The forecast of future cash flow is based on the Company's best estimate of each reporting unit’s future revenue and operating costs, based primarily on existing firm orders, expected future orders, contracts with suppliers, labor resources, general market conditions, and other relevant factors.

Based on a quantitative analysis for fiscal year 2023, the Company concluded that estimated fair values of its reporting units significantly exceed their respective carrying values.

Based on the Company’s qualitative and quantitative assessment performed during the fourth quarter of fiscal year 2023, the Company concluded that it was more likely than not that the estimated fair value of the Company’s reporting units exceeded their carrying values as of March 31, 2023 .

No impairments were recorded by the Company related to goodwill and other intangible assets for fiscal years 2023, 2022 and 2021 .

9 unchanged sentences

The carrying amounts of the Company’s financial instruments, including cash equivalents, receivables, accounts payable and accrued liabilities, approximate their fair values due to their short-term maturities.

The estimated fair value of

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

the Company’s long-term borrowings and other long-term interest bearing liabilities is determined by using available market information for those securities or similar financial instruments (see Note 3 –

The estimated fair value of the Company’s long-term borrowings and other long-term interest bearing liabilities is determined by using available market information for those securities or similar financial instruments (see Note 3 –

Fair Value Measurements).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Self-insurance liabilities

2 unchanged sentences

The self-insurance plans include policies which provide for both specific and aggregate stop-loss limits.

The Company utilizes internal actuarial methods as well as other historical information for the purpose of estimating ultimate costs for a particular plan year.

Based on these actuarial methods, along with currently available information and insurance industry statistics, the Company has recorded self-insurance liability for its plans of $ 6.5 million and $ 6.9 million in accrued and other liabilities in the consolidated balance sheets as of March 31, 2022 and 2021 , respectively.

The Company utilizes actuarial methods as well as other historical information for the purpose of estimating ultimate costs for a particular plan year.

Based on these actuarial methods, along with currently available information and insurance industry statistics, the Company has recorded self-insurance liability for its plans of $ 7.9 million and $ 5.8 million as of March 31, 2023 and 2022 , respectively.

The Company’s estimate, which is subject to inherent variability, is based on average claims experience in the Company’s industry and its own experience in terms of frequency and severity of claims, including asserted and unasserted claims incurred but not reported, with no explicit provision for adverse fluctuation from year to year.

9 unchanged sentences

Noncontrolling interests

A noncontrolling interest represents the equity interest in a subsidiary that is not attributable, either directly or indirectly, to the Company and is reported as equity of the Company, separately from the Company’s controlling interest.

Revenues, expenses, gains, losses, net income (loss) and other comprehensive income (loss) are reported in the consolidated financial statements at the consolidated amounts, which include the amounts attributable to both the controlling and noncontrolling interest.

On August 15, 2022, TrellisWare, a majority-owned subsidiary of the Company, completed the repurchase of its common stock from participating stockholders for a total purchase price of approximately $ 30.0 million.

The Company did not elect to participate in the share repurchase, and accordingly, the Company's ownership percentage of TrellisWare increased to slightly over 60 % as a result of the share repurchase.

The following table summarizes the effect of the change in the Company's percentage ownership interest in TrellisWare on the Company's equity for the fiscal years ended March 31, 2023, 2022 and 2021:

Fiscal Years Ended

March 31, 2023

March 31, 2022

March 31, 2021

(In thousands)

Net income (loss) attributable to Viasat, Inc.

Transfers to noncontrolling interest

Change from net income (loss) attributable to Viasat, Inc.

and transfers from (to) noncontrolling interest

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Investments in unconsolidated affiliate —

4 unchanged sentences

The fair value of privately held investments is estimated using the best available information as of the valuation date, including current earnings trends, undiscounted cash flows, quoted stock prices of comparable public companies, and other company specific information, including recent financing rounds.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Common stock held in treasury

11 unchanged sentences

Other comprehensive loss related to the effects of foreign currency translation adjustments attributable to Viasat, Inc.

during fiscal year 2022 was $ 37.3 million, or $ 31.4 million net of tax.

Other comprehensive income related to the effects of foreign currency translation adjustments attributable to Viasat, Inc.

during fiscal year 2023 was $ 13.1 million, net of an insignificant amount of tax.

Other comprehensive loss related to the effects of foreign currency translation adjustments attributable to Viasat, Inc.

during fiscal year 2022 was $ 37.3 million, or $ 31.4 million net of tax.

Other comprehensive loss related to the effects of foreign currency translation adjustments attributed to Viasat, Inc.

Other comprehensive income related to the effects of foreign currency translation adjustments attributed to Viasat, Inc.

during fiscal year 2021 was $ 20.4 million, or $ 15.9 million net of tax.

3 unchanged sentences

These performance obligations generally include the purchase of services (including broadband capacity and the leasing of broadband equipment), the purchase of products, and the development and delivery of complex equipment built to customer specifications under long-term contracts.

Furthermore, from time to time, the Company participates in U.S.

federal and state programs under which the government funds part of the costs of providing services in targeted locations such as unserved or under-served high cost or rural areas, or for certain types of customers.

The Company accounts for funds received from the government by analogy to International Accounting Standards (IAS) 20, Accounting for Government Grants and Disclosure of Government Assistance, and recognizes funds received in the consolidated statement of operations and comprehensive income (loss) when there is reasonable assurance that it will comply with the conditions associated with the grant and the grant will be received.

Recognition occurs on a systematic basis over the periods in which the entity recognizes as expenses the related costs for which the grant is intended to compensate.

During the year ended March 31, 2023, the amounts recorded in the Company’s consolidated financial statements related to these types of arrangements were not material.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Performance obligations

6 unchanged sentences

As discussed further above under “Leases - Lessor accounting”, for broadband equipment leased to consumer broadband customers in conjunction with the delivery of connectivity services, the Company accounts for the lease and non-lease components of connectivity service arrangements as a single performance obligation as the connectivity services represent the predominant component.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company also derives a portion of its revenues from contracts with customers to provide products.

24 unchanged sentences

An advance payment is not typically considered a significant financing component because it is used to meet working capital demands that can be higher in the early stages of a contract and to protect the Company from the other party failing to adequately complete some or all of its obligations under the contract.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Performance obligations related to developing and delivering complex equipment built to customer specifications under long-term contracts are recognized over time as these performance obligations do not create assets with an alternative use to the Company and the Company has an enforceable right to payment for performance to date.

9 unchanged sentences

Government representatives.

The Company’s incurred cost audits by the DCAA has not been concluded for fiscal year 2021.

As of March 31, 2022, the DCAA had completed its incurred cost audit for fiscal years 2004, 2016, 2019, and 2020 and approved the Company’s incurred costs for those fiscal years, as well as approved the Company’s incurred costs for fiscal years 2005 through 2015, 2017 and 2018 without further audit based on the determination of low risk.

As of March 31, 2023 , the DCAA had completed its incurred cost audit for fiscal years 2004, 2016, 2019, 2020 and 2021.

The DCMA approved the Company’s incurred costs for those fiscal years, with the exception of 2021, which is pending.

The DCMA also approved the Company’s incurred costs for fiscal years 2005 through 2015, 2017, 2018 and 2022 without further audit based on the determination of low risk.

Although the Company has recorded contract revenues subsequent to fiscal year 2020 based upon an estimate of costs that the Company believes will be approved upon final audit or review, the Company does not know the outcome of any ongoing or future audits or reviews and adjustments, and if future adjustments exceed the Company’s estimates, its profitability would be adversely affected.

As of March 31, 2022 and March 31, 2021 , the

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Company had $ 12.1 million and $ 10.3 million, respectively, in contract-related reserves for its estimate of potential refunds to customers for potential cost adjustments on several multi-year U.S.

The Company had $ 12.9 million and $ 12.1 million as of March 31, 2023 and March 31, 2022, respectively, in contract-related reserves for its estimate of potential refunds to customers for potential cost adjustments on several multi-year U.S.

Government cost reimbursable contracts (see Note 14 —

15 unchanged sentences

If a standalone selling price is not directly observable, the Company estimates the standalone selling price by considering all information (including market conditions, specific factors, and information about the customer or class of customer) that is reasonably available.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Transaction price allocated to remaining performance obligations

8 unchanged sentences

Revenue is disaggregated by products and services, customer type, contract type, and geographic area, respectively, as the Company believes this approach best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows are affected by economic factors.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following sets forth disaggregated reported revenue by segment and product and services for the fiscal years ended March 31, 2022, 2021 and 2020:

The following sets forth disaggregated reported revenue by segment and product and services for the fiscal years ended March 31, 2023, 2022 and 2021 (as noted above, revenue information excludes revenues from the Link-16 TDL Business, which have been classified as discontinued operations):

Fiscal Year Ended March 31, 2023

16 unchanged sentences

Total revenues

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Revenues from the U.S.

9 unchanged sentences

Revenues for the Company’s funded development from its customer contracts were approximately 16 % , 18 % and 18 % of its total revenues for the fiscal years ended March 31, 2023, 2022 and 2021, respectively.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Contract balances

11 unchanged sentences

Deferred revenues, long-term portion

Unbilled accounts receivable increased $ 32.3 million during fiscal year 2022 , primarily driven by revenue recognized in the Company’s satellite services and commercial networks segments.

The acquisition of RigNet contributed $ 17.5 million of unbilled accounts receivable.

Collections in excess of revenues and deferred revenues decreased $ 67.7 million during fiscal year 2022, primarily driven by revenue recognized in excess of advances received on goods or services in the Company’s commercial networks and government systems segments.

Unbilled accounts receivable increased $ 19.5 million during fiscal year 2023, primarily driven by revenue recognized in the Company’s commercial networks segment in excess of billings.

Collections in excess of revenues and deferred revenues increased an insignificant amount during fiscal year 2023, primarily driven by advances on goods or services received in excess of revenue recognized mainly in the Company's government systems segment.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

During the fiscal year ended March 31, 2023 , the Company recognized revenue of $ 115.1 million that was previously included in the Company’s collections in excess of revenues and deferred revenues at March 31, 2022.

11 unchanged sentences

The Company’s deferred customer contract acquisition costs and costs to fulfill contract balances were $ 31.5 million and $ 50.0 million, respectively as of March 31, 2023 .

Of the Company’s total deferred customer contract acquisition costs and costs to fulfill contracts, $ 24.6 million was included in prepaid expenses and other current assets and $ 60.1 million was included in other assets on the Company’s consolidated balance sheet as of March 31, 2022 .

Of the Company’s total deferred customer contract acquisition costs and costs to fulfill contracts, $ 19.8 million was included in other current assets within the prepaid expenses and other current assets caption on the Company’s consolidated balance sheet and $ 61.7 million was included in other assets on the Company’s consolidated balance sheet as of March 31, 2023 .

The Company’s deferred customer contract acquisition costs and costs to fulfill contract balances were $ 49.1 million and $ 35.0 million, respectively, as of March 31, 2022 .

Of the Company’s total deferred customer contract acquisition costs and costs to fulfill contracts, $ 26.8 million was included in prepaid expenses and other current assets and $ 57.8 million was included in other assets on the Company’s consolidated balance sheet as of March 31, 2021 .

For total deferred customer contract acquisition costs and contract fulfillment costs, the Company’s amortization and reduction of carrying value associated

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

with contract termination was $ 56.9 million, $ 50.5 million and $ 46.4 million for the fiscal years ended March 31, 2022, 2021 and 2020 , respectively.

Of the Company’s total deferred customer contract acquisition costs and costs to fulfill contracts, $ 24.0 million was included in other current assets within the prepaid expenses and other current assets caption on the Company’s consolidated balance sheet and $ 60.1 million was included in other assets on the Company’s consolidated balance sheet as of March 31, 2022 .

For total deferred customer contract acquisition costs and contract fulfillment costs, the Company’s amortization and reduction of carrying value associated with contract termination was $ 48.2 million, $ 56.5 million and $ 50.1 million for the fiscal years ended March 31, 2023, 2022 and 2021 , respectively.

Advertising costs

10 unchanged sentences

IR&D expenses consist primarily of salaries and other personnel-related expenses, supplies, prototype materials and other expenses related to research and development programs.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Accruals for uncertain tax positions are provided for in accordance with the authoritative guidance for accounting for uncertainty in income taxes (ASC 740).

12 unchanged sentences

Potential common stock includes options granted (including TSR performance stock options) and restricted stock units awarded under the Company’s equity compensation plan which are included in the earnings per share calculations using the treasury stock method, common shares expected to be issued under the Company’s employee stock purchase plan, and shares potentially issuable under the Viasat 401(k) Profit Sharing Plan in connection with the Company’s decision to pay a discretionary match in common stock or cash.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Segment reporting

The Company’s reporting segments, namely its satellite services, commercial networks and government systems segments, are primarily distinguished by the type of customer and the related contractual requirements.

The Company’s satellite services segment provides satellite-based broadband services to customers, enterprises, commercial airlines and mobile broadband customers.

The Company’s reporting segments (satellite services, commercial networks and government systems) are primarily distinguished by the type of customer and the related contractual requirements.

The Company’s satellite services segment provides satellite-based broadband and related services to residential customers, Prepaid Internet users, enterprises, commercial airlines and other mobile broadband customers.

The Company’s commercial networks segment develops and offers advanced satellite and wireless broadband platforms, ground networking equipment, radio frequency and advanced microwave solutions, Application-Specific Integrated Circuit (ASIC) chip design, satellite payload development and space-to-earth connectivity systems, some of which are ultimately used by the Company’s satellite services segment.

The Company’s government systems segment develops and offers network-centric, Internet Protocol (IP)-based fixed and mobile secure government communications systems, products, services and solutions and provides global mobile broadband service and product offerings.

The Company’s government systems segment provides global mobile broadband services to military and government users and develops and offers network-centric, internet protocol (IP)-based fixed and mobile secure communications products and solutions.

The more regulated government environment is subject to unique contractual requirements and possesses economic characteristics which differ from the satellite services and commercial networks segments.

The Company’s segments are determined consistent with the way management currently organizes and evaluates financial information internally for making operating decisions and assessing performance (see Note 15 —

Segment Information).

The Company’s segments are determined consistent with the way management currently organizes and evaluates financial information internally for making operating decisions and assessing performance.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Recent authoritative guidance

In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2019-12, Income Taxes (ASC 740):

Simplifying the Accounting for Income Taxes, which is intended to simplify various areas related to accounting for income taxes.

ASU 2019-12 removes certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application.

The Company adopted the new guidance in the first quarter of fiscal year 2022 on a prospective basis and as a result upon purchase of the remaining 51% interest in EBI from Eutelsat (see Note 16 —

Acquisitions for more information), and assertion to permanently reinvest future earnings, the deferred tax liability recorded for EBI’s outside basis difference of $ 8.1 million was reversed and recorded in the first quarter of fiscal year 2022 as an income tax benefit in the consolidated statements of operations and comprehensive income (loss).

In January 2020, the FASB issued ASU 2020-01, Investments –

Equity Securities (ASC 321), Investments –

Equity Method and Joint Ventures (ASC 323) and Derivatives and Hedging (ASC 815).

ASU 2020-01 clarifies the interaction of the accounting for equity securities under ASC 321 and investments accounted for under the equity method of accounting under ASC 323, and the accounting for certain forward contracts and purchased options accounted for under ASC 815.

The Company adopted the new guidance in the first quarter of fiscal year 2022 on a prospective basis and the guidance did not have a material impact on the Company's consolidated financial statements and disclosures.

In August 2020, the FASB issued ASU 2020-06, Debt –

In August 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-06, Debt –

Debt with Conversion and Other Options (ASC 470-20) and Derivatives and Hedging –

3 unchanged sentences

The new standard requires entities to provide expanded disclosures about the terms and features of convertible instruments, how the instruments have been reported in the entity’s financial statements, and information about events, conditions, and circumstances that can affect how to assess the amount or timing of an entity’s future cash flows related to those instruments.

The new standard will become effective for the Company beginning in fiscal year 2023, with early adoption permitted.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and disclosures.

In October 2020, the FASB issued ASU 2020-08, Codification Improvements to Subtopic 310-20, Receivables –

Nonrefundable Fees and Other Costs.

ASU 2020-08 clarifies that a company should reevaluate whether a callable debt security is within the scope of ASC paragraph 310-20-35-33 for each reporting period.

The Company adopted the new guidance in the first quarter of fiscal year 2023 and the guidance did not have a material impact on the Company's consolidated financial statements and disclosures.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (ASC 805):

1 unchanged sentence

ASU 2021-08 requires contract assets and contract liabilities acquired in a business combination to be recognized in accordance with ASC 606 as if the acquirer had originated the contracts.

The new standard will become effective for the Company beginning in fiscal year 2024, with early

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

adoption permitted.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and disclosures.

The new standard will become effective for the Company beginning in fiscal year 2024, with early adoption permitted.

The impact of the new standard on the Company's consolidated financial statements and related disclosures will depend on the magnitude of future business combinations.

In November 2021, the FASB issued ASU 2021-10, Government Assistance (ASC 832):

1 unchanged sentence

ASU 2021-10 requires annual disclosures when an entity accounts for a transaction with a government by applying a grant or contribution accounting model by analogy to other accounting guidance.

The new standard will become effective for the Company in fiscal year 2023.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and disclosures.

The Company adopted the new standard prospectively in fiscal year 2023.

See Note 1 —

The Company and a Summary of Its Significant Accounting Policies —

Revenue recognition for disclosures related to these types of arrangements.

In March 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (ASC 815):

2 unchanged sentences

The new standard will become effective for the Company beginning in fiscal year 2024.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and disclosures.

I n March 2022, the FASB issued ASU 2022-02, Financial Instruments –

The adoption of ASU 2022-01 is not expected to have a material impact on the Company's consolidated financial statements.

In March 2022, the FASB issued ASU 2022-02, Financial Instruments –

Credit Losses (ASC 326):

6 unchanged sentences

The new standard will become effective for the Company beginning in fiscal year 2024.

The adoption of ASU 2022-02 is not expected to have a material impact on the Company's consolidated financial statements and disclosures.

In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (ASC 820):

Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.

ASU 2022-03 clarifies that a contractual restriction on the sale of an equity security is not considered in measuring the security's fair value.

The standard also requires certain disclosures for equity securities that are subject to contractual restrictions.

The new standard will become effective for the Company beginning in fiscal year 2025.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and disclosures.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

In Septem ber 2022, the FASB issued ASU 2022-04, Liabilities –

Supplier Finance Programs (Subtopic 405-50):

Disclosure of Supplier Finance Program Obligations.

ASU 2022-04 enhances the transparency of supplier finance programs.

In each annual reporting period, the buyer in a supplier finance program is required to disclose information about the key terms of the program, the outstanding confirmed amounts, a rollforward of such amounts, and a description of where those obligations are presented in the balance sheet.

In each interim reporting period, the buyer should disclose the outstanding confirmed amounts as of the end of th e interim perio d.

The new standard will become effective for the Company begin ning in fiscal year 2024, except for the amendment on rollfoward information, which will become effective in fiscal year 2025.

The adoption of ASU 2022-04 is not expected to have a material impact on the Company's disclosures.

In December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (ASC 848):

Deferral of the Sunset Date of Topic 848.

ASU 2022-06 extends the period of time entities can utilize the reference rate reform relief guidance under ASU 2020-04 from December 31, 2022 to December 31, 2024.

ASU 2020-04, Reference Rate Reform (ASC 848):

Facilitation of the Effects of Reference Rate Reform on Financial Reporting provided temporary optional guidance to ease the potential accounting burden associated with the transition away from reference rates (such as the London Interbank Offered Rate).

ASU 2022-06 was effective upon issuance.

The Company adopted this guidance upon issuance with no impact to the Company's consolidated financial statements and disclosures.

In March 2023, the FASB issued ASU 2023-01, Leases (Topic 842) - Common Control Agreements.

The amendments in this update that apply to public business entities clarify the accounting for leasehold improvements associated with common control leases.

The new standard will become effective for the Company beginning in fiscal year 2025.

The Company is currently evaluating the impact of this standard on its consolidated financial statements and disclosures.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 2 —

25 unchanged sentences

Patents, orbital slots and other licenses, net

Investment in unconsolidated affiliate

Accrued and other liabilities:

4 unchanged sentences

Operating lease liabilities

Income taxes payable

Other liabilities:

16 unchanged sentences

The inputs are unobservable in the market and significant to the instrument’s valuation.

The Company had $ 5.0 million in cash equivalents (Level 1) and no liabilities measured at fair value on a recurring basis as of both March 31, 2022 and March 31, 2021.

The Company had $ 757.6 million and $ 5.0 million in cash equivalents (Level 1) as of March 31, 2023 and March 31, 2022, respectively, and no liabilities as of both March 31, 2023 and March 31, 2022, measured at fair value on a recurring basis.

The following section describes the valuation methodologies the Company uses to measure financial instruments at fair value:

Cash equivalents —

The Company’s cash equivalents consist of money market funds.

The Company’s cash equivalents consist of money market funds, with a significant portion held in U.S.

government-backed qualified money-market securities.

Money market funds are valued using quoted prices for identical assets in an active market with sufficient volume and frequency of transactions (Level 1).

5 unchanged sentences

Each reporting period, the Company estimates the fair value of the contingent consideration based on unobservable inputs and probability weightings using standard valuation techniques (Level 3).

The fair value amount is currently recorded in other assets on the consolidated balance sheets and any change to fair value is recorded in the Company’s consolidated statements of operations each reporting period.

As of and for the fiscal year ended March 31, 2022, the Company’s fair value estimate, and change in fair value of the contingent consideration since the acquisition date, were immaterial.

The fair value amount is currently recorded in other current assets within the prepaid expenses and other current assets caption on the Company's consolidated balance sheets and any change to fair value is recorded in the Company’s consolidated statements of operations each reporting period.

As of and for the fiscal years ended March 31, 2023 and 2022, the Company’s fair value estimate, and change in fair value of the contingent consideration were immaterial.

Long-term debt —

7 unchanged sentences

Satellite performance incentive obligations —

The Company’s contracts with satellite manufacturers require the Company to make monthly in-orbit satellite performance incentive payments with respect to certain satellites in service, including interest, through fiscal year 2028 , subject to the continued satisfactory performance of the applicable satellites.

The Company’s contracts with satellite manufacturers require the Company to make monthly in-orbit satellite performance incentive payments with respect to certain satellites in commercial service, including interest, through fiscal year 2028 , subject to the continued satisfactory performance of the applicable satellites.

The Company records the net present value of these expected future payments as a liability and as a component of the cost of the satellites.

1 unchanged sentence

The fair value of the Company’s outstanding satellite performance incentive obligations is estimated to approximate their carrying value based on current rates (Level 2).

As of March 31, 2022 and 2021 , the Company’s estimated satellite performance incentive obligations relating to certain satellites in service, including accrued interest, were $ 23.7 million and $ 27.1 million, respectively.

As of March 31, 2023 and 2022 , the Company’s estimated satellite performance incentive obligations relating to certain satellites in commercial service, including accrued interest, were $ 20.0 million and $ 23.7 million, respectively.

Note 4 —

Discontinued Operations

On October 1, 2022, the Company entered into an Asset Purchase Agreement to sell the Link-16 TDL Business in its government systems segment to L3Harris in exchange for approximately $ 1.96 billion in cash, subject to adjustments.

In accordance with ASC 205-20, the Company determined that the Link-16 TDL Business met held-for sale and discontinued operations accounting criteria at the end of the second quarter of fiscal year 2023.

Accordingly, the Company classified the results of the Link-16 TDL Business as discontinued operations in its consolidated statements of operations for all periods presented.

On January 3, 2023, the Company completed the Link-16 TDL Sale, and as a result the fourth quarter of fiscal year 2023 included the impact of the gain of approximately $ 1.66 billion (net of costs to sell of $ 40.8 million) within net income (loss) from discontinued operations, net of tax on the consolidated statements of operations and comprehensive income (loss) for fiscal year 2023.

The Link-16 TDL Sale substantially reduced both debt and net leverage, and allows closer alignment in investment synergies between the Company's government systems segment and its other business segments.

In connection with the closing of the Link-16 TDL Sale on January 3, 2023, the Company and L3Harris entered into certain ancillary commercial agreements, including certain license agreements for the cross-licensing by each party of certain intellectual property rights relating to the Link-16 TDL Business and the Company’s retained businesses, a supply agreement with respect to the supply of certain Link-16 and related products following the closing, and certain services agreements for the provision of engineering and support services for the transition of the Link-16 TDL Business following the closing, in each case subject to the terms and conditions set forth therein.

The impact of these agreements on the Company's consolidated financial statements was not significant.

The following table presents key components of assets and liabilities that were classified as discontinued operations on the consolidated balance sheet as of March 31, 2022:

March 31, 2022

Accounts receivable, net

Prepaid expenses and other current assets

Property, equipment, and satellites, net

Operating lease right-of-use assets

Total assets of discontinued operations

Accounts payable

Accrued and other liabilities

Non-current operating lease liabilities

Other liabilities

Total liabilities of discontinued operations

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The operating results of the discontinued operations only reflect revenues and expenses that are directly attributable to the Link-16 TDL Business that will be eliminated from continuing operations.

The following table presents key components of “Net income (loss) from discontinued operations, net of tax”

for the fiscal years ended March 31, 2023, 2022 and 2021:

Fiscal Years Ended

March 31, 2023

March 31, 2022

March 31, 2021

(In thousands)

Operating expenses:

Cost of revenues

Other operating expenses

Net income (loss) from discontinued operations before income taxes

Gain on disposal of discontinued operations before income taxes, net of costs to sell

(Provision for) benefit from income taxes

Net income (loss) from discontinued operations, net of tax

The cash flows related to discontinued operations have not been segregated and are included in the consolidated statements of cash flows.

The following table presents key cash flow and non-cash information related to discontinued operations for the fiscal years ended March 31, 2023, 2022 and 2021:

Fiscal Years Ended

March 31, 2023

March 31, 2022

March 31, 2021

(In thousands)

Amortization of intangible assets

Capital expenditures

Note 5 —

Inmarsat Transaction

On November 8, 2021, the Company entered into a Share Purchase Agreement to combine with Connect Topco Limited, a private company limited by shares and incorporated in Guernsey (Inmarsat), with the shareholders of Inmarsat and certain management and employees who hold options and shares of a subsidiary of Inmarsat whose options and shares will be exchanged for shares of Inmarsat prior to closing (collectively, the Sellers).

Pursuant to the Share Purchase Agreement, the Company will purchase all of the issued and outstanding shares of Inmarsat from the Sellers upon the terms and subject to the conditions set forth therein (the Inmarsat Transaction).

The total consideration payable by the Company under the Share Purchase Agreement consists of $ 850.0 million in cash, subject to adjustments (including a reduction of $ 299.3 million as a result of the dividend paid by Inmarsat in April 2022), and approximately 46.36 million unregistered shares of the Company’s common stock.

The Company's stockholders approved the issuance of shares in the transaction and an amendment to the Company’s certificate of incorporation to increase the number of shares of common stock authorized for issuance at a special meeting held on June 21, 2022.

The closing of the Inmarsat Transaction is subject to customary closing conditions, including receipt of regulatory approvals and clearances.

The Share Purchase Agreement contains certain termination rights for both the Company and certain of the Sellers and further provides that, upon termination of the Share Purchase Agreement under certain circumstances, the Company may be obligated to pay a termination fee of up to $ 200.0 million or to reimburse certain out-of-pocket expenses of certain Sellers up to $ 40.0 million.

The Company has obtained financing commitments for an additional $ 1.6 billion of new debt facilities in connection with the Inmarsat Transaction (which may be secured and/or unsecured).

The Company also plans to assume $ 2.1 billion in principal amount of Inmarsat senior secured bonds and the outstanding indebtedness under Inmarsat’s $ 2.4 billion senior secured credit facilities.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Euro Broadband Infrastructure Sàrl

On April 30, 2021, the Company acquired the remaining 51 % interest in EBI, a broadband services provider, from Eutelsat.

By completing the acquisition, the Company gained 100 % ownership and control of EBI and the KA-SAT satellite over EMEA and related ground infrastructure.

Goodwill recognized in the transaction was recorded within the Company's satellite services segment.

The goodwill recognized was not deductible for U.S.

and foreign income tax purposes.

Prior to the acquisition date, the Company owned a 49 % interest in EBI and accounted for the investment using the equity method of accounting.

The acquisition of the remaining equity interest in EBI was accounted for as a step acquisition in accordance with ASC 805.

Accordingly, the Company allocated the purchase price of the acquired company to the net tangible assets and intangible assets acquired based upon their estimated fair values.

The Company remeasured the previously held equity method investment to its fair value based upon a valuation of the acquired business, as of the date of acquisition.

The Company considered multiple factors in determining the fair value of the previously held equity method investment, including, (i) the price negotiated with the selling shareholder for the remaining 51 % interest in EBI and (ii) an income valuation model (discounted cash flow).

As a result of the equity method investment remeasurement, recognition of previously unrecognized foreign currency gain and settlement of insignificant preexisting relationships, the Company recognized an insignificant total net gain included in other income, net, in the consolidated statements of operations and comprehensive income (loss) in the first quarter of fiscal year 2022.

The purchase price of $ 327.4 million was primarily comprised of $ 167.0 million of cash, net of what is currently estimated to be an immaterial amount of estimated purchase price consideration to be settled among the parties over the 24 months ( up to plus or minus €

20.0 million , or approximately $ 21.6 million, see Note 3 —

Fair Value Measurements for more information) from the closing date (which after consideration of approximately $ 121.7 million of EBI’s cash on hand, resulted in a net cash outlay of approximately $ 51.0 million) and the fair value of previously held equity method investment of approximately $ 160.4 million.

The purchase price allocation of the acquired assets and assumed liabilities based on the estimated fair values as of April 30, 2021, slightly adjusted since the close of the acquisition, primarily between goodwill, identifiable intangible assets and property, equipment and satellites, is as follows:

(In thousands)

Current assets

Property, equipment and satellites

Identifiable intangible assets

Total assets acquired

Total liabilities assumed

Total consideration transferred

Amounts assigned to identifiable intangible assets are being amortized on a straight-line basis over their determined useful lives (which approximates the economic pattern of benefit) and are as follows as of April 30, 2021:

Average Useful Life

(In thousands)

Customer relationships

Total identifiable intangible assets

At the closing of the acquisition, EBI became a wholly owned subsidiary of the Company and EBI’s operations have been included in the Company’s consolidated financial statements in the Company’s satellite services segment (with an insignificant amount included in the Company's commercial networks segment) commencing on the acquisition date.

As EBI’s results of operations are not material to the Company’s consolidated results of operations, pro forma results of operations for this acquisition have not been presented.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

On April 30, 2021, the Company completed the acquisition of all outstanding shares of RigNet, a publicly held leading provider of ultra-secure, intelligent networking solutions and specialized applications.

Goodwill recognized in the transaction was recorded within the Company's satellite services segment.

The goodwill recognized was not deductible for U.S.

and foreign income tax purposes.

The consideration transferred of approximately $ 317.9 million was primarily comprised of $ 207.2 million of the fair value of approximately 4.0 million shares of the Company’s common stock issued at the closing date, $ 107.3 million related to the pay down of outstanding borrowings of RigNet’s revolving credit facility, a de minimis amount in cash consideration in respect of fractional shares to the former shareholders of RigNet and an insignificant amount of other consideration.

In connection with the RigNet acquisition, the Company recorded zero and approximately $ 7.2 million of merger-related transaction costs for the fiscal years ended March 31, 2023 and March 31, 2022, respectively, included in selling, general and administrative expenses.

The purchase price allocation of the acquired assets and assumed liabilities based on the estimated fair values as of April 30, 2021 is as follows:

(In thousands)

Current assets

Property, equipment and satellites

Identifiable intangible assets

Total assets acquired

Current liabilities

Other long-term liabilities

Total liabilities assumed

Total consideration transferred

Average Useful Life

(In thousands)

Customer relationships

Total identifiable intangible assets

Management determined the fair value of acquired customer relationships intangible asset by applying the multi-period excess earnings method, which involved the use of significant estimates and assumptions related to forecasted revenue growth rate, gross margin, contributory asset charges, customer attrition rate and discount rate.

In connection with the acquisition, the Company assumed a contingent liability associated with a RigNet predecessor subsidiary of approximately $ 13.8 million, which represented the maximum amount payable under the terms of the agreement.

As of March 31, 2023 , no amount remains payable as the maximum amount payable was paid during the first and second quarters of fiscal year 2022.

The consolidated financial statements include the operating results of RigNet from the date of acquisition.

Since the acquisition date on April 30, 2021, the Company recorded approximately $ 180.2 million in revenue for the fiscal year ended March 31, 2022, and $ 31.2 million of net losses for the fiscal year ended March 31, 2022, with respect to the RigNet business primarily in the Company’s satellite services segment (with a portion included in its commercial networks segment) in the consolidated statements of operations.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Unaudited Pro Forma Financial Information

The unaudited financial information in the table below summarizes the combined results of operations for the Company and RigNet on a pro forma basis, as though the companies had been combined as of the beginning of fiscal year 2021, April 1, 2020.

The pro forma information is presented for informational purposes only and may not be indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the related fiscal periods.

The pro forma financial information for the fiscal years ended March 31, 2022 and 2021 includes the business combination accounting effects primarily related to the amortization and depreciation changes from acquired intangible and tangible assets, acquisition-related transaction costs and related tax effects.

Fiscal Years Ended

March 31, 2022

March 31, 2021

(In thousands)

Total revenues

Net income (loss) attributable to Viasat, Inc.

Note 6 —

Goodwill and Acquired Intangible Assets

During fiscal year 2023 , the decrease in the Company’s goodwill relating to its continuing operations primarily related to the derecognition of an insignificant amount (approximately $ 8.5 million) of goodwill during the fourth quarter of fiscal year 2023 in our government systems segment that was previously not classified as held for sale.

See Note 4 —

Discontinued Operations —

for more information on discontinued operations.

Additionally, the Company recorded an insignificant decrease of goodwill related to foreign currency translation effects across all three segments.

During fiscal year 2022 , the increase in the Company’s goodwill primarily related to the acquisitions of the remaining 51 % interest in EBI and of RigNet on April 30, 2021 (see Note 5 —

Acquisitions for more information), partially offset by foreign currency translation effects recorded within all three of the Company’s segments.

During fiscal year 2021, the increase in the Company’s goodwill related to the insignificant amount of the effects of foreign currency translation recorded within all three of the Company’s segments.

Other acquired intangible assets are amortized using the straight-line method over their estimated useful lives of two to 20 years (which approximates the economic pattern of benefit).

15 unchanged sentences

Total other acquired intangible assets

In fiscal years 2022 and 2021, the gross amount and accumulated amortization for acquired identifiable intangible assets were reduced by the retirement of fully amortized assets that were no longer in use.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

In fiscal years 2023 and 2022, the gross amount and accumulated amortization for acquired identifiable intangible assets were reduced by the retirement of fully amortized assets that were no longer in use.

Note 7 —

2 unchanged sentences

The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

The Company recognized right-of-use assets and lease liabilities for such leases in connection with its adoption of ASC 842 as of April 1, 2019 (see Note 1 —

The Company and a Summary of Its Significant Accounting Policies —

Leases for more information).

The Company reports operating lease right-of-use assets in operating lease right-of-use assets and the current and non-current portions of its operating lease liabilities in accrued and other liabilities and non-current operating lease liabilities, respectively.

The Company’s finance leases consist primarily of satellite lifetime Ka-band capacity leases and have remaining terms from less than one year to four years .

In accordance with ASC 842, the Company reports operating lease right-of-use assets in operating lease right-of-use assets and the current and non-current portions of its operating lease liabilities in accrued and other liabilities and non-current operating lease liabilities, respectively.

The Company’s finance leases consist primarily of satellite lifetime Ka-band capacity leases and have remaining terms from less than one year to three years .

The Company reports assets obtained under finance leases in property, equipment and satellites, net and the current and non-current portions of its finance lease liabilities in current portion of long-term debt and other long-term debt, respectively.

During the fourth quarter of fiscal year 2023, after the completion of the Link-16 TDL Sale, the Company reduced its real estate footprint as part of cost-reduction measures taken in order to right-size the Company’s remaining businesses.

As a result, the Company recorded an impairment of right-of-use assets of $ 19.1 million and an impairment of leasehold improvements and furniture and fixtures of an insignificant amount, taking into consideration the current and anticipated future market conditions for sublease income in the markets the leases are located, recorded in the consolidated statements of operations in selling, general and administrative expenses spread across each of the Company's segments.

The components of the Company's lease costs, weighted average lease terms and discount rates are presented in the tables below:

45 unchanged sentences

Total future lease payments required

As of March 31, 2022 , the Company had $ 55.5 million of additional lease commitments that will commence in fiscal year 2023 with lease terms of five to sixteen years .

As of March 31, 2023 , the Company had $ 56.1 million of additional lease commitments with lease terms of three to sixteen years .

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

17 unchanged sentences

Term Loan Facility

On March 4, 2022, the Company entered into a $ 700.0 million Term Loan Facility, which was fully drawn at closing and matures on March 4, 2029 .

The Company received $ 686.0 million in proceeds, net of issue discount, from the borrowings under the Term Loan Facility.

The Company used a portion of the net proceeds to repay all outstanding borrowings under the Revolving Credit Facility.

In March 2022, the Company entered into a $ 700.0 million Term Loan Facility, which was fully drawn at closing and matures on March 4, 2029 .

At March 31, 2023, the Company had $ 694.8 million in principal amount of outstanding borrowings under the Term Loan Facility.

Borrowings under the Term Loan Facility are required to be repaid in quarterly installments of $ 1.75 million each, which commence on September 30, 2022 , followed by a final installment of $ 654.5 million at maturity.

Borrowings under the Term Loan Facility are required to be repaid in quarterly installments of $ 1.75 million each, which commenced on September 30, 2022 , followed by a final installment of $ 654.5 million at maturity.

Borrowings under the Term Loan Facility bear interest, at the Company’s option, at either (1) a base rate equal to the greater of the administrative agent’s prime rate as announced from time to time, the federal funds effective rate plus 0.50%, and the forward-looking SOFR term rate administered by CME for a one-month interest period plus 1.00%, subject to a floor of 1.50% for the initial term loans, plus an applicable margin of 3.50%, or (2) the forward-looking SOFR term rate administered by CME for the applicable interest period, subject to a floor of 0.50% for the initial term loans, plus an applicable margin of 4.50%.

3 unchanged sentences

The Term Loan Facility contains covenants that restrict, among other things, the ability of Company and its restricted subsidiaries to incur additional debt, grant liens, sell assets, make investments, pay dividends and make certain other restricted payments.

The Company was in compliance with its financial covenants under the Term Loan Facility as of March 31, 2023.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

4 unchanged sentences

As of March 31, 2023 , the Revolving Credit Facility provided a $ 700.0 million revolving line of credit (including up to $ 150.0 million of letters of credit), with a maturity date of January 18, 2024 .

At March 31, 2022, the Company had no outstanding borrowings under the Revolving Credit Facility and $ 63.0 million outstanding under standby letters of credit, leaving borrowing availability under the Revolving Credit Facility as of March 31, 2022 of $ 637.0 million.

At March 31, 2023, the Company had no outstanding borrowings under the Revolving Credit Facility and $ 42.6 million outstanding under standby letters of credit under the Revolving Credit Facility, leaving borrowing availability under the Revolving Credit Facility as of March 31, 2023 of $ 657.4 million.

Borrowings under the Revolving Credit Facility bear interest, at the Company’s option, at either (1) the highest of the Federal Funds rate plus 0.50%, the Eurodollar rate plus 1.00%, or the administrative agent’s prime rate as announced from time to time, or (2) the Eurodollar rate, plus, in the case of each of (1) and (2), an applicable margin that is based on the Company’s total leverage ratio.

5 unchanged sentences

The Company was in compliance with its financial covenants under the Revolving Credit Facility as of March 31, 2023 .

In November 2021, the Company amended the Revolving Credit Facility to, among other matters, permit the consummation of the Inmarsat Transaction and provide additional covenant flexibility following the completion of the Inmarsat Transaction.

These amendments will become effective at and are conditional upon the closing of the Inmarsat Transaction.

In March 2022, the Company further amended the Revolving Credit Facility to provide additional covenant flexibility and permit the incurrence of the Term Loan Facility.

Ex-Im Credit Facility

5 unchanged sentences

Borrowings under the Ex-Im Credit Facility are required to be repaid in 16 semi-annual principal installments, which commenced on April 15, 2018 , with a maturity date of October 15, 2025 .

Pursuant to the terms of the Ex-Im Credit Facility, certain insurance proceeds related to the ViaSat-2 satellite must be used to pay down outstanding borrowings under the Ex-Im Credit Facility upon receipt.

The Ex-Im Credit Facility is guaranteed by Viasat and is secured by first-priority liens on the ViaSat-2 satellite and related assets, as well as a pledge of the capital stock of the borrower under the facility.

The Ex-Im Credit Facility contains financial covenants regarding Viasat’s maximum total leverage ratio and minimum interest coverage ratio.

In addition, the Ex-Im Credit Facility contains covenants that restrict, among other things, the Company’s ability to sell assets, make investments and acquisitions, make capital expenditures, grant liens, pay dividends

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

and make certain other restricted payments.

The Company was in compliance with its financial covenants under the Ex-Im Credit Facility as of March 31, 2023.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Borrowings under the Ex-Im Credit Facility are recorded as current portion of long-term debt and as other long-term debt, net of unamortized discount and debt issuance costs, in the Company’s consolidated financial statements.

The discount of $ 42.3 million (consisting of the initial $ 6.0 million pre-exposure fee, $ 35.3 million of completion exposure fees, and other customary fees) and deferred financing cost associated with the issuance of the borrowings under the Ex-Im Credit Facility are amortized to interest expense on an effective interest rate basis over the weighted average term of the Ex-Im Credit Facility and in accordance with the related payment obligations.

In August 2022, the Company amended the Ex-Im Credit Facility to provide additional covenant flexibility.

Certain of the amendments will become effective at and are conditional upon the closing of the Inmarsat Transaction.

Senior Notes due 2028

49 unchanged sentences

and consolidate or merge with, or sell substantially all of their assets to, another person.

The 2027 Notes may be redeemed, in whole or in part, at any time during the 12 months beginning on April 15, 2022 at a redemption price of 102.813 % , during the 12 months beginning on April 15, 2023 at a redemption price of 101.406 % , and at any time on or after April 15, 2024 at a redemption price of 100 %, in each case plus accrued and unpaid interest, if any, thereon to the redemption date.

The 2027 Notes may be redeemed, in whole or in part, at any time during the 12 months beginning on April 15, 2023 at a redemption price of 101.406 % and at any time on or after April 15, 2024 at a redemption price of 100 %, in each case plus accrued and unpaid interest, if any, thereon to the redemption date.

In the event a change of control triggering event occurs (as defined in the indenture governing the 2027 Notes), each holder will have the right to require the Company to repurchase all or any part of such holder’s 2027 Notes at a purchase price in cash equal to 101 % of the aggregate principal amount of the 2027 Notes repurchased, plus accrued and unpaid interest, if any, to the date of purchase (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date).

21 unchanged sentences

and consolidate or merge with, or sell substantially all of their assets to, another person.

The 2025 Notes may be redeemed, in whole or in part, at any time prior to September 15, 2022 at a redemption price of 101.406 % , and at any time thereafter at a redemption price of 100 %, in each case plus accrued and unpaid interest, if any, thereon to the redemption date.

The 2025 Notes may be redeemed, in whole or in part, at any time at a redemption price of 100 % , plus accrued and unpaid interest, if any, thereon to the redemption date.

In the event a change of control triggering event occurs (as defined in the indenture governing the 2025 Notes), each holder will have the right to require the Company to repurchase all or any part of such holder’s 2025 Notes at a purchase price in cash equal to 101 % of the aggregate principal amount of the 2025 Notes repurchased, plus accrued and unpaid interest, if any, to the date of purchase (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date).

71 unchanged sentences

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The total intrinsic value of stock options exercised during fiscal years 2022, 2021 and 2020 was an insignificant amount, zero and $ 7.9 million, respectively.

The total intrinsic value of stock options exercised during fiscal years 2023, 2022 and 2021 was zero , an insignificant amount and zero , respectively.

All options issued under the Company’s Equity Participation Plan have an exercise price equal to the fair market value of the Company’s stock on the date of the grant.

The Company recorded no excess tax benefits during fiscal years 2022 and 2021 and an insignificant amount of excess tax benefit during fiscal year 2020 related to stock option exercises.

The Company recorded no excess tax benefits during fiscal years 2023, 2022 and 2021.

A summary of TSR performance stock option activity for fiscal year 2023 is presented below:

27 unchanged sentences

Note 10 —

Shares Used In Computing Diluted Net (Loss) Income Per Share

Fiscal Years Ended

March 31, 2022

March 31, 2021

March 31, 2020

(In thousands)

Weighted average:

Common shares outstanding used in calculating basic

net (loss) income per share attributable to Viasat,

common stockholders

Restricted stock units to acquire common stock as

determined by application of the treasury stock

Potentially issuable shares in connection with certain

terms of the Viasat 401(k) Profit Sharing Plan and

Employee Stock Purchase Plan

Shares used in computing diluted net (loss) income per

share attributable to Viasat, Inc.

Shares Used In Computing Diluted Net Income (Loss) Per Share

The weighted average number of shares used to calculate basic and diluted net loss per share attributable to Viasat, Inc.

common stockholders is the same for the fiscal years ended March 31, 2022 and 2020, as the Company incurred a net loss attributable to Viasat, Inc.

common stockholders for such periods and inclusion of potentially dilutive weighted average shares of common stock would be antidilutive.

common stockholders is the same for the fiscal years ended March 31, 2023, 2022 and 2021, as the Company incurred a net loss from continuing operations (excluding income (loss) from continuing operations attributable to the noncontrolling interest) for such periods and inclusion of potentially dilutive weighted average shares of common stock would be antidilutive.

Potentially dilutive weighted average shares excluded from the calculation for fiscal years 2023, 2022 and 2021, respectively, consisted of 483,499 , 848,791 and 1,119,819 shares related to stock options (other than TSR performance stock options), 480,325 , 264,645 and 475,371 shares related to TSR performance stock options, 2,477,067 , 2,150,449 and 2,375,072 shares related to restricted stock units, and 699,680 , 417,308 and 405,632 shares related to certain terms of the Viasat 401(k) Profit Sharing Plan and Employee Stock Purchase Plan.

Antidilutive shares excluded from the calculation for the fiscal year ended March 31, 2021 consisted of 1,119,819 shares related to stock options (other than TSR performance stock options), 475,371 shares related to TSR performance stock options and 2,205,085 shares related to restricted stock units.

Note 11 —

The components of (loss) income before income taxes by jurisdiction are as follows:

The components of income (loss) before income taxes by jurisdiction are as follows:

Fiscal Years Ended

1 unchanged sentence

United States

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The benefit from (provision for) income taxes includes the following:

4 unchanged sentences

Total benefit from (provision for) income taxes

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Significant components of the Company’s net deferred tax assets are as follows:

3 unchanged sentences

Tax credit carryforwards

Capitalized research and development costs

Operating lease liabilities

7 unchanged sentences

Total deferred tax liabilities

Net deferred tax assets

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

A reconciliation of the benefit from (provision for) income taxes to the amount computed by applying the statutory federal income tax rate to (loss) income before income taxes is as follows:

Net deferred tax assets (liabilities)

A reconciliation of the benefit from (provision for) income taxes to the amount computed by applying the statutory federal income tax rate to income (loss) before income taxes is as follows:

Fiscal Years Ended

3 unchanged sentences

Tax credits, net of valuation allowance

Valuation allowance on California R&D tax credits

Non-deductible compensation

3 unchanged sentences

Change in state effective tax rate

Base Erosion and Anti-Abuse Tax (BEAT)

Foreign effective tax rate differential, net of

2 unchanged sentences

Change to indefinite reinvestment assertion (EBI)

Change in federal tax rate due to 2020 CARES

Total benefit from (provision for) income taxes

As of March 31, 2023 , the Company had federal and state research & development (R&D) tax credit carryforwards of $ 79.9 million and $ 185.1 million, respectively, which begin to expire in fiscal year 2040 and fiscal year 2025 , respectively.

As of March 31, 2022 , the Company had federal and state net operating loss carryforwards of $ 854.7 million and $ 546.5 million, respectively, both of which begin to expire in fiscal year 2023 .

As of March 31, 2023 , the Company had federal and state net operating loss carryforwards of $ 118.1 million and $ 188.2 million, respectively, which begin to expire in fiscal year 2029 and fiscal year 2024 , respectively.

Beginning in fiscal year 2023, for federal income tax purposes, the Company is required to capitalize and amortize domestic research and development expenditures over five years and foreign research and development expenditures over 15 years under the Tax Cuts and Jobs Act of 2017, which delays the deductibility of these expenditures.

Although Congress may consider legislation that would defer capitalization and amortization requirements to later years, the Company has no assurance that the requirement will be repealed or otherwise modified.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

In accordance with the authoritative guidance for income taxes (ASC 740), net deferred tax assets are reduced by a valuation allowance if, based on all the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

2 unchanged sentences

A valuation allowance of $ 150.0 million at March 31, 2023 and $ 78.1 million at March 31, 2022 has been established relating to state and foreign net operating loss carryforwards, state R&D tax credit carryforwards, and foreign tax credit carryforwards that, based on management’s estimate of future taxable income attributable to such jurisdictions and generation of additional research credits, are considered more likely than not to expire unused.

In evaluating the Company's ability to realize the deferred tax asset for California R&D tax credits, the Company considered all available positive and negative evidence, including operating results and forecasted ranges of future taxable income, and determined it is more likely than not that a majority of its California R&D tax credits will not be realized due to reduced taxable income apportioned to California in connection with the Link-16 TDL Sale.

As a result, during the second quarter of fiscal year 2023, the Company recorded a valuation allowance of $ 69.0 million.

The Company will continue to monitor its business strategies, weighing positive and negative evidence in assessing its realization of this asset in the future.

In the event there is a need to release the valuation allowance, a tax benefit will be recorded.

The following table summarizes the activity related to the Company’s unrecognized tax benefits:

6 unchanged sentences

The Company’s policy is to recognize interest expense and penalties related to income tax matters as a component of income tax expense.

As of March 31, 2022, the Company has accrued interest and penalties of approximately $ 2.0 million.

The Company recognized a tax benefit of $ 1.2 million for reductions of interest and penalties in income tax expense for the year ended March 31, 2022.

No interest or penalties were accrued as of March 31, 2021.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

As of March 31, 2023 and 2022, the Company has accrued interest and penalties of an insignificant amount and approximately $ 2.0 million, respectively.

The Company recognized a tax benefit of $ 1.1 million and $ 1.2 million for reductions of interest and penalties in income tax expense for the fiscal years ended March 31, 2023 and 2022, respectively.

In the next 12 months it is reasonably possible that the amount of unrecognized tax benefits will not change significantly.

5 unchanged sentences

The Company believes that it has appropriate support for the income tax positions taken on its tax returns and its accruals for tax liabilities are adequate for all open years based on an assessment of many factors, including past experience and interpretations.

Note 10 —

Equity Method Investments and Related-Party Transactions

Euro Broadband Infrastructure Sàrl

In March 2017, the Company acquired a 49 % interest in EBI for $ 139.5 million as part of the consummation of the Company’s strategic partnering arrangement with Eutelsat.

On April 30, 2021, EBI became a consolidated subsidiary when the Company purchased the remaining 51 % interest in EBI from Eutelsat (see Note 16 —

Acquisitions —

EBI for more information).

Prior to the purchase of the remaining 51 % interest on April 30, 2021, the Company’s investment in EBI was accounted for under the equity method and the total investment, including basis difference allocated to tangible assets, identifiable intangible assets, deferred income taxes and goodwill, was classified as a single line item, as an investment in unconsolidated affiliate, in the Company’s consolidated balance sheets.

Because the underlying net assets in EBI and the related excess carrying value of investment over the proportionate share of net assets was denominated in Euros, foreign currency translation gains or losses impacted the recorded value of the Company’s investment.

Prior to the purchase, the Company’s investment in EBI was presented at cost of investment plus its accumulated proportional share of income or loss, including amortization of the difference in the historical basis of the Company’s contribution, less any distributions it has received.

The difference between the Company’s carrying value of its investment in EBI and its proportionate share of the net assets of EBI as of March 31, 2021 is summarized as follows:

As of March 31, 2021

(In thousands)

Carrying value of investment in EBI

proportionate share of net assets of EBI

Excess carrying value of investment over

proportionate share of net assets

The excess carrying value has been primarily assigned

Identifiable intangible assets

Tangible assets

Deferred income taxes

As of March 31, 2021, the identifiable intangible assets had useful lives of up to 11 years and a weighted average useful life of approximately ten years , and tangible assets had useful lives of up to 11 years and a weighted average useful life of approximately 11 years.

Goodwill is not deductible for tax purposes.

The Company’s share of earnings or losses on its investment in EBI was an insignificant amount of loss for the fiscal year ended March 31, 2022, and an insignificant amount of earnings and $ 4.5 million of earnings for the fiscal years ended March 31, 2021 and 2020 , respectively, consisting of the Company’s share of equity in EBI’s income (loss), including amortization of the difference in the historical basis of the Company’s contribution.

Prior to the purchase of the remaining 51 % interest on April 30, 2021, the Company recorded its proportionate share of the results of EBI, and any related basis difference amortization expense, within equity in income of unconsolidated affiliate, net, one quarter in

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Subsequent to April 30, 2021, the results of EBI have been included within the consolidated results of the Company and will no longer be recorded in arrears with no material impact.

Since acquiring its initial interest in EBI through the purchase date, the Company recorded $ 10.4 million in retained earnings of undistributed cumulative earnings in equity interests, net of tax, as of April 30, 2021.

Related-party transactions

Transactions with the equity method investee are considered related-party transactions.

In the first quarter of fiscal year 2022, the Company acquired the remaining 51 % interest in its former equity method investee, EBI.

Refer to Note 16 —

Acquisitions —

EBI for further information.

The following tables set forth the material related-party transactions entered into between EBI and its subsidiaries, on the one hand, and the Company and its subsidiaries, on the other hand, in the ordinary course of business for the time periods presented:

Fiscal Years Ended

(In thousands)

Revenue –

Expense –

Cash received –

Cash paid –

March 31, 2021

(In thousands)

Collections in excess of revenues and deferred

revenues –

Note 12 —

6 unchanged sentences

Discretionary contributions accrued by the Company as of March 31, 2023 and 2022 amounted to $ 32.5 million and $ 27.9 million, respectively.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 13 —

3 unchanged sentences

(In thousands)

The Company’s contracts with satellite manufacturers require the Company to make monthly in-orbit satellite performance incentive payments with respect to certain satellites in service, including interest, through fiscal year 2028, subject to the continued satisfactory performance of the applicable satellite.

The Company’s contracts with satellite manufacturers require the Company to make monthly in-orbit satellite performance incentive payments with respect to certain satellites in commercial service, including interest, through fiscal year 2028, subject to the continued satisfactory performance of the applicable satellites.

The Company records the net present value of these expected future payments as a liability and as a component of the cost of the satellites.

As of March 31, 2023 , the Company’s estimated satellite performance incentive obligations and accrued interest for the applicable satellites were approximately $ 20.0 million, of which $ 5.3 million and $ 14.7 million have been classified as current in accrued liabilities and non-current in other liabilities, respectively.

Under these satellite construction contracts, the Company may incur up to $ 27.6 million in total costs for satellite performance incentive obligations and related interest earned with potential future minimum payments of $ 5.4 million, $ 5.3 million, $ 5.5 million, $ 5.8 million and $ 4.7 million in fiscal years 2023, 2024, 2025, 2026 and 2027, respectively, with an insignificant amount in commitments thereafter.

Under these satellite construction contracts, the Company may incur up to $ 22.6 million in total costs for satellite performance incentive obligations and related interest earned with potential future minimum payments of $ 5.7 million, $ 5.5 million, $ 5.8 million, $ 4.7 million and an insignificant amount in fiscal years 2024, 2025, 2026, 2027 and 2028 , respectively, with no commitments thereafter.

The Company has various other purchase commitments under satellite capacity agreements which are used to provide satellite networking services to its customers for future minimum payments of approximately $ 41.2 million, $ 5.8 million, $ 9.5 million, $ 14.3 million and $ 18.1 million in fiscal years 2024, 2025, 2026, 2027 and 2028 , respectively, and $ 32.9 million of further minimum payments thereafter.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 14 —

Contingencies

From time to time, the Company is involved in a variety of claims, suits, investigations and proceedings arising in the ordinary course of business, including government investigations and claims, and other claims and proceedings with respect to intellectual property, breach of contract, labor and employment, tax and other matters.

Periodically, the Company is involved in a variety of claims, suits, investigations and proceedings arising in the ordinary course of business, including government investigations and claims, and other claims and proceedings with respect to intellectual property, breach of contract, labor and employment, tax and other matters.

Such matters could result in fines;

3 unchanged sentences

Although claims, suits, investigations and proceedings are inherently uncertain and their results cannot be predicted with certainty, the Company believes that the resolution of its current pending matters will not have a material adverse effect on its business, financial condition, results of operations or liquidity.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company has contracts with various U.S.

7 unchanged sentences

Government agencies or if allegations of impropriety are made against it, the Company could suffer serious harm to its business or its reputation, including its ability to bid on new contracts or receive contract renewals and its competitive position in the bidding process.

The Company’s incurred cost audits by the DCAA has not been concluded for fiscal year 2021.

As of March 31, 2022, the DCAA had completed its incurred cost audit for fiscal years 2004, 2016, 2019 and, 2020 and approved the Company’s incurred costs for those fiscal years, as well as approved the Company’s incurred costs for fiscal years 2005 through 2015, 2017 and 2018 without further audit based on the determination of low risk.

As of March 31, 2023, the DCAA had completed its incurred cost audit for fiscal years 2004, 2016, 2019, 2020 and 2021.

The DCMA approved the Company’s incurred costs for those fiscal years with the exception of 2021, which is pending.

The DCMA also approved the Company’s incurred costs for fiscal years 2005 through 2015, 2017, 2018 and 2022 without further audit based on the determination of low risk.

2 unchanged sentences

This reserve is classified as either an element of accrued liabilities or as a reduction of unbilled accounts receivable based on the status of the related contracts.

Certain matters resolved during fiscal year 2023

On July 8, 2022, Cisco Systems, Inc.

(Cisco), which previously acquired Acacia Communications, Inc.

(Acacia), paid the Company approximately $ 62.2 million.

The payment fully satisfied the July 2019 judgment previously entered against Acacia related to Acacia's breach of contract and misuse of the Company's soft decision forward error correction technology.

During the second quarter of fiscal year 2023, the Company recorded $ 55.8 million as product revenues in the Company's commercial networks segment and $ 6.4 million as interest income with respect to such payment.

On May 8, 2023, subsequent to the fiscal year end, Cisco paid the Company an additional approximately $ 97.5 million pursuant to a judgment entered against Acacia on May 4, 2023.

The 2023 judgment obligates Acacia to make contractual royalty payments to the Company based on the quarterly sales of certain of its products.

Like the prior July 2019 judgment, the May 2023 judgment was entered against Acacia due to its breach of contract and continued use of the Company’s soft decision forward error correction technology.

The ultimate resolution of the matter is currently unknown;

Acacia has until July 10, 2023 to appeal the May 2023 judgment.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Note 15 —

18 unchanged sentences

Segment Information

The Company’s reporting segments, comprised of the satellite services, commercial networks and government systems segments, are primarily distinguished by the type of customer and the related contractual requirements.

The Company’s satellite services segment provides satellite-based broadband and related services to residential customers, Prepaid Internet hotspot users, enterprises, commercial airlines and other mobile broadband customers.

The Company’s commercial networks segment develops and offers advanced satellite and wireless broadband platforms, ground networking equipment, radio frequency and advanced microwave solutions, Application-Specific Integrated Circuit chip design, satellite payload development and space-to-earth connectivity systems, some of which are ultimately used by the Company’s satellite services segment.

The Company’s government systems segment provides global mobile broadband services to military and government users and develops and offers network-centric, internet protocol-based fixed and mobile secure communications products and solutions.

The more regulated government environment is subject to unique contractual requirements and possesses economic characteristics which differ from the satellite services and commercial

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

networks segments.

The Company’s reporting segments (satellite services, commercial networks and government systems) are primarily distinguished by the type of customer and the related contractual requirements.

The Company’s commercial networks segment develops and offers advanced satellite and wireless broadband platforms, ground networking equipment, radio frequency and advanced microwave solutions, ASIC chip design, satellite payload development and space-to-earth connectivity systems, some of which are ultimately used by the Company’s satellite services segment.

The Company’s government systems segment provides global mobile broadband services to military and government users and develops and offers network-centric, IP-based fixed and mobile secure communications products and solutions.

The Company’s segments are determined consistent with the way management currently organizes and evaluates financial information internally for making operating decisions and assessing performance.

As described in Note 1 —

The Company and a Summary of Its Significant Accounting Policies and Note 4 —

Discontinued Operations, on October 1, 2022, the Company entered into an Asset Purchase Agreement to sell certain assets and assign certain liabilities comprising the Link-16 TDL Business to L3Harris.

In accordance with ASC 205-20, the Company determined that the Link-16 TDL Business met held-for-sale and discontinued operations accounting criteria at the end of the second quarter of fiscal year 2023.

Accordingly, the segment information for the periods prior to the measurement date of a discontinued operation that is part of a reportable segment is required to be restated to reflect the discontinued operation classification.

Therefore, the discontinued operations have been excluded from segment results for all periods presented.

Further, as the discontinued operation is part of a reportable segment but not the entire reportable segment, the costs previously allocated to a discontinued operation have been reasonably allocated to the remaining operating segments.

Therefore, certain corporate and other indirect costs previously allocated to the Link-16 TDL Business have been allocated across all three segments for the periods presented.

On January 3, 2023, the Company completed the Link-16 TDL Sale.

See Note 4 —

Discontinued Operations for additional information.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Segment revenues and operating profits (losses) for the fiscal years ended March 31, 2023, 2022 and 2021 were as follows:

13 unchanged sentences

Government systems

Elimination of intersegment operating profits

Segment operating profit before corporate and

Elimination of intersegment operating profits (losses)

Segment operating profit (loss) before corporate and

amortization of acquired intangible assets

Amortization of acquired intangible assets

Income from operations

Income (loss) from operations

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

10 unchanged sentences

Corporate assets

Assets of discontinued operations

Other acquired intangible assets, net and goodwill included in segment assets as of March 31, 2023 and 2022 were as follows:

10 unchanged sentences

Government systems

Total amortization of acquired intangible assets

Total amortization of acquired intangible

Revenues by geographic area for the fiscal years ended March 31, 2023, 2022 and 2021 were as follows:

4 unchanged sentences

Total revenues

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company distinguishes revenues from external customers by geographic area based on customer location.

The net book value of long-lived assets located outside the United States was $ 262.4 million at March 31, 2023 and $ 145.2 million at March 31, 2022 .

Note 16 —

Inmarsat Transaction

On November 8, 2021, the Company entered into a Share Purchase Agreement to combine Viasat with Connect Topco Limited, a private company limited by shares and incorporated in Guernsey (Inmarsat), with the shareholders of Inmarsat and certain management and employees who hold options and shares of a subsidiary of Inmarsat whose options and shares will be exchanged for shares of Inmarsat prior to closing (collectively, the Sellers).

The closing of the Inmarsat Transaction is subject to customary closing conditions, including receipt of regulatory approvals and clearances, and approval by the stockholders of the Company of the issuance of shares in the transaction and an amendment to the Company’s certificate of incorporation to increase the number of shares of common stock authorized for issuance.

The Company has obtained financing commitments for an additional $ 1.6 billion of new debt facilities in connection with the Inmarsat Transaction (which may be secured and/or unsecured), which amount excludes the commitments that were obtained with respect to the $ 700.0 million Term Loan Facility that the Company entered into on March 4, 2022 to fund the Company’s standalone growth expenditures.

In light of the $ 299.3 million reduction in the cash purchase price payable in the Inmarsat Transaction, the Company currently expects to incur $ 1.3 billion of additional indebtedness under these commitments.

However, the total amount of indebtedness incurred under these commitments may change, including in the event that available cash from other sources is higher than expected.

The Company also plans to assume $ 2.1 billion in principal amount of Inmarsat senior secured bonds and the outstanding indebtedness under Inmarsat’s $ 2.4 billion senior secured credit facilities.

The Company had also obtained commitments of $ 3.2 billion to backstop certain amendments required under the Revolving Credit Facility and Ex-Im Credit Facility and Inmarsat’s $ 2.4 billion senior secured credit facilities, which amendments have been obtained under the Revolving Credit Facility and Inmarsat’s $ 2.4 billion senior secured credit facilities.

Euro Broadband Infrastructure Sàrl

On April 30, 2021, the Company acquired the remaining 51 % interest in EBI, a broadband services provider, from Eutelsat.

By completing the acquisition, the Company gained 100 % ownership and control of EBI and the KA-SAT satellite over EMEA and related ground infrastructure, which is expected to facilitate the diversification of the Company’s business portfolio in Europe, while establishing operations, distribution and sales of satellite-based broadband services, ahead of the anticipated ViaSat-3 (EMEA) satellite launch.

The benefits and additional opportunities of the acquisition were among the factors that contributed to a purchase price resulting in the recognition of goodwill, which was recorded within the Company’s satellite services segment.

The goodwill recognized is not deductible for U.S.

and foreign income tax purposes.

Prior to the acquisition date, the Company owned a 49 % interest in EBI and accounted for the investment using the equity method of accounting (see Note 10 —

Equity Method Investments and Related-Party Transactions for more information).

The acquisition of the remaining equity interest in EBI was accounted for as a step acquisition in accordance with the authoritative guidance for business combinations (ASC 805).

Accordingly, the Company allocated the purchase price of the acquired company to the net tangible assets and intangible assets acquired based upon their estimated fair values.

The Company remeasured the previously held equity method investment to its fair value based upon a valuation of the acquired business, as of the date of acquisition.

The Company considered multiple factors in determining the fair value of the previously held equity method investment, including, (i) the price negotiated with the selling shareholder for

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

the remaining 51 % interest in EBI and (ii) an income valuation model (discounted cash flow).

20.0 million , or approximately $ 22.3 million, see Note 3 —

(In thousands)

Current assets

Property, equipment and satellites

Identifiable intangible assets

Total assets acquired

Total liabilities assumed

Total consideration transferred

Average Useful Life

(In thousands)

Customer relationships

Total identifiable intangible assets

At the closing of the acquisition, EBI became a wholly owned subsidiary of the Company and EBI’s operations have been included in the Company’s consolidated financial statements in the Company’s satellite services segment (with an insignificant amount included in its commercial networks segment) commencing on the acquisition date.

As EBI’s results of operations are not material to the Company’s consolidated results of operations, pro forma results of operations for this acquisition have not been presented.

The acquisition of RigNet is beneficial to the Company as it enables the Company to expand into new and adjacent industries, including renewable energy, transportation, maritime, mining and other enterprise markets.

These benefits and additional opportunities were among the factors that contributed to a purchase price resulting in the recognition of goodwill, which was recorded within the Company’s satellite services segment.

The goodwill recognized is not deductible for U.S.

and foreign income tax purposes.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

consideration.

In connection with the RigNet acquisition, the Company recorded merger-related transaction costs of approximately $ 7.2 million, respectively, for the fiscal year ended March 31, 2022, included in selling, general and administrative expenses.

The purchase price allocation of the acquired assets and assumed liabilities based on the estimated fair values as of April 30, 2021 is as follows:

(In thousands)

Current assets

Property, equipment and satellites

Identifiable intangible assets

Total assets acquired

Current liabilities

Other long-term liabilities

Total liabilities assumed

Total consideration transferred

Average Useful Life

(In thousands)

Customer relationships

Total identifiable intangible assets

As of March 31, 2022 , no amount remains payable as the maximum amount payable was paid during the first and second quarters of fiscal year 2022.

The consolidated financial statements include the operating results of RigNet from the date of acquisition.

Since the acquisition date, the Company recorded approximately $ 180.2 million in revenue for the fiscal year ended March 31, 2022 , and $ 31.2 million of net losses for the fiscal year ended March 31, 2022, with respect to the RigNet business primarily in the Company’s satellite services segment (with a portion included in its commercial networks segment) in the consolidated statements of operations.

Unaudited Pro Forma Financial Information

The pro forma financial information for the fiscal years ended March 31, 2022 and 2021 include the

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

business combination accounting effects primarily related to the amortization and depreciation changes from acquired intangible and tangible assets, acquisition-related transaction costs and related tax effects.

Fiscal Years Ended

March 31, 2022

March 31, 2021

(In thousands)

Total revenues

Net (loss) income attributable to Viasat, Inc.

VALUATION AND QUALIFYING ACCOUNTS

6 unchanged sentences

Charged to costs and expenses

Charged to goodwill*

Balance, March 31, 2022

Charged to costs and expenses

Charged to goodwill*

Balance, March 31, 2023

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures