orbcomm8k110909.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
________________
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (date of earliest event reported): November 9, 2009
ORBCOMM
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
001-33118
|
41-2118289
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
2115
Linwood Avenue, Suite 100
Fort
Lee, New Jersey 07024
(Address
of principal executive offices) (Zip code)
(201)
363-4900
(Registrant's
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.02. Results of Operations and Financial Condition.
On
November 9, 2009, ORBCOMM Inc. (the “Company”) released its earnings for the
third fiscal quarter of 2009 and is furnishing a copy of the earnings release to
the Securities and Exchange Commission under Item 2.02 of this Current Report on
Form 8-K. The press release is attached herewith as Exhibit 99 and is
incorporated herein by reference. In addition, the Company will discuss its
financial results during a webcast and teleconference call Monday, November 9,
2009 at 10:30 a.m. (ET). To access the webcast and teleconference call, go to
the Company’s website at www.orbcomm.com.
The
information contained in Exhibit 99 shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such filing.
EBITDA is
defined as earnings attributable to the Company before interest income
(expense), provision for income taxes and depreciation and amortization. The
Company believes EBITDA is useful to its management and investors in evaluating
its operating performance because it is one of the primary measures used by the
Company to evaluate the economic productivity of its operations, including its
ability to obtain and maintain its customers, its ability to operate its
business effectively, the efficiency of its employees and the profitability
associated with their performance; it also helps the Company’s management and
investors to meaningfully evaluate and compare the results of its operations
from period to period on a consistent basis by removing the impact of its
financing transactions and the depreciation and amortization impact of capital
investments from its operating results. In addition, the Company’s management
uses EBITDA in presentations to the Company’s board of directors to enable it to
have the same measurement of operating performance used by management and for
planning purposes, including the preparation of the Company’s annual operating
budget. The Company also believes that EBITDA less stock-based
compensation expense for continued and discontinued operations, noncontrolling
interests and pre-control earnings of consolidated subsidiary, and impairment
charge, net of insurance recovery (Adjusted EBITDA), is useful to investors to
evaluate the Company’s core operating results and financial performance and its
capacity to fund capital expenditures, because it excludes items that are
significant non-cash expenses reflected in the condensed consolidated statements
of operations. EBITDA and Adjusted EBITDA are not performance
measures calculated in accordance with accounting principles generally accepted
in the United States, or GAAP. While the Company considers EBITDA and Adjusted
EBITDA to be important measures of operating performance, they should be
considered in addition to, and not as a substitute for, or superior to, net loss
or other measures of financial performance prepared in accordance with GAAP and
may be different than EBITDA and Adjusted EBITDA measures presented by other
companies.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits.
99 Press
Release of the Company dated November 9, 2009.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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ORBCOMM
Inc.
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By /s/ Robert G.
Costantini
|
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Name: Robert
G. Costantini
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Title: Executive
Vice President and Chief
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Financial
Officer
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Date: November
9, 2009
EXHIBIT
INDEX
Exhibit
Number
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Description of Exhibit
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99
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Press
Release of the Company dated November 9, 2009.
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