THE NEXUS OF THE NEW SPACE ECONOMY
2017 ANNUAL REPORT
ABOUT MAXAR
Maxar Technologies (formerly MacDonald,
Dettwiler and Associates) is a leading global
provider of advanced space technology solutions
for commercial and government markets including
satellites, Earth imagery, geospatial data and
analytics, is at the nexus of the new space
economy, developing and sustaining its
infrastructure and delivering the products,
services, systems and solutions that make it
possible.
As a trusted partner, Maxar Technologies
provides unmatched end-to-end advanced
systems capabilities and integrated solutions
expertise to help our customers anticipate and
address their most complex mission critical
challenges with confidence. With more than 6,500
employees in over 31 locations, the Maxar
Technologies portfolio of commercial space
brands includes: SSL, MDA, DigitalGlobe, and
Radiant Solutions. Every day millions of people
rely on Maxar Technologies to communicate,
share information and data, and deliver insights
that empower a better world.
Maxar trades on the Toronto Stock Exchange
and New York Stock Exchange as MAXR.
FINANCIAL HIGHLIGHTS
Results of Operations
($ millions, except per share amounts)
Revenues
Adjusted EBITDA1
Adjusted earnings1
Adjusted earnings per share1
Net earnings
Net earnings per share, basic
Net earnings per share, diluted
Cash dividend per common share
2017
2016
2015
2014
2013
1,631.2
378.7
172.0
4.16
100.4
2.44
2.43
C$1.48
1,557.5
267.6
159.5
4.37
105.6
2.90
2.83
C$1.48
1,657.1
285.6
172.4
4.74
112.5
3.11
3.02
C$1.48
1,900.4
307.0
189.1
5.24
46.2
1.28
1.28
C$1.30
1,765.0
304.2
174.1
4.97
100.8
2.88
2.88
C$1.30
Financial Position as at December 31,
($ millions)
2017
2016
2015
2014
2013
Total assets
Total long-term debt
Shareholders' equity
Order backlog
1 This is a non-IFRS financial measure.
6,657.3
2,961.0
2,013.6
3,321.2
2,561.2
600.7
863.0
1,776.8
2,609.1
712.7
800.4
2,085.7
2,569.9
650.3
693.0
2,666.9
2,429.7
560.7
748.5
2,812.1
1
MANAGEMENT’S DISCUSSION AND ANALYSIS
For the year ended December 31, 2017
This management’s discussion and analysis (“MD&A”), dated February 22, 2018, should be read in
conjunction with the cautionary statement regarding forward-looking statements below and Maxar
Technologies Ltd.’s (“Maxar” or the “Company”) audited consolidated financial statements and
accompanying notes for the year ended December 31, 2017 (the “consolidated financial statements”).
Unless otherwise indicated, the results reported herein have been prepared in accordance with
International Financial Reporting Standards (“IFRS”) as issued by the International Accounting
Standards Board. An additional advisory with respect to the use of non-IFRS financial measures is set
out in the section entitled “Non-IFRS Financial Measures” of this MD&A. All quarterly and pro forma
information disclosed in this MD&A is based on unaudited figures.
In this report, Maxar and the Company refer to Maxar Technologies Ltd. and its subsidiaries. This year
and 2017 mean the fiscal year ended December 31, 2017. Last year, prior year and 2016 mean the
fiscal year ended December 31, 2016, and 2015 means the fiscal year ended December 31, 2015.
This quarter means the three months ended December 31, 2017.
Effective December 31, 2017, the Company changed its presentation currency from the Canadian
dollar (“C$”) to the United States (“U.S.”) dollar to more accurately reflect the predominant currency of
the Company's revenue, expenses and cash flows after the acquisition of DigitalGlobe, Inc.
(“DigitalGlobe”) and to enhance comparability with its industry peer group. All dollar amounts reported
in this MD&A are in U.S. dollars unless otherwise noted. Refer to the section entitled “Change in
Presentation Currency” of this MD&A for further discussion.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
This MD&A contains certain “forward-looking statements” or “forward-looking information” under
applicable securities laws. Forward-looking terms such as “may,” “will,” “could,” “should,” “would,”
“plan,” “potential,” “intend,” “anticipate,” “project,” “target,” “believe,” “estimate” or “expect” and other
words, terms and phrases of similar nature are often intended to identify forward-looking statements,
although not all forward-looking statements contain these identifying words. Forward-looking
statements in this MD&A are statements which are not historical fact and involve estimates,
expectations, projections, goals, forecasts, assumptions, risks and uncertainties. Such forward-
looking statements may include, but are not limited to, statements regarding: future growth
opportunities, expected earnings, expected capital expenditures, future financing requirements and
estimated future dividends; the expected benefits from the Company’s acquisition of DigitalGlobe; the
impact of the Company’s acquisition of DigitalGlobe on the Company’s earnings, credit rating,
estimated enterprise value and growth rate; the expectation that the Company and its subsidiaries will
remain compliant with debt covenants and other contractual obligations; the expected timeline for the
Company to fully implement its plan to domicile the ultimate parent of DigitalGlobe in the U.S. by the
end of 2019 and the expected benefits therefrom; additional acquisition and integration related costs
in future periods; the implementation of the security control agreement; business and financial outlook;
the scope and anticipated revenues of customer contracts; the scope and expected benefits of the
restructuring and enterprise improvement initiatives; the capabilities of the satellites built by the
Company; the sources of liquidity the Company expects to use to meet its anticipated cash
requirements; and the outcome of legal proceedings involving the Company.
Forward-looking statements in this MD&A are based on certain key expectations and assumptions
made by the Company. Although the management of the Company believes that the expectations and
assumptions on which such forward-looking statements are based are reasonable, undue reliance
should not be placed on the forward-looking statements because the Company can give no assurance
that they will prove to be correct. The material assumptions upon which such forward-looking
2
statements are based include, among others, assumptions with respect to: market, industry and
general economic conditions; the operations of the operating businesses of the Company continuing
on a basis consistent with prior years; growth in demand for the products and services of the
Company’s businesses; the ability of the Company to access financing from time to time on favorable
terms; the continuation of executive and operating management or the non-disruptive replacement of
them on competitive terms; currency exchange and interest rates being reasonably stable at current
rates; the realization of expected benefits and synergies from the Company’s acquisition of
DigitalGlobe; compliance with the U.S. regulatory requirements and the requirements of the National
Industrial Security Program Operating Manual related to the implementation of the security control
agreement and the facility clearance for the offices of certain subsidiaries of the Company; the
Company’s continuing ability to effectively service customers and there being no adverse changes to
customer priorities and funding levels; the Company’s continuing ability to implement the enterprise
improvement initiatives; the Company’s continuing ability to meet technical specifications and
complete the contracts with minimal cost overrun; the Company building its satellites to reliable design
specifications; the accuracy of the Company’s current plans and forecasts; and the accuracy of
management’s current assessment of the outcome of legal proceedings involving the Company. The
Company makes no representation that reasonable business people in possession of the same
information would reach the same conclusions.
Additionally, forward-looking statements are subject to a number of risks and uncertainties that could
cause actual results and expectations to differ materially from the anticipated results or expectations
expressed in this MD&A. The Company cautions readers that should certain risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual results may vary significantly
from those expected. The risks that could cause actual results to differ materially from current
expectations include, but are not limited to: the Company’s ability to generate a sustainable order rate
for its satellite manufacturing operations in a market where the number of satellite construction
contracts awarded varies annually; changes in government policies, priorities, regulations or
government agency mandates, or funding levels through agency budget reductions, the imposition of
budgetary constraints or a decline in government support or deferment of funding for programs in
which the Company or its customers participate; the Company’s ability to effectively execute its U.S.
government access plan and realize anticipated benefits of contract awards from the U.S. government
and failure by the Company to comply with U.S. regulations could result in penalties or suspension;
certain U.S. subsidiaries of the Company are subject to the requirements of the National Industrial
Security Program Operating Manual for their facility security clearance, which is a prerequisite for their
ability to obtain and perform on classified contracts for the U.S. government; quality issues, failure of
systems to meet performance requirements, potential for product liability, or the occurrence of defects
in products or systems could result in lost revenue and harm to the Company’s reputation; failure to
anticipate changes in technology, technical standards and offerings or comply with the requisite
standards, or failure to maintain technological advances and offer new products to retain customers
and market position; significant competition with competitors that are larger or have greater resources,
and where foreign currency fluctuations may increase competition from the Company’s non-United
States competitors; changes in regulations, telecommunication standards and laws in the countries in
which the Company conducts business; export restrictions or the inability to obtain export approvals;
failure to obtain necessary regulatory approvals and licenses, including those required by the United
States government; a competitive advantage for competitors not subject to the same level of export
control or economic sanctions laws and regulations faced by the Company; exposure to fines and/or
legal penalties under U.S. and Canadian securities regulations; exposure to fines and/or legal
sanctions under anti-corruption laws; the Company’s ability to attract and retain qualified personnel;
reliance on information technology systems and threats of disruption from security breaches and
cyber-attacks; the Company’s ability to receive satellite imagery, including from third parties for resale
and performance issues on the Company’s on-orbit satellite; potential infringement of the intellectual
property rights of others and inadequate protection of the Company’s intellectual property rights; failure
to identify, acquire, obtain the required regulatory approvals, or profitably manage additional
3
businesses or successfully integrate any acquired businesses, products or technologies into the
Company without substantial expenses, delays or other operational, regulatory, or financial problems;
the Company’s ability to obtain certain satellite construction contracts depends, in part, on its ability to
provide the customer with partial financing of working capital and any financing provided by the
Company may not be repaid or the Company may be called upon to make payments; uncertainty in
financing arrangements and failure to obtain required financing on acceptable terms, or credit
agreements may contain restrictive covenants which may be limiting; risks inherent with performance
on fixed price contracts, particularly the ability to contain cost overruns and schedule delays; certain
customers are highly leveraged and may not fulfil their contractual payment obligations, including
vendor financing; the risk that the Company will not be able to access export credit financing to
facilitate the sale of the Company’s communication satellites and other products to non-Canadian and
non-United States customers; exposure to foreign currency fluctuations; natural disasters or other
disruptions affecting the Company's operations; and failure to comply with environmental regulations.
There may be additional risks and uncertainties applicable to the Company related to its acquisition of
DigitalGlobe, including that: the Company may not realize all of the expected benefits of the acquisition
or the benefits may not occur within the time periods anticipated; the Company incurred substantial
transaction fees and costs in connection with the acquisition; significant demands will be placed on
the managerial, operational and financial personnel and systems of the Company to support the
expansion of operations as a result of the acquisition; the Company may not have discovered
undisclosed liabilities in the course of the due diligence review of DigitalGlobe and the Company as a
successor owner may be responsible for such undisclosed liabilities; and the Company is a target of
appraisal proceedings which could result in substantial costs.
For additional information with respect to certain of these risks or factors, reference should be made
to the section entitled “Business Risks and Uncertainties” of this MD&A and the notes to the
consolidated financial statements for the year ended December 31, 2017, as well as to the Company’s
continuous disclosure materials filed from time to time with Canadian securities regulatory authorities,
which are available online under the Company’s SEDAR profile at www.sedar.com, under the
Company’s EDGAR profile at www.sec.gov or on the Company’s website at www.maxar.com.
The foregoing lists are not intended to be exhaustive and there may be other key risks that are not
listed above that are not presently known to the Company or that the Company currently deems
immaterial. Should one or more of these or other risks or uncertainties materialize, or should any of
the underlying assumptions prove incorrect, actual results may vary in material respects from those
expressed or implied by the forward-looking statements contained in this MD&A. As a result of the
foregoing, readers should not place undue reliance on the forward-looking statements contained in
this MD&A.
The forward-looking statements contained in this MD&A are expressly qualified in their entirety by the
foregoing cautionary statements. All such forward-looking statements are based upon data available
as of the date of this MD&A or other specified date and speak only as of such date. The Company
disclaims any intention or obligation to update or revise any forward-looking statements in this MD&A
as a result of new information, future events or otherwise, other than as may be required under
applicable securities law.
4
COMPANY PROFILE
On October 5, 2017, the Company announced that MacDonald, Dettwiler and Associates Ltd. was
renamed Maxar Technologies Ltd. Maxar is an industry-leading vertically integrated space and
geospatial intelligence company with a full range of space technology solutions for commercial and
government customers including satellites, Earth imagery, geospatial data and analytics. Maxar's
business is focused on markets and customers with strong recurring revenue potential. The
Company’s comprehensive capabilities in business and program management, systems engineering,
systems integration, testing, and support services address complex customer requirements through
the full solutions life cycle. In addition, the Company conducts a significant amount of advanced
technology development.
Acquisition of DigitalGlobe
On October 5, 2017, the Company and DigitalGlobe completed their previously announced merger
transaction in accordance with the agreement and plan of merger (the “Merger Agreement”) dated
February 24, 2017 between the Company, a corporation organized under the laws of British Columbia,
DigitalGlobe, Maxar Technologies Holdings Inc. (formerly known as SSL MDA Holdings, Inc.), a
Delaware corporation and wholly owned subsidiary of the Company (“Maxar Holdings”) and Merlin
Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Maxar Holdings (“Merger
Sub”), pursuant to which, among other things, Merger Sub merged with and into DigitalGlobe (the
“DigitalGlobe Transaction”), with DigitalGlobe surviving the merger as an indirect wholly owned
subsidiary of the Company.
Under the terms of the Merger Agreement, each DigitalGlobe common share was exchanged for
$17.50 in cash and 0.3132 Maxar common shares, representing a per share value of $17.50 based
on Maxar's unaffected closing share price of C$73.40 on the Toronto Stock Exchange (“TSX”) on
February 16, 2017, the day prior to market speculation about a potential combination, and a C$/U.S.$
exchange ratio of 0.7612. Using Maxar’s share price and foreign exchange rates on October 5, 2017,
the total purchase consideration amounted to approximately $2.3 billion.
The DigitalGlobe Transaction brings together complementary space-related capabilities, creating a
company uniquely positioned to capture growth in the U.S., Canadian and global Earth observation
and geospatial services markets given its ability to provide complete, end-to-end space systems, earth
imagery and geospatial solutions. Together, the DigitalGlobe Transaction will leverage a full suite of
space-related capabilities, including communications and Earth observation satellites and robotics,
ground stations, integrated electro-optical and radar imagery, and advanced data analytics.
Additionally, the combined company will provide cloud-based information services that allow
commercial and government customers worldwide to better understand activity across the changing
planet.
On October 5, 2017, in connection with the DigitalGlobe Transaction, the Company entered into an
amended and restated Credit Agreement providing for $3.75 billion in financing (the “Financing”). The
Financing has been used to acquire DigitalGlobe’s equity, refinance DigitalGlobe's debt, refinance
Maxar's debt, pay transaction fees and expenses, fund working capital, and for general corporate
purposes. Total debt drawn under the Financing at closing on October 5, 2017 amounted to $3.2
billion. Refer to the section entitled “Liquidity” of this MD&A for further discussion of the Financing.
Maxar’s established global customer base is now served by more than 6,500 employees operating
from 21 locations in the United States, Canada, and internationally.
Prior to the DigitalGlobe Transaction, the Company's common shares traded on the TSX under the
symbol MDA. During the second quarter of 2017, the Company successfully registered its common
shares with the U.S. Securities and Exchange Commission and after closing the DigitalGlobe
5
Transaction, Maxar began trading as a dual-listed company on both the TSX and the New York Stock
Exchange under the symbol MAXR.
Executive Management and Board of Directors Changes
On October 5, 2017, the Company made several executive management appointments concurrent
with closing the DigitalGlobe Transaction. The appointments strengthen and position the Company to
serve the U.S. government, international governments and the Company’s commercial customers as
a mission-critical partner with an expanded portfolio of space technology solutions.
Notable appointments at the Executive Vice President level include:
William McCombe as Executive Vice President and Chief Financial Officer of the Company. Mr.
McCombe succeeds Anil Wirasekara, who stepped down after serving in that role for 23 years.
Mr. McCombe previously served as Senior Vice President and Chief Financial Officer of Maxar
Holdings. Mr. Wirasekara will continue with Maxar Holdings and serve as the senior financial
executive based in Canada, reporting to Chief Executive Officer Howard L. Lance, with a
significant portfolio of responsibilities;
Timothy M. Hascall as Executive Vice President and Chief Operations Officer of Maxar Holdings.
Mr. Hascall previously served as Executive Vice President responsible for the Imagery business
unit at DigitalGlobe, including operations and customer experience; and
Dr. Walter S. Scott as Executive Vice President and Chief Technology Officer of Maxar Holdings.
Dr. Scott is the founder of DigitalGlobe and previously served as Chief Technology Officer and
executive leader of the Platform and Services businesses for the company. He founded
DigitalGlobe in 1992 as WorldView Imaging Corporation, the first company to receive a high-
resolution commercial remote sensing license from the U.S. government.
Notable appointments at the business unit level include:
Daniel Jablonsky as President of DigitalGlobe, a Maxar company. Mr. Jablonsky previously served
as General Manager of the U.S. and International Defense and Intelligence businesses at
DigitalGlobe and concurrently as Senior Vice President and General Counsel of DigitalGlobe.
Tony Frazier as President of Radiant Solutions, a newly created business unit formed from the
combination of MDA Information Systems LLC and DigitalGlobe’s Radiant division. Mr. Frazier
previously served as Senior Vice President and General Manager of DigitalGlobe’s Radiant
division.
In June 2017, the Company appointed Dario Zamarian as Group President of SSL, a Maxar company,
succeeding John Celli, who retired after 36 years of service. Mr. Zamarian’s responsibilities include all
of the satellite and space systems markets that SSL serves including GEO communications, LEO
communications and Earth observation, space infrastructure services and U.S. government systems.
In January 2018, the Company appointed Mike Greenley as Group President of MDA, a Maxar
company with internationally recognized leadership in space robotics, satellite antennas and
subsystems, surveillance and intelligence solutions, and defense and maritime systems. Mr.
Greenley’s responsibilities include surveillance and intelligence, robotics and other space systems
markets that the Company serves from Canada. Mr. Greenley succeeds Don Osborne who retired
from the Company effective October 31, 2017.
Howell M. Estes III, L. Roger Mason, Jr. and Nick S. Cyprus, all of whom served as directors of
DigitalGlobe immediately prior to the closing of the DigitalGlobe Transaction and were elected to the
Company’s board of directors at the Company’s annual and special meeting of shareholders held on
July 27, 2017 conditional on the completion of the DigitalGlobe Transaction, joined the Company’s
board of directors on October 5, 2017. The Company’s board of directors now consists of eleven
directors.
6
Security Control Agreement and U.S Access Plan
On January 26, 2017, the Company, together with its U.S. based subsidiary, Maxar Holdings, and the
U.S. Department of Defense entered into a Security Control Agreement (“SCA”) and began operating
under the agreement. The SCA allows the Company’s subsidiaries to hold facility clearances
necessary to pursue and execute classified U.S. government programs in the U.S. government space
and defense markets. In February 2017, the Company received facility security clearance for the
offices of Maxar Holdings and the proxy board at MDA Information Systems LLC was dissolved. On
February 2, 2018, the Defense Security Service granted facility clearance for the Company’s SSL
facility in Palo Alto, California.
The Company will continue to execute its U.S. Access Plan strategy. This will include further
reorganization of all or part of the Company’s corporate and operating structure to ensure that the
ultimate parent of Maxar Holdings and DigitalGlobe is incorporated in the U.S. by the end of 2019,
subject to customary approvals.
Reporting Segments
Subsequent to closing the DigitalGlobe Transaction, the Company changed its financial reporting
segments to better align with its product and services offerings after the DigitalGlobe Transaction. The
changes to the reporting segments will provide investors with increased transparency and allow for
easier comparisons with the Company’s industry peer group. The Company now reports revenue and
adjusted EBITDA based on three reportable segments: Space Systems, Imagery and Services.
Space Systems
In the Space Systems segment, Maxar is a leading supplier of space-based and ground-based
infrastructure and information solutions. The Company’s products include communication and imaging
satellites, satellite payloads and antenna subsystems, space-based and airborne surveillance
solutions, robotic systems and associated ground infrastructure and support services. The Company’s
offerings serve multiple markets, primarily for communications and surveillance and intelligence
applications. In the communications market, the Company’s solutions provide cost-efficient global
delivery of a broad range of services, including television and radio distribution, broadband internet,
and mobile communications. In the surveillance and intelligence market, the Company offers end-to-
end solutions to monitor changes and activities around the globe to support the operational needs of
government agencies, both military and civilian, and commercial customers. The Company also
supplies spacecraft and subsystems to the U.S. government, Canadian government and other
customers for scientific research and development missions, as well as robotic systems for the space
and terrestrial markets. Maxar’s principal customers in the Space Systems segment are government
agencies worldwide as well as satellite operators and satellite manufacturers.
The Space Systems segment includes the financial results of the Company’s previously reported
Communications and Surveillance and Intelligence segments, except for radar imagery data and
services which is now reported under either the Imagery segment or Services segment as described
below.
Imagery
In the Imagery segment, Maxar is a leading supplier of integrated electro-optical and radar imagery
sourced from the Company’s own advanced satellite constellation and third-party providers. The
Company’s imagery solutions provide customers with accurate and mission-critical information about
our changing planet, and support a wide variety of uses, including mission planning, mapping and
analysis, environmental monitoring, disaster management, crop management, oil and gas exploration
and infrastructure management. Maxar’s principal customers in the Imagery segment are U.S.,
Canadian and other international government agencies, primarily defense and intelligence, as well as
a wide variety of commercial customers in multiple markets.
7
The Imagery segment includes the financial results of the DigitalGlobe imagery business as well as
Maxar’s legacy radar imagery business.
Services
In the Services segment, Maxar provides geospatial products and services that combine imagery,
analytic expertise and innovative technology to deliver integrated intelligence solutions to customers.
The Company provides analytic solutions that accurately document change and enable geospatial
modeling and analysis that predict where events will occur to help customers protect lives and make
resource allocation decisions. Maxar’s primary customer in the services segment is the U.S.
government, but many capabilities also support intelligence requirements for other international
governments, global development organizations and commercial customers.
The Services segment includes the financial results of DigitalGlobe’s services business, including
Radiant Solutions, as well as Maxar’s legacy geospatial services business under its subsidiary MDA
Information Systems, LLC.
Change in Presentation Currency
Effective December 31, 2017, the Company changed its presentation currency from the Canadian
dollar to the U.S. dollar to more accurately reflect the predominant currency of the Company's revenue,
expenses and cash flows after the acquisition of DigitalGlobe and to enhance comparability with its
industry peer group.
The change in presentation currency represents a voluntary change that is accounted for
retrospectively. The consolidated financial statements of the Company for the periods ended before
December 31, 2017 which were based on a Canadian dollar presentation currency have been
translated into a U.S. dollar presentation currency as follows: assets and liabilities using the exchange
rates prevailing at the balance sheet date; shareholders’ equity using the applicable historical
exchange rates prevailing at the dates of transactions; and revenue, expenses and cash flows using
average exchange rates for the relevant period. The change in the presentation currency has resulted
in changes to the previously reported foreign currency translation adjustment account which is
included as a component of accumulated other comprehensive income.
NON-IFRS FINANCIAL MEASURES
In addition to results reported in accordance with IFRS, the Company uses certain non-IFRS financial
measures as supplemental indicators of its financial and operating performance. These non-IFRS
financial measures include adjusted earnings, adjusted earnings per share and adjusted EBITDA. The
Company believes these supplementary financial measures reflect the Company’s ongoing business
in a manner that allows for meaningful period-to-period comparisons and analysis of trends in its
business.
In prior periods, the Company used the non-IFRS measures of operating earnings, operating earnings
per share and operating EBITDA as supplemental indicators of its financial and operating
performance. Operating earnings and operating earnings per share have simply been renamed
adjusted earnings and adjusted earnings per share with no change in definition. Operating EBITDA
has been replaced with the new non-IFRS measure adjusted EBITDA. The only change in definition
is that adjusted EBITDA now includes all corporate expenses whereas operating EBITDA only
included allocable corporate expenses. In addition, corporate expenses are no longer allocated to
operating segments when reporting adjusted EBITDA. Segment adjusted EBITDA is reported prior to
the deduction of corporate expenses. Corporate expenses are now reported in a separate category
called Corporate and Eliminations. All financial information relating to prior periods has been
reclassified to conform to the presentation adopted in the current year.
8
The Company defines adjusted earnings as net earnings excluding the impact of specified items
affecting comparability, including, where applicable, non-operational income and expenses,
amortization of acquisition related intangible assets, share-based compensation, and other gains or
losses. The use of the term “non-operational income and expenses” is defined by the Company as
those that do not impact operating decisions taken by the Company’s management and is based upon
the way the Company’s management evaluates the performance of the Company’s business for use
in the Company’s internal management reports. Income tax expense on adjusted earnings is
computed using the substantively enacted income tax rate, adjusted to account for the specified items
affecting comparability. Adjusted earnings per share is calculated using diluted weighted average
shares outstanding and does not represent actual earnings per share attributable to shareholders. The
Company believes that the disclosure of adjusted earnings and adjusted earnings per share allows
investors to evaluate the operational and financial performance of the Company’s ongoing business
using the same evaluation measures that its management uses, and is therefore a useful indicator of
the Company’s performance or expected performance of recurring operations.
The Company defines adjusted EBITDA as earnings before interest, taxes, depreciation and
amortization, and adjusted for certain items affecting comparability as specified in the calculation of
adjusted earnings. Adjusted EBITDA is presented on a basis consistent with the Company’s internal
management reports. The Company discloses adjusted EBITDA to capture the profitability of its
business before the impact of items not considered in management’s evaluation of operating unit
performance. The Company also discloses segment adjusted EBITDA as a measure of each reporting
segment’s profitability and contribution to adjusted EBITDA.
Adjusted earnings, adjusted earnings per share and adjusted EBITDA do not have any standardized
meaning prescribed by IFRS and therefore may not be comparable to similar measures presented by
other companies. The Company cautions readers to consider these non-IFRS financial measures in
addition to, and not as an alternative for, measures calculated in accordance with IFRS.
9
OVERVIEW
The following table provides selected annual financial information for fiscal years 2015, 2016 and
2017.
Results of Operations
($ millions, except per share amounts)
Consolidated revenues
Adjusted EBITDA1
Adjusted earnings1
Adjusted earnings per share1
Net earnings
Net earnings per share, basic
Net earnings per share, diluted
Dividends distributed per common share
Weighted average number of common shares outstanding2:
(millions)
Basic
Diluted
Financial Position, as at December 31
($ millions)
Total assets
Total non-current financial liabilities3
Shareholders’ equity
2017
2016
2015
1,631.2
378.7
172.0
4.16
100.4
2.44
2.43
C$1.48
41.2
41.3
2017
6,657.3
3,047.5
2,013.6
1,557.5
267.6
159.5
4.37
105.6
2.90
2.83
C$1.48
36.4
36.5
2016
2,561.2
620.5
863.0
1,657.1
285.6
172.4
4.74
112.5
3.11
3.02
C$1.48
36.2
36.3
2015
2,609.1
732.1
800.4
1 This is a non-IFRS financial measure. Refer to section “Consolidated Results” for a reconciliation of adjusted EBITDA and
adjusted earnings to net earnings.
2 In May 2015, the Company received shareholder and regulatory approvals to issue common shares from treasury to settle
share-based compensation awards with equity. The Company also changed its stated intent on method of settlement, such
that certain awards are expected to be settled with equity. The effect of potentially dilutive share-based compensation awards
on net earnings and weighted average number of common shares outstanding is taken into account in the calculation of
diluted net earnings per share.
3 Total non-current financial liabilities consist of non-current portions of long-term debt, securitization liability and other financial
liabilities.
Overall performance
The Company continued to achieve solid results in 2017 despite the continuation of challenging
conditions in the geostationary communication satellite market. Consolidated financial results for 2017
include the financial results of DigitalGlobe for the period October 5, 2017 to December 31, 2017. For
that reason, year-over-year financial results are not directly comparable. Refer to the section entitled
“Pro Forma Financial Information” of this MD&A for information on pro forma results for the last eight
quarters ended December 31, 2017 and to the section entitled “Consolidated Results in Canadian
Dollars” of this MD&A for information on consolidated financial results in Canadian dollars.
Consolidated revenues for 2017 were $1,631.2 million compared to $1,557.5 million in 2016 and
adjusted EBITDA was $378.7 million in 2017 compared to $267.6 million in 2016. Adjusted earnings
were $172.0 million (or $4.16 per share) for 2017 compared to $159.5 million (or $4.37 per share) in
2016. Operating activities generated cash flows of $205.9 million in 2017 after payments for acquisition
related costs compared to $130.4 million in 2016, contributing to the Company’s capacity to meet its
operating, investing and financing requirements. Refer to the sections entitled “Consolidated Results”
and “Results by Segment” of this MD&A for further discussion on overall performance.
10
Net earnings under IFRS for 2017 were $100.4 million compared to net earnings of $105.6 million in
2016. Net earnings under IFRS were impacted by the inclusion and variability of certain large, non-
operational items, particularly amortization of acquisition related intangible assets, acquisition related
expenses, restructuring costs, share-based compensation expense, and other charges.
CONSOLIDATED RESULTS
The following table provides selected financial information for the fiscal years indicated, including a
reconciliation of adjusted EBITDA and adjusted earnings to net earnings.
($ millions, except per share amounts)
Consolidated revenues
Adjusted EBITDA
Adjusted EBITDA as a percentage of revenues
Net finance expense
Depreciation and amortization1
Income tax expense on adjusted earnings
Adjusted earnings
Adjusted earnings per share
Items affecting comparability:
Share-based compensation expense
Amortization of acquisition related intangible assets
Acquisition related expense
Interest expense on dissenting shareholder liability
Loss from early extinguishment of debt
Restructuring and enterprise improvement costs
Executive compensation settlement
Foreign exchange differences
Loss from joint venture
Recognition of previously unrecognized deferred tax
assets
Income tax expense adjustment
Net earnings
2017
2016
2015
1,631.2
1,557.5
1,657.1
378.7
23.2%
(79.4)
(87.7)
(39.6)
172.0
4.16
(57.9)
(79.4)
(59.9)
(1.9)
(23.0)
(36.5)
-
11.5
(0.5)
122.4
53.6
100.4
267.6
17.2%
(37.3)
(45.0)
(25.8)
159.5
4.37
(14.7)
(32.4)
-
-
-
(3.6)
(2.3)
(2.8)
-
-
1.9
105.6
285.6
17.3%
(36.3)
(46.0)
(30.9)
172.4
4.74
(10.9)
(31.7)
-
-
-
(9.4)
-
(4.7)
-
-
(3.2)
112.5
1 Excludes amortization of acquisition related intangible assets.
Consolidated revenues
Consolidated revenues were $1,631.2 million in 2017 compared to $1,557.5 million in 2016. Revenues
increased due to the inclusion of DigitalGlobe revenues of $221.6 million for the period October 5,
2017 to December 31, 2017 and from higher revenues from contracts with the U.S. government and
other customers to supply spacecraft and perform design studies for scientific research and
development missions. This was mostly offset by lower revenues from geostationary communications
satellite construction activity compared to the prior year. The Space Systems segment contributed
revenues of $1,259.6 million (2016 - $1,417.2 million), the Imagery segment contributed revenues of
$228.4 million (2016 - $41.0 million) and the Services segment contributed revenues of $143.2 million
(2016 - $99.3 million). Refer to the section entitled “Results by Segment” of this MD&A for further
discussion of the Company’s revenues by segment.
Order backlog
Order backlog, representing the estimated dollar value of firm funded contracts for which work has not
been performed, was $3.3 billion as at December 31, 2017 (December 31, 2016 - $1.8 billion). The
2017 amount includes DigitalGlobe backlog of $1.7 billion (2016 - nil). Order backlog does not include
11
unexercised contract options and potential orders under indefinite delivery/indefinite quantity
contracts, except for the EnhancedView Service Level Agreement (“SLA”) noted below.
Order backlog includes contractual commitments for the remaining term of the EnhancedView SLA
entered into with the National Geospatial-Intelligence Agency (“NGA”) in 2010. The EnhancedView
SLA is structured as a ten-year term, inclusive of nine annual renewal options that may be exercised
by the NGA. Although the NGA may terminate the contract at any time and is not obligated to exercise
any of the remaining renewal options, the Company includes the full remaining term in backlog. While
such funding contains an inherent level of uncertainty, the Company believes it is the NGA’s intention
to exercise the remaining options, subject only to annual congressional appropriation of funding and
the federal budget process.
Refer to the section entitled “Results by Segment” of this MD&A for a discussion of backlog and
bookings activity by segment.
Adjusted EBITDA
Adjusted EBITDA is a measure utilized by management to evaluate the operational performance of
the Company’s operating segments. For 2017, adjusted EBITDA was $378.7 million and adjusted
EBITDA as a percentage of consolidated revenues (“adjusted EBITDA margin percentage”) was
23.2%. Excluding the contribution from DigitalGlobe for the period October 5, 2017 to December 31,
2017, adjusted EBITDA in 2017 would have been $252.7 million and adjusted EBITDA margin
percentage would have been 17.9%. This is compared to adjusted EBITDA of $267.6 million and
adjusted EBITDA margin percentage of 17.2% for 2016. The increase in margin percentage was
mainly due to a change in the mix of revenues between lines of business within the Company’s
operating segments.
Adjusted EBITDA margin percentage will fluctuate from period to period with changes in the revenue
mix, including the proportion of construction contracts and services contracts, the volume of
subcontract activity, the amount of development expenditures that meet the accounting criteria to be
treated as capital expenditures and the contract life cycle of large dollar value contracts. In addition,
the Company revises cost and revenue estimates on contracts in the ordinary course of business.
When applying the percentage of completion method of revenue recognition, the inception to date
impact of changes in estimates, including the recognition or reversal of a contract loss provision, is
recognized in the period the changes are determined by management and may impact margin
percentages.
Refer to the section entitled “Results by Segment” of this MD&A for discussion of adjusted EBITDA by
segment.
12
Net finance expense
The following table shows the components of net finance expense for the fiscal years indicated.
($ millions)
Finance expense:
Interest expense on long-term debt
Interest expense on defined benefit pension and
other post-retirement benefit obligations
Interest expense on orbital securitization liability
Interest expense on advance payments
Capitalization of borrowing costs
Imputed interest and other
Finance income
Net finance expense
2017
2016
57.7
9.2
7.8
7.9
(4.9)
3.0
(1.3)
79.4
26.2
9.5
1.6
-
(2.8)
3.1
(0.3)
37.3
The increase in net finance expense reflected higher levels of long-term debt outstanding after closing
the DigitalGlobe Transaction on October 5, 2017 as well as higher non-cash accretion interest on
advance payments received from customers and on the securitization liability in 2017 compared to
2016.
Depreciation and amortization
The following table shows depreciation and amortization expense for the fiscal years indicated.
($ millions)
Property, plant and equipment
Intangible assets1
Depreciation and amortization
1 Excludes intangible assets arising from acquisitions.
2017
61.1
26.6
87.7
2016
34.0
11.0
45.0
The increase in depreciation and amortization expense was primarily due to the acquisition of
DigitalGlobe as well as the Company’s increased investments in technologies and software.
Income tax expense on adjusted earnings
Income tax expense on adjusted earnings for 2017 was $39.6 million, representing an effective income
tax rate of 18.7% compared to 14.0% for 2016. Income tax expense has been adjusted for the tax
related to items affecting comparability, such as share-based compensation, amortization of
acquisition related intangible assets, acquisition related expenses, restructuring and enterprise
improvement costs and others. The increase in the effective income tax rate on adjusted earnings
was primarily due to the change in mix of income from various jurisdictions. Cash tax expense was a
recovery of $1.1 million in 2017 compared to payments of $6.9 million in 2016.
As a result of the DigitalGlobe Transaction, the Company has recognized certain previously
unrecognized deferred tax assets of $122.4 million for unused tax losses and deductible temporary
differences related to the Company’s U.S. operations, on the basis that it is probable that future taxable
profits will be available against which they can be utilized. The deferred income tax recovery related
to the recognition of such deferred tax assets has been excluded from income tax expense on adjusted
earnings since it is non-recurring in nature.
13
Adjusted earnings
Adjusted earnings, or net earnings excluding the impact of specified items affecting comparability, was
$172.0 million ($4.16 per share) for 2017 compared to $159.5 million ($4.37 per share) for 2016. The
increase in adjusted earnings per share reflected higher adjusted EBITDA after the acquisition of
DigitalGlobe partially offset by higher depreciation, amortization and interest expense and a higher
effective income tax rate on adjusted earnings.
Net earnings
The comparison of financial results under IFRS between periods is impacted by the inclusion and
variability of specified items that may not be indicative of the operational and financial performance of
the Company’s ongoing business. After including the specified items affecting comparability, net
earnings for 2017 was $100.4 million compared to $105.6 million for 2016. Certain of these specified
items affecting comparability are discussed below.
Share-based compensation
Share-based compensation expense was $57.9 million in 2017 compared to $14.7 million for 2016. In
2017, share-based compensation included $33.1 million related to the accelerated vesting of certain
legacy equity based awards of DigitalGlobe that were paid out as part of the merger consideration.
Since the acceleration was triggered by the actions of the Company, the component of the fair value
of the consideration attributable to the accelerated share-based awards relating to post-acquisition
services was recognized as an expense in the fourth quarter. The 2016 expense included a charge of
$11.9 million related to an executive compensation settlement (refer to section entitled “Related Party
Transactions”).
Share-based compensation is an important aspect of compensation for management and key
employees. However, the accounting expense under IFRS, based on fair valuation which is estimated
using complex option pricing models incorporating factors such as the expected life of options and
market volatility, is beyond the Company’s control and can vary significantly from period to period.
Further, the accounting fair value adjustments are not reflective of actual cash outlays by the Company
in any particular period. The Company believes that the exclusion of share-based compensation from
adjusted EBITDA, adjusted earnings and adjusted earnings per share reduces volatility in net earnings
and facilitates the comparison of financial results across periods.
The average cash outlay on share-based compensation was approximately $1.2 million per quarter
over the last eight quarters. For the year ended December 31, 2017, cash outlay on share-based
compensation was equivalent to 0.8% of total salaries and benefits.
Amortization of acquisition related intangible assets
The Company’s acquisition of DigitalGlobe in 2017 and acquisitions in prior years have resulted in fair
value adjustments to finite life intangible assets, which are being amortized over estimated lives of two
to twenty years. Amortization expense on acquisition related intangible assets for 2017 was $79.4
million (2016 - $32.4 million). The increase compared to 2016 was mainly due to amortization of finite
life intangible assets acquired in the DigitalGlobe Transaction of $48.2 million for the period October
5, 2017 to December 31, 2017.
The acquisition related intangible assets, consisting of customer relationships, backlog, technology,
software, and other intellectual property, are generally non-recurring expenditures as the Company
does not need to replace these assets at the end of their lives to continue to operate its business.
Ongoing maintenance and support costs are expensed as incurred and any internally developed
technology and software that are capitalized post-acquisition are amortized in the normal course of
business. All other research and development costs are expensed as incurred. The Company believes
that the exclusion of amortization expense on acquisition related intangible assets from adjusted
earnings and adjusted earnings per share provides a better representation of the results of the
Company’s ongoing operations.
14
Acquisition related expense
During the year ended December 31, 2017, the Company incurred expenses of $59.9 million for
acquisition and integration related costs in connection with the DigitalGlobe Transaction (2016 - nil).
The expenditures related to investment banking, legal, tax, and consulting fees and other costs. The
Company expects to incur additional integration related costs in future periods in order to execute its
integration plan and to realize the revenue and cost synergies expected to be achieved. Acquisition
related expenses have been excluded from the calculation of adjusted earnings and adjusted earnings
per share as the Company believes that this allows for more meaningful period-to-period comparisons
as these costs are not reflective of ongoing operating expenses.
Loss from early extinguishment of debt
On October 5, 2017, concurrent with closing the DigitalGlobe Transaction, the Company refinanced
its existing $700 million syndicated credit facility and its 2024 Term Notes and incurred a loss from
early extinguishment of debt of $23.0 million. The loss was comprised of a make-whole premium to
terminate the 2024 Term Notes of $20.0 million and a write-off of the unamortized balance of
capitalized financing fees of $3.0 million relating to both the syndicated credit facility and the 2024
Term Notes. The loss from early extinguishment of debt has been excluded from the calculation of
adjusted EBITDA, adjusted earnings and adjusted earnings per share as the Company believes that
this allows for more meaningful period-to-period comparisons as these costs are not reflective of
ongoing operating expenses.
Restructuring and enterprise improvement costs
Subsequent to closing the DigitalGlobe Transaction, the Company incurred employee severance and
retention related costs of $13.1 million and building related restructuring costs of $6.0 million in the
fourth quarter of 2017. The severance costs were incurred upon employment termination of several
DigitalGlobe executives who became redundant after the DigitalGlobe Transaction and the retention
costs were incurred to incentivize certain DigitalGlobe employees to remain with the Company for a
specified period of time. The building related restructuring costs related to lease termination payments
and a provision for surplus lease space no longer required by the Company for its future operations.
The Company expects to achieve operating cost savings in future periods as a result of these actions
in accordance with its integration plans.
In response to changes in the geostationary communications satellite market, the Company
commenced a restructuring project to reduce headcount at its Palo Alto manufacturing facility and to
implement enterprise improvement initiatives at Palo Alto and other operational locations aimed at
reducing overhead costs, increasing supply chain value and increasing efficiency of production
processes. In connection with the implementation of these initiatives, the Company incurred
restructuring and enterprise improvement costs of $17.4 million in 2017 compared to $3.6 million in
2016. In 2017, costs included employee severance of $11.9 million (2016 - $3.6 million) and consulting
fees of $5.5 million (2016 - nil).
The Company believes that the exclusion of these restructuring and enterprise improvement costs
totaling $36.5 million (2016 - $3.6 million) from net earnings provides for better period-to-period
comparisons of operating results of the Company’s ongoing operations.
Executive compensation settlement
In the second quarter of 2016, the Company incurred an expense of $2.3 million related to the
settlement of its former Chief Executive Officer’s compensation (refer to section entitled “Related Party
Transactions”). The Company believes that the exclusion of this expense from the calculation of
adjusted EBITDA, adjusted earnings and adjusted earnings per share provides a better representation
of the results of the Company’s ongoing operations.
15
Foreign exchange differences
As described below, the Company excludes certain foreign exchange gains and losses from the
calculation of adjusted EBITDA, adjusted earnings and adjusted earnings per share as these gains
and losses can result in significant variability in net earnings but have little bearing on operating
performance.
(a) Foreign exchange timing differences on certain project-related foreign exchange forward contracts
not subject to hedge accounting
Certain foreign exchange derivative contracts entered into by the Company to hedge foreign
currency exposures did not qualify for hedge accounting as the timing of the anticipated cash flows
for certain revenue contracts or subcontracts could not be predicted with sufficient certainty.
Accordingly, the fair value adjustments on these derivative contracts were recognized in net
earnings immediately. This resulted in timing differences between the recognition of fair value
adjustments in earnings versus revenues and costs, which were recognized on the percentage of
completion basis using spot rates. Had these derivative contracts qualified for hedge accounting,
the fair value adjustments would have been deferred and accumulated in other comprehensive
income until the hedged revenues or costs were recognized, eliminating the timing differences.
For the year ended December 31, 2017, management’s estimate of the foreign exchange timing
differences on these derivative contracts not subject to hedge accounting was a gain of $2.2 million
compared to a loss of $0.4 million for 2016.
(b) Foreign exchange gains and losses on translation of intercompany balances
As part of its cash management efforts, the Company frequently advances funds between group
entities that have differing functional currencies. The foreign currency exposure on these
intercompany loans is not hedged. As a result, currency fluctuations, particularly between the
Canadian and U.S. dollar, can result in significant unrealized foreign exchange gains or losses on
the translation of the intercompany loans. For the year ended December 31, 2017, the Company
recognized unrealized foreign exchange gains on translation of intercompany loans of $3.9 million
compared to losses of $0.7 million for 2016. These unrealized foreign exchange gains or losses
can impact the comparability of net earnings and will only reverse upon disposal or liquidation of
the associated foreign operation.
(c) Unrealized foreign exchange gains and losses on translation of long-term foreign currency
denominated financial assets and liabilities
The Company recognizes unrealized foreign exchange gains and losses when translating certain
long-term foreign currency denominated financial assets and liabilities at each period end. For
example, the translation of a portion of the Company’s U.S. dollar denominated long-term debt
and Euro denominated orbital receivables, that have neither been hedged nor subject to hedge
accounting, results in the recognition of unrealized foreign exchange gains and losses in the
Company’s consolidated financial statements. For the year ended December 31, 2017, the
Company recognized unrealized foreign exchange gains on translation of long-term foreign
currency denominated financial assets and liabilities of $5.4 million compared to losses of $1.6
million for 2016.
The Company conducts business internationally and is subject to fluctuations in foreign currencies,
particularly the Canadian dollar and the Euro. The effect of foreign currency fluctuations impacts the
Company’s revenues, expenses, assets, liabilities and order backlog, as reported in U.S. dollars.
Fluctuations of the Canadian dollar relative to the U.S. dollar would result in variability to revenues and
expenses from the Company’s operations based in the Canada.
16
Loss from joint venture
As part of the DigitalGlobe Transaction, the Company acquired a 50% interest in a joint venture,
Vricon, Inc. and an 18% interest in a joint venture in China. The investments are not material. The
Company recognized its share of post-close joint venture losses of $0.5 million in 2017 (2016 - nil)
based on the equity method of accounting. The Company believes that the exclusion of these losses
from net earnings provides for better period-to-period comparisons of operating results of the
Company’s core operations.
Financial position
The Company had total assets of $6.7 billion as at December 31, 2017 compared to $2.6 billion at
December 31, 2016. The increase was primarily due to assets of $4.2 billion acquired in the
DigitalGlobe Transaction. The purchase consideration relating to the acquisition of DigitalGlobe has
been allocated to the preliminary estimated fair values of the major classes of assets acquired and
liabilities assumed at the acquisition date. Certain estimates of fair value, most notably for property,
plant and equipment, finite life intangible assets, goodwill, and non-financial liabilities, are preliminary
and are subject to further adjustments.
The following table explains the changes to certain assets and liabilities over the twelve months
ended December 31, 2017.
Increase
due to
DigitalGlobe
Transaction on
October 5, 2017
Other
Increase
(Decrease)
142.2
(25.1)
In $ millions
Trade and other
receivables
Financial assets, other1
13.4
(54.9)
Construction contract
assets
-
43.0
Non-financial assets1
93.4
(32.9)
Explanation of other increases (decreases)
Trade and other receivables will vary depending
on the timing of milestone billings on large
construction programs. The decrease reflected the
collection of outstanding trade receivables and
lower milestone billings on satellite programs in
the weeks leading up to year-end compared to last
year.
Other financial assets mainly consist of notes
receivable, restricted cash, long-term investments
and deferred
fair value gains on derivative
financial instruments. The decrease reflected the
collection of notes receivable outstanding relating
to payments due under a satellite construction
contract.
Construction contract assets are revenues earned
on construction contracts in excess of progress
billings. The increase was primarily due to the
variability in the timing of billings on large dollar
value construction contracts in the ordinary course
of business.
Non-financial assets are primarily comprised of
advances to suppliers, deferred contract costs and
prepaid expenses. The decrease was primarily
due to drawdowns of advances paid to launch
the ordinary course of
vehicle suppliers
business.
in
17
Deferred tax assets
-
93.3
The increase was primarily due to the recognition
of previously unrecognized deferred tax assets as
a result of the DigitalGlobe Transaction partially
offset by the impact from the reduction of the U.S.
federal corporate tax rate upon the enactment of
the U.S. Tax Cuts and Jobs Act in December 2017.
Property, plant and
equipment
695.8
(0.9)
The decrease during the year was not significant.
Intangible assets
1,439.8
(18.0)
The decrease in intangible assets was due to
amortization
by
investments in internally developed technologies.
expense
partially
offset
Goodwill
1,668.9
6.0
The increase in goodwill was due solely to the
impact of foreign currency translation.
Trade and other
payables
83.2
(32.3)
Employee benefit
liabilities1
29.1
(15.1)
Non-financial liabilities1
354.0
2.9
Deferred tax liabilities
149.6
(57.3)
Construction contract
liabilities
-
(34.1)
The decrease in trade and other payables was due
to settlement of a
the
DigitalGlobe Transaction for acquisition costs
partially offset by movements
in payables
balances in the ordinary course of business.
liability assumed
in
Employee benefit liabilities relate primarily to
pension and other post-retirement benefit
obligations and salary and other benefit accruals.
The decrease during the year was not significant.
Non-financial liabilities are primarily comprised of
deferred revenue, lease inducements and other
lease related liabilities. The increase during the
year was not significant.
The decrease in deferred tax liabilities was
primarily due to the impact from the reduction of
the U.S. federal corporate tax rate upon the
enactment of the U.S. Tax Cuts and Jobs Act in
December 2017.
from
contract
received
liabilities
contracts
represent
Construction
on
advances
construction
loss
provisions. The decrease was primarily due to a
drawdown of advances received in prior periods
and the variability in the timing of advance billings
on large dollar value construction contracts in the
ordinary course of business.
customers
contract
and
Securitization liability1
-
(14.9)
Long-term debt1
10.6
2,349.7
1 Including current and non-current portions.
The decrease in the securitization liability was due
to payments made in excess of interest accretion
during the year.
The increase in long-term debt relates primarily to
financing for the DigitalGlobe Transaction.
18
Total long-term debt as at December 31, 2017 was $2,961.0 million (December 31, 2016 - $600.7
million). The following table shows the changes to long-term debt for the twelve months ended
December 31, 2017.
($ millions)
Balance as at December 31, 2016
Proceeds from long-term debt related to DigitalGlobe Transaction on October 5, 2017
Repayment of Maxar outstanding revolving credit facility on October 5, 2017
Repayment of 2024 Term Notes
Repayment of 2017 Term Notes
Proceeds from revolving loan facility and other long-term debt
Foreign currency translation and other
Balance as at December 31, 2017
600.7
3,096.7
(491.0)
(236.3)
(100.0)
65.1
25.8
2,961.0
On October 5, 2017, in connection with the DigitalGlobe Transaction, the Company entered into a
$3.75 billion senior secured syndicated credit facility and refinanced its existing syndicated credit
facility and the remaining balance outstanding of its 2024 Term Notes.
During the first quarter of 2017, the Company used proceeds from its revolving loan facility to repay
its 2017 Term Notes in full upon maturity and a portion of its 2024 Term Notes.
Shareholders’ equity as at December 31, 2017 was $2,013.6 million compared to $863.0 million as
at December 31, 2016. The following table shows the changes to shareholders’ equity for the twelve
months ended December 31, 2017.
($ millions)
Balance as at December 31, 2016
Net earnings
Other comprehensive loss
Dividends
Equity-settled share-based compensation expense
Issuance of shares relating to DigitalGlobe Transaction
Issuance of replacement equity-settled awards relating to
DigitalGlobe Transaction
Common shares issued under employee share purchase plan
Balance as at December 31, 2017
863.0
100.4
(5.4)
(47.4)
11.6
1,071.1
15.8
4.5
2,013.6
Other comprehensive loss was mainly comprised of unrealized foreign exchange losses arising from
the translation of the results of foreign operations. Such foreign currency translation adjustments are
wholly dependent on fluctuations of the U.S. dollar relative to foreign currencies and could result in
unrealized gains or losses that may vary significantly from period to period.
RESULTS BY SEGMENT
The Company analyzes financial performance by segments, which group related activities within the
Company. In the fourth quarter of 2017, after closing the DigitalGlobe Transaction, the Company
changed its financial reporting segments along product lines to better align with its management
structure and growth strategy. Effective October 5, 2017, the Company reports its financial
performance based on three reportable segments: Space Systems, Imagery and Services. Inter-
segment transactions have been eliminated from the segmented financial information discussed
below.
19
Space Systems
Maxar is a leading supplier of space-based and ground-based infrastructure and information solutions.
The Company’s products include communication and imaging satellites, satellite payloads and
antenna subsystems, space-based and airborne surveillance solutions, robotic systems and
associated ground infrastructure and support services.
The Company’s offerings serve multiple markets, primarily for communications and surveillance and
intelligence applications. In the communications market, the Company’s solutions provide cost-
efficient global delivery of a broad range of services, including television and radio distribution,
broadband internet, and mobile communications. In the surveillance and intelligence market, the
Company offers end-to-end solutions to monitor changes and activities around the globe to support
the operational needs of government agencies, both military and civilian, and commercial customers.
The Company also supplies spacecraft and subsystems to the U.S. government, Canadian
government and other customers for scientific research and development missions, as well as robotic
systems for the space and terrestrial markets.
Maxar’s principal customers in the Space Systems segment are government agencies worldwide as
well as satellite operators and satellite manufacturers.
The following table provides selected financial information for the Space Systems segment.
($ millions)
Total revenues
Intersegment eliminations
External revenues
Adjusted EBITDA
Adjusted EBITDA margin percentage
Capital expenditures
2017
1,269.8
10.2
1,259.6
231.9
18.4%
115.7
2016
1,420.8
3.6
1,417.2
246.0
17.4%
98.9
External revenues from the Space Systems segment were $1,259.6 million in 2017 compared to
$1,417.2 million in 2016. The decrease related primarily to a lower level of geostationary
communications satellite construction activity in the current year partially offset by higher revenue from
contracts with the U.S. government and other customers to supply spacecraft and to perform design
studies for scientific research and development missions.
Although the total dollar value of geostationary communication satellite awards to the Company has
remained relatively stable since 2015, there has been a step down in total number and dollar value of
awards compared to historical averages prior to 2015. Revenues have decreased year-over-year as
programs awarded prior to 2015 have been completed and have been replaced by this lower level of
award value since 2015. Satellite operators in the communications satellite industry have continued
to delay award decisions to evaluate geostationary and other competing satellite system architectures
and other changes in the industry. The Company is confident in its ability to adapt to changes in
customer demand and maintain its leading market share position in the face of evolving technology
trends.
Changes in revenues from year to year are influenced by the size, timing and number of satellite
contracts awarded in the current and preceding years and the length of the construction period for
satellite contracts awarded. Revenues on satellite contracts are recognized on a percentage of
20
completion method over the construction period, which can range between 20 to 36 months and up to
48 months in special situations.
Adjusted EBITDA margin percentage from the Space Systems segment for 2017 was 18.4%
compared to 17.4% for 2016. In 2017, adjusted EBITDA included a credit of $24.6 million relating to
the curtailment of a post-retirement benefit plan and a loss provision of $9.6 million relating to a
financial guarantee contract. In 2016, adjusted EBITDA included a contract loss provision of $7.5
million resulting from a change in the estimate of development and engineering costs to complete a
firm fixed price program. The change in margin percentage was also impacted by cost containment
and restructuring efforts and the mix of construction contracts in progress.
Capital expenditures for the Space Systems segment were $115.7 million in 2017 compared to $98.9
million in 2016. The increase reflected the Company’s increased investments in developing
technologies and software and leasehold improvements to move certain manufacturing operations.
In 2017, the Company booked orders to build two communication satellites (2016 – four
communication satellites). They consisted of:
the Star One D2 satellite for Embratel Star One, a powerful multi-mission communications
satellite that will improve access to high quality entertainment and information services for
consumers and businesses in Latin America and will expand broadband coverage to new regions;
and
the JUPITER™ 3 transformational Ultra High Density Satellite for Hughes Network Systems, LLC
(“Hughes”) to be designated EchoStar XXIV. JUPITER™ 3 will be the largest satellite constructed
by the Company to date. The technologies included in this satellite will provide more concentrated
capacity over high-use areas than any other satellite and will power future generations of Hughes
consumer, enterprise and aeronautical services across the Americas.
Prior to closing the DigitalGlobe Transaction, the Company signed a contract with DigitalGlobe, valued
at several hundred million dollars, to provide a next-generation satellite constellation for high-
resolution Earth imaging. The constellation of low Earth orbit satellites, called WorldView Legion, will
more than double DigitalGlobe’s high-resolution capacity in important regions. On October 5, 2017,
the value of this contract was removed from backlog as it became an intercompany contract upon
closing the DigitalGlobe Transaction. Post October 5, 2017, the costs incurred to build the satellite
have been capitalized on the Company’s balance sheet as property, plant and equipment.
Other notable bookings in the Space Systems segment in 2017 included:
a contract with NATO Communications and Information Agency to build a new system to support
NATO's maritime command and control operations under Project TRITON based on a modern
software architecture and technology;
Contract amendments with the Canadian Space Agency to provide funding for continued support
to the robotic operations of the Mobile Servicing System on the International Space Station;
a contract with an customer to provide two communication subsystems that will increase the time
LEO satellites are in communication with the ground and improve the amount of data that could
be transferred;
an authorization to proceed from Sierra Nevada Corporation to provide a communications
subsystem for on-board communication signal processing capabilities for the Dream Chaser®
Cargo System;
a contract with Boeing Satellite Systems, Inc. to supply a communication antenna subsystem for
the AMOS-17 satellite. Scheduled for launch in 2019, AMOS-17 will expand and strengthen
Spacecom’s coverage of the growing satellite service markets in Africa, the Middle East and
Europe;
a contract with the Korea Aerospace Research Institute to provide a communication subsystem to
support the Korean Lunar Exploration Program, a project to develop the first lunar probe in Korea
21
and secure the necessary technology for lunar exploration, such as an orbiter, a landing module,
science payload, and deep space communication;
a five-year contract with Defence Research and Development Canada to help develop and validate
airborne and ground-based hyperspectral imaging capabilities in ultraviolet, visible near-infrared
and low-wave infrared spectral ranges. Maxar will lead a team of five Canadian organizations with
expertise in hyperspectral imaging and data analysis;
a five-year contract with Canada's Department of National Defence (“DND”) that includes one base
year in addition to four one-year renewals. Maxar will extend its operational support which includes
the use of the east and west coast RADARSAT-2 ground systems for the DND Polar Epsilon Near
Real-Time Ship Detection system;
a contract with the Canadian Space Agency to conduct a concept study to determine the feasibility
of using a Synthetic Aperture Radar Sub-Surface Ice Sounder and Imager as a potential payload
on a future Mars orbiter mission;
an authorization to proceed from Airbus Defence and Space for the provision of multiple
communication antenna subsystems to be integrated into the EUTELSAT-5WB communication
satellite;
an authorization to proceed from The Boeing Company for the provision of three Ku-band
communication subsystems that will replace aging Ku-band communication subsystems;
a contract with DARPA, as a partner on its RSGS program, to develop advanced capabilities for
servicing and maintaining spacecraft in geostationary orbit. The Company is expected to provide
a spacecraft to carry the robotic servicing payload and will manage integration and operation of
the spacecraft. This award comes in addition to the 2016 award for the design and build of the
robotic arm flight hardware for the RSGS program; and
a master services agreement to modernize the land administration infrastructure for an
undisclosed international customer as well as an initial award for the initial design phase of a long-
term modernization service;
Operations
In 2017, six geostationary satellites built by the Company were successfully launched and commenced
operations including:
The Amazonas 5 satellite, designed and built for HISPASAT, which will be used for video content
delivery and internet connectivity in Latin America;
The AsiaSat 9 satellite, designed and built for Asia Satellite Telecommunications Company
Limited, which provides high-power C-band coverage and additional Ku-band capacity for direct-
to-home television broadcast, video distribution, VSAT broadband networks and mobility services
across the Asia-Pacific region;
The BSAT-4a satellite, designed and built for Broadcasting Satellite System Corporation, which
will be used for Direct-to-Home (“DTH”) television service in Japan;
The EchoStar XXI satellite, designed and built for EchoStar Corporation, which will be used for
mobile voice and data communications services in Europe;
The BulgariaSat-1 satellite, designed and built for Bulgaria Sat, an affiliate of Bulsatcom, which is
a leading telecommunications company and the largest provider of pay-TV services in Bulgaria.
The satellite will provide high quality DTH television and telecommunications services in the
Balkans and other European regions; and
The Echostar XXIII satellite, designed and built for EchoStar Corporation. The highly flexible Ku-
band satellite is capable of providing service from multiple orbital slots and is expected to provide
high-power direct-to-home services in Brazil.
In the fourth quarter of 2017, six satellites built by the Company for Planet’s SkySat Earth observation
constellation were also successfully launched.
22
During the second quarter of 2017, the Company signed a letter of intent with the Government of
Quebec to establish a Satellite Centre of Excellence at its subsidiary in Montreal, Quebec. The
Government of Quebec will provide financial support of up to $45 million as a royalty-based contingent
venture loan for a next-generation digital payload satellite system and $3 million in the form of a non-
refundable financial contribution which will be used to support the establishment of the Satellite Centre
of Excellence. The agreement is expected to be finalized in the first half of 2018.
Imagery
Maxar is a leading supplier of integrated electro-optical and radar imagery. Sourced from the
Company’s own advanced satellite constellation and third-party providers, the Company’s imagery
solutions provide customers with accurate and mission-critical information about our changing planet,
and support a wide variety of uses, including mission planning, mapping and analysis, environmental
monitoring, disaster management, crop management, oil and gas exploration and infrastructure
management. Maxar’s principal customers in the Imagery segment are U.S., Canadian and other
international government agencies, primarily defense and intelligence, as well as a wide variety of
commercial customers in multiple markets.
The following table provides selected financial information for the Imagery segment.
($ millions)
Total revenues
Intersegment eliminations
External revenues
Adjusted EBITDA
Adjusted EBITDA margin percentage
Capital expenditures
2017
230.1
1.7
228.4
147.6
64.6%
26.7
2016
41.8
0.8
41.0
22.4
54.6%
0.3
External revenues from the Imagery segment increased significantly year over year due to the
inclusion of financial results from DigitalGlobe’s imagery business for the period October 5, 2017 to
December 31, 2017. During this period, DigitalGlobe contributed revenues of $188.1 million to the
Imagery segment. The Imagery segment performed well in the fourth quarter with solid revenues and
several bookings with key customers.
Adjusted EBITDA margin percentage from the Imagery segment for 2017 was 64.6%, compared to
54.6% in 2016. The increase in margin percentage reflected the blend of margins from DigitalGlobe’s
imagery business for the period October 5, 2017 to December 31, 2017 and Maxar’s legacy radar
imagery business.
Capital expenditures for the Imagery segment related almost entirely to DigitalGlobe operations in
2017.
Notable bookings in the Imagery segment announced in 2017 included:
a contract amendment with the NGA for its Geospatial Terminal Operations requirement. The
Company will provide an additional year of software systems and services to automate the
production of NGA's aeronautical charting products associated with flight operations at airports
and the airspace immediately around them;
a contract with the Asia Pulp & Paper Group (“APP”), one of the world’s largest pulp and paper
groups, and part of the Sinar Mas group of companies. Maxar will provide a near real-time Forest
23
Alert Service to assist APP in demonstrating to its stakeholders that they are meeting their zero
deforestation commitments, underpinning their Forest Conservation Policy;
three contract amendments with international customers to provide information collected by the
RADARSAT-2 satellite;
a contract with the National Oceanic and Atmospheric Administration to provide near real-time
RADARSAT-2 information that will be used to provide large and small scale ice and snow products,
ice forecasting, and other monitoring services. The contract includes one base year and three
annual renewal options; and
a contract with Scanex, a leader in the field of satellite monitoring, to provide a RADARSAT-2
ground station solution and extend the provision of RADARSAT-2 data for an additional three
years.
Services
Maxar provides geospatial products and services that combine imagery, analytic expertise and
innovative technology to deliver integrated intelligence solutions to customers. The Company provides
analytic solutions that accurately document change and enable geospatial modeling and analysis that
predict where events will occur to help customers protect lives and make resource allocation decisions.
Maxar’s primary customer in the services segment is the U.S. government, but many capabilities also
support
international governments, global development
organizations and commercial customers.
intelligence requirements
for other
The following table provides selected financial information for the Services segment.
($ millions)
Total revenues
Intersegment eliminations
External revenues
Adjusted EBITDA
Adjusted EBITDA margin percentage
Capital expenditures
2017
144.6
1.4
143.2
23.4
16.3%
2.2
2016
99.7
0.4
99.3
20.3
20.4%
2.3
External revenues from the Services segment increased significantly year over year due to the
inclusion of financial results from DigitalGlobe’s services business for the period October 5, 2017 to
December 31, 2017. During this period, DigitalGlobe contributed revenues of $32.4 million to the
Services segment.
Adjusted EBITDA margin percentage from the Imagery segment for 2017 was 16.3%, compared to
20.4% in 2016. The decrease in margin percentage reflected the blend of margins from DigitalGlobe’s
services business for the period October 5, 2017 to December 31, 2017 and Maxar’s legacy services
business.
Corporate expense
Corporate expense includes items such as corporate office costs, regulatory costs, executive and
director compensation, and fees for audit, legal and consulting services. Corporate costs are not
allocated to operating segments.
24
Corporate expense for 2017 was $24.2 million compared to $21.1 million for last year. The increase
reflects incremental costs relating to the inclusion of DigitalGlobe and of setting up and maintaining
the Company’s current operating company structure.
QUARTERLY INFORMATION
The following table summarizes selected financial information (unaudited) for the eight most recently
completed quarters.
($ millions, except per share amounts)
Consolidated revenues
Adjusted EBITDA1
Adjusted earnings1
Adjusted earnings per share
Net earnings
Net earnings per share, basic
Net earnings per share, diluted
Q4
2017
Q3
2017
Q2
2017
Q1
2017
Q4
2016
Q3
2016
Q2
2016
Q1
2016
545.1
180.9
66.5
1.19
64.5
1.16
1.15
337.5
68.6
36.5
1.00
12.3
0.34
0.34
375.2
66.0
35.3
0.97
19.3
0.53
0.52
373.5
63.1
33.7
0.92
4.3
0.12
0.11
376.6
66.3
38.6
1.06
23.7
0.65
0.62
379.9
61.6
35.4
0.97
32.0
0.88
0.85
390.0
71.6
44.4
1.22
19.6
0.54
0.54
410.9
68.2
41.2
1.13
30.2
0.83
0.82
Weighted average number of common shares outstanding:
(millions)
Basic
Diluted
55.4
55.9
36.5
36.5
36.5
36.5
36.5
36.5
36.4
36.5
36.4
36.6
36.4
36.5
36.3
36.5
1 Refer to the section entitled “Reconciliations” for reconciliation to net earnings for the last eight quarters.
Comparison of fourth quarter results, year over year
Consolidated revenues for the fourth quarter of 2017 were $545.1 million compared to $376.6 million
in 2016. The increase was primarily due to the acquisition of DigitalGlobe on October 5, 2017. The
Space Systems segment contributed revenues of $284.1 million compared to $339.2 million for the
fourth quarter of 2016. The decrease reflected a lower level of geostationary communication satellite
construction activity in the fourth quarter of this year compared to the prior year. The Imagery segment
contributed revenues of $199.3 million compared to $10.6 million for the fourth quarter of 2016. The
Services segment contributed revenues of $61.7 million compared to $26.8 million for the fourth
quarter of 2016.
Adjusted EBITDA for the fourth quarter of 2017 was $180.9 million (adjusted EBITDA margin
percentage of 33.2%) compared to $66.3 million (adjusted EBITDA margin percentage of 17.6%) for
the same period of 2016. Similar to revenues, the increase was primarily due to the acquisition of
DigitalGlobe on October 5, 2017. Adjusted EBITDA from the Space Systems segment was $47.2
million (adjusted EBITDA margin percentage of 16.6%) compared to $60.9 million (adjusted EBITDA
margin percentage of 18.0%) for the fourth quarter of 2016. The decrease in the adjusted EBITDA
margin percentage was mainly due to the timing of compensation related accruals and revisions to
costs and revenue estimates on construction contracts in the ordinary course of business partially
offset by the impact of a credit related to the curtailment of a post-retirement benefit plan and a
provision for a financial guarantee contract. Adjusted EBITDA from the Imagery segment was $130.7
million compared to $5.9 million for the fourth quarter of 2016. Adjusted EBITDA from the Services
segment was $9.5 million compared to $6.1 million for the fourth quarter of 2016. Corporate expenses
were $6.4 million for the fourth quarter of 2017 compared to $6.7 million for the fourth quarter of 2016.
Adjusted earnings for the fourth quarter of 2017 was $66.5 million, or $1.19 per share, compared to
adjusted earnings of $38.6 million, or $1.06 per share, for the fourth quarter of 2016.
25
Net earnings for the fourth quarter of 2017 was $64.5 million compared to $23.7 million for the fourth
quarter of last year. Net earnings for the fourth quarter of 2017 included amortization of acquisition
related intangible assets of $55.3 million (2016 - $8.0 million), acquisition related expenses of $30.1
million (2016 - nil), loss from early extinguishment of debt of $23.0 million (2016 – nil), and restructuring
and enterprise improvement costs of $20.2 million (2016 - nil).
Quarter to quarter variances
Revenues and adjusted EBITDA may vary from quarter to quarter due to a number of factors. They
include: the timing of acquisitions and their contribution to revenues and earnings; the size and number
of construction contracts in progress; changes in the revenue mix of service and construction contracts
and the contract life cycle of large construction contracts; recognition of investment tax credits;
fluctuations in foreign exchange rates; volume of subcontract activity; and the impact of revisions of
total cost and revenue estimates on construction contracts, including the recognition or reversal of
contract loss provisions.
The volatility in the Company’s net earnings over the last eight quarters was due to many factors such
as the variability in acquisition related expenses, loss from early extinguishment of debt, restructuring
and enterprise improvement costs, share-based compensation and foreign exchange gains and
losses. These factors affecting the comparability of quarterly net earnings are provided in section
“Reconciliations” of this MD&A.
While the Company reports quarterly, its results should be viewed from a long-term perspective. For
this reason and the reasons cited above, the Company cautions readers that quarter to quarter
comparisons of the Company’s financial results may not necessarily be meaningful and should not be
relied upon as an indication of future performance.
LIQUIDITY
The Company’s principal sources of liquidity are cash provided by operations, collection or
securitization of orbital receivables and access to credit facilities and equity capital resources,
including public common share offerings. The Company’s primary short-term cash requirement is to
fund working capital, including supplier payments on long-term construction contracts and fixed
overhead costs. Working capital requirements can vary significantly from period to period. The
Company’s medium-term cash requirements are to service and repay debt and to invest in facilities,
equipment, technologies, and research and development for growth initiatives. Cash is also used to
pay dividends and finance other long-term strategic business initiatives.
The Company believes that its principal sources of liquidity will be sufficient to enable the Company
to meet its anticipated operating, capital expenditure, growth, investment, debt service, dividend, and
other financial requirements in the near term.
26
Summary of statement of cash flows
The following table provides selected cash flow information.
($ millions)
Cash provided by operations1
Changes in operating assets and liabilities
Cash provided by operating activities
Cash used in investing activities
Cash provided by (used in) financing activities
Effect of foreign currency on cash and cash equivalents
Cash and cash equivalents, beginning of year
Cash and cash equivalents, end of year2
1 Before changes in operating assets and liabilities.
2 Cash and cash equivalents less bank overdraft.
2017
248.4
(42.5)
205.9
(2,387.7)
2,205.1
(0.4)
(3.8)
19.1
2016
249.6
(119.2)
130.4
(100.2)
(63.2)
(0.8)
30.0
(3.8)
Operating activities
The Company generated $205.9 million in cash flow from operations in 2017 after changes in non-
cash working capital items compared to $130.4 million in 2016. Cash flows from operations in 2017
included $99.0 million of outflows for acquisition related expenses relating to the DigitalGlobe
Transaction. Excluding these outflows, cash flow from operations in 2017 would have been $304.9
million. The increase in operating cash flow in the current year compared to 2016 was due to the
inclusion of DigitalGlobe for the period of October 5, 2017 to December 31, 2017 as well as more
favorable timing of receipt of customer payments compared to revenue recognized under percentage
of completion accounting. During the fourth quarter, the Company received payments on outstanding
notes receivable and trade receivables of $102.9 million related to two interim vendor financing
arrangements. In 2017, working capital was negatively impacted by the recognition of a non-cash
past service credit on the curtailment of one of the Company’s post-retirement benefit plans, the
recognition of investment tax credits and a draw-down of deferred revenue in the Company’s imagery
business.
Cash flows from operating activities can vary significantly from period to period as a result of the
Company’s working capital requirements, given its portfolio of large construction programs and the
timing of milestone receipts and payments with customers and suppliers in the ordinary course of
business. Investment in working capital is also necessary to build the Company’s business and
manage lead times in construction activities. The Company expects working capital account balances
to remain uneven. The Company efficiently funds its working capital requirements with its revolving
credit facilities.
Investing activities
The Company used $2,387.7 million for investing activities in 2017 compared to $100.2 million in 2016.
The most significant outflow related to the acquisition of DigitalGlobe in which the Company used
$2,273.0 million to pay cash consideration due to DigitalGlobe shareholders and equity award holders
and to pay out DigitalGlobe’s long-term debt and liabilities for transaction costs assumed in the
transaction, net of cash acquired. Other notable investing activities in 2017 were purchases of
property, plant and equipment of $49.7 million (2016 - $39.6 million) and investments in technologies
and software of $76.9 million (2016 - $61.4 million) partially offset by a decrease in restricted cash of
$6.4 million (2016 - $0.4 million) and net cash inflows relating to short-term investments. The decrease
in restricted cash related primarily to a release of funds from a supplier escrow account on a major
satellite program. Purchases of property, plant and equipment included investments in leasehold
improvements to move certain manufacturing operations to new leased facilities. Investments in
technology and software were higher this year as the Company capitalized higher levels of costs
relating to the internal development of key technologies including the digital payload program.
27
Financing activities
The Company generated $2,205.1 million from financing activities in 2017 compared to using $63.2
million in 2016. In 2017, cash flows from financing activities included a net inflow of $2,359.6 from
changes in long-term debt balances relating to the DigitalGlobe Transaction on October 5, 2017. The
change was comprised of proceeds of $3,096.7 million from new debt under the Company’s new
senior secured syndicated credit facility offset by $737.1 million for settlement of the Company’s
previously outstanding revolving loan facility and 2024 Term Notes. Cash flows from financing
activities also included drawdowns of $65.1 million under the Company’s revolving loan facility and
operating loan facility in the ordinary course of business compared to repayments of $100.8 million in
2016. Other notable financing activities in 2017 were repayment of the 2017 Term Notes of $100.0
million, repayment of a portion of the 2024 Term Notes of $10.2 million (2016 – 13.7 million),
repayment of securitization liabilities of $21.8 million (2016 – proceeds from net drawdowns of $119.8
million), and payment of interest on long-term debt amounting to $40.5 million (2016 - $30.1 million).
The Company paid dividends of $47.4 million (2016 - $40.9 million), representing dividends of C$1.48
per common share in each year.
Credit facilities
The following table summarizes the Company’s long-term debt.
($ millions)
Syndicated credit facility:
Revolving credit facility
Term Loan A
Term Loan B
Senior term notes
Financing fees
Obligations under finance leases
Long-term debt
December 31, 2017
December 31, 2016
494.6
500.0
2,000.0
-
(52.4)
18.8
2,961.0
260.1
-
-
336.3
(0.4)
4.7
600.7
Credit facilities
On October 5, 2017, in connection with the acquisition of DigitalGlobe, the Company entered into a
$3.75 billion senior secured syndicated credit facility (the “Syndicated Credit Facility”). The Syndicated
Credit Facility is comprised of: (i) a four year senior secured first lien revolving credit facility in an
aggregate principal amount of $1.15 billion and a four year senior secured first lien operating facility
in an aggregate principal amount of $100.0 million (collectively, the “Revolving Credit Facilities”), (ii) a
senior secured first lien term A facility (“Term Loan A”) in an aggregate principal amount of $500 million
consisting of a $250 million tranche with a three year maturity and a $250 million tranche with a four
year maturity, and (iii) a seven year senior secured first lien term B facility (“Term Loan B”) in an
aggregate principal amount of $2.0 billion. The net proceeds of the Syndicated Credit Facility were
used, along with cash on hand, to consummate the acquisition of DigitalGlobe, to refinance all amounts
outstanding under the Company’s existing syndicated credit facility and senior term loans, to repay
DigitalGlobe’s outstanding indebtedness, to pay transaction fees and expenses, to fund working
capital and for general corporate purposes.
Loans under the Revolving Credit Facility are available in U.S. dollars and, at the option of the
Company, in Canadian dollars. Term Loan A and Term Loan B are repayable in U.S. dollars.
Borrowings under the Revolving Credit Facility and Term Loan A bear interest at a rate equal to U.S.
Libor (for U.S. dollar borrowings) and CDOR or Canadian Bankers’ Acceptances (for Canadian dollar
borrowings), plus a margin of 1.2%-3.0% per annum, based on the Company’s total leverage ratio.
Term Loan B bears interest at U.S. Libor plus 2.75% per annum. The Revolving Credit Facility and
Term Loan A are payable at maturity. Term Loan B will amortize in equal quarterly installments in
28
aggregate annual amounts equal to 1% of the original principal amount of the loan, with the final
balance payable at maturity. The Revolving Credit Facility, Term Loan A, and Term Loan B may be
repaid by the Company, in whole or in part, together with accrued interest, without premium or penalty,
with the exception of a 1% soft call prepayment premium on Term Loan B, applicable during the first
six months of the loan.
The Syndicated Credit Facility is guaranteed by the Company and certain designated subsidiaries of
the Company. The security for the Syndicated Credit Facility, subject to customary exceptions, will
include substantially all the tangible and intangible assets of the Company and its subsidiary
guarantors. The Company is required to make mandatory prepayments of the outstanding principal
and accrued interest upon the occurrence of certain events and to the extent of a specified percentage
of annual excess cash flow that is not reinvested or used for other specified purposes. The Syndicated
Credit Facility is subject to customary affirmative and negative covenants, default provisions,
representations and warranties and other terms and conditions.
The Revolving Credit Facility includes an aggregate $200 million sub limit under which letters of credit
can be issued. As at December 31, 2017, the Company also had in place a total of $125 million in
letter of credit agreements with major banks.
As at December 31, 2016, the Company had certain amounts owing under its previous syndicated
credit facility, a twelve year senior secured note purchase agreement for $250 million (the “2024 Term
Notes”), and a long term debt agreement for $100 million (the “2017 Term Notes”). On February 22,
2017, the Company repaid in full at maturity $100 million to settle the 2017 Term Notes. On February
28, 2017, the Company repaid $10.2 million of principal of its 2024 Term Notes in connection with a
drawdown under its revolving securitization facility agreement. On October 5, 2017, the Company’s
previous syndicated credit facility and 2024 Term Notes were fully repaid, in addition to a make-whole
premium of $20.0 million, concurrent with the borrowings under the Syndicated Credit Facility.
The Company has significant unused borrowing capacity under its syndicated credit facility and ready
access to capital markets on an as-required basis to finance growth initiatives.
Debt covenants
As at December 31, 2017, the Company was in compliance with all covenants under its various credit
facilities and long-term debt agreement.
Securitization liability
The Company has in place a revolving securitization facility agreement with an international financial
institution. Under the terms of the agreement, the Company may offer to sell up to $400 million of
eligible orbital receivables from time to time with terms of seven years or less discounted to face value
using prevailing market rates. In 2016, the Company executed two drawdowns and sold orbital
receivables with book value of $112.1 million for net proceeds of $123.1 million. The proceeds of the
drawdowns were used to pay down long-term debt but the facility will ultimately be used to help fund
growth initiatives. There were no drawdowns executed during the year ended December 31, 2017.
The orbital receivables that were securitized remain on the Company’s balance sheet as the Company
continues to service the orbital receivables and has retained substantially all of the risks and rewards
of ownership. The net proceeds received have been recognized as a securitization liability that has
been subsequently measured at amortized cost using the effective interest rate method. The
securitized orbital receivables and the securitization liability are being drawn down as payments are
received from the customers and passed on to the international financial institution. The Company
continues to recognize orbital income on the orbital receivables that are subject to the securitization
transactions and recognizes interest expense to accrete the securitization liability to the value at
maturity.
29
CONTRACTUAL OBLIGATIONS, COMMITMENTS AND CONTINGENCIES
The Company enters into contractual obligations in the normal course of business. The following table
provides a summary of the Company’s payment obligations in each of the next five years and
thereafter specifically related to long-term debt, operating leases and other obligations.
As at December 31, 2017
2018
2019
2020
2021
2022
There-
after
Total
($ millions)
Syndicated credit facility (excluding interest)
Finance leases (excluding interest)
Securitization liability (excluding interest)
Operating leases1
Purchase obligations
Other obligations2
11.4
6.7
15.5
38.0
370.2
9.4
451.2
11.4
6.3
15.2
35.1
286.6
3.3
357.9
261.6
5.3
16.8
29.0
117.7
1.6
432.0
757.1
0.4
18.7
26.9
16.6
1.4
821.1
13.0 1,887.7 2,942.2
18.8
106.3
254.8
818.7
23.4
-
19.3
102.5
13.8
6.7
0.1
20.8
23.3
13.8
1.0
72.0 2,030.0 4,164.2
1 The operating leases were primarily related to rental of office and manufacturing space.
2 Other obligations means other financial liabilities reflected on the Company’s consolidated balance sheets as at December
31, 2017, which was primarily comprised of non-trade payables and deferred fair value losses on foreign exchange forward
contracts.
The Company has significant purchase obligations for goods and services, under legally enforceable
agreements with defined terms as to quantity, price and timing of delivery. Most of these purchase
obligations are for purchase or construction of property, plant and equipment or intangible assets,
operational commitments related to remote ground terminals, or with subcontractors on long-term
construction contracts that the Company has with its customers.
As at December 31, 2017, the Company’s banks have issued letters of credit for $108.0 million
(December 31, 2016 - $83.7 million) in the normal course of business, of which $77.9 million
(December 31, 2016 - $69.5 million) was guaranteed by Export Development Canada (“EDC”), a
Canadian government corporation.
During the year, the Company has also provided an indemnity to EDC in partial support of selected
satellite financings provided by EDC. The indemnity is not recognized on the balance sheet and if it
were called upon, the maximum value of the indemnity as at December 31, 2017 was $50.3 million.
The Company has received, in aggregate, $7.2 million (C$9.0 million) of government grants under a
non-refundable contribution agreement with Investissement Québec relating to the expansion of the
Company’s satellite systems facility in Montreal. The government grants can become conditionally
repayable if certain average employment targets to December 31, 2018 are not met. As at December
31, 2017, the Company has met the required employment targets.
In prior years, the Company's Canadian operations have received funding under contract from the
Government of Canada under several programs that support the development of new commercial
technologies and products for delivery to customers of the Government of Canada. This funding is
subject to possible repayment in the form of royalties, generally not exceeding 5% of future revenues,
on commercialization of that intellectual property by Maxar. For the years ended December 31, 2017
and 2016, no funding was received under these programs.
In July 2017, a DigitalGlobe shareholder filed a lawsuit in the U.S. District Court for the District of
Colorado, naming DigitalGlobe, Maxar, and the individual directors of DigitalGlobe at the time of the
DigitalGlobe Transaction as defendants. On February 12, 2018, the plaintiff filed a voluntary motion
to dismiss.
30
Additional lawsuits arising out of or relating to the Merger Agreement or the DigitalGlobe Transaction
may be filed in the future.
In October 2017, Foros Advisors LLC (“Foros”) filed a lawsuit in the U.S. District Court for the Southern
District of New York, naming DigitalGlobe as the defendant. In December 2017, Foros filed an
amended complaint in the lawsuit. The amended complaint alleges that DigitalGlobe breached a
contract with Foros by not offering Foros the opportunity to serve as advisor to DigitalGlobe in
connection with Maxar’s acquisition of DigitalGlobe. The lawsuit seeks damages in an amount not
less than $18 million for this breach, plus pre-judgment interest.
On January 8, 2018, DigitalGlobe filed a motion to dismiss the amended complaint. Briefing on the
motion to dismiss will be completed in February 2018.
While it is too early to predict the outcome of litigation or a reasonable range of potential losses, Maxar
believes this lawsuit is without merit.
In November 2017, certain purported former holders of DigitalGlobe Series A Convertible Preferred
Stock and certain purported former holders of shares of DigitalGlobe common stock filed petitions for
appraisal of the value of their purported holdings of DigitalGlobe common and preferred stock as of
the date of Maxar’s acquisition of DigitalGlobe. DigitalGlobe is named as the respondent in the
lawsuits, and filed answers to the lawsuits in December 2017.
It is too early to predict the outcome of this litigation or a reasonable range of potential losses.
Additional petitions for appraisal arising out of or relating to Maxar’s acquisition of DigitalGlobe may
be filed in the future.
The Company is a party to various other legal proceedings and claims that arise in the ordinary course
of business as either a plaintiff or defendant. The Company analyzes all legal proceedings and the
allegations therein. The outcome of any of these other proceedings, either individually or in the
aggregate, is not expected to have a material adverse effect on the Company’s financial position,
results of operations or liquidity.
For further information on the Company’s contractual obligations, contingencies and commitments,
refer to the notes to the consolidated financial statements.
SIGNIFICANT ACCOUNTING POLICIES AND THE USE OF ESTIMATES
In the application of the Company’s accounting policies, which are described in note 3 of the
consolidated financial statements, management is required to make estimates, assumptions and
judgments that affect the reported amounts of assets, liabilities, revenues and expenses. These
estimates, assumptions and judgments are evaluated by management on an ongoing basis and are
based on historical experience and various factors that management believes to be reasonable under
the circumstances. However, due to the nature of estimates, actual results may differ from these
estimates.
The most significant areas that require management to use estimates, assumptions and judgments
are discussed below.
31
Revenue recognition
Application of IFRS related to the recognition and measurement of revenue requires the use of
judgments and estimates. Specifically, judgment is used in interpreting complex arrangements with
nonstandard terms and conditions and determining when all criteria for revenue recognition have been
met.
Maxar generates a significant portion of revenues from long-term construction contracts. Revenues
from long-term construction contracts, including amounts attributed to customer supplied materials,
are recognized using the percentage of completion method based on costs incurred relative to total
estimated costs. The inception to date effect of any changes in estimates of contract price or costs to
complete is recognized in the period when the change is determined by management. The long-term
nature of contracts involves considerable use of judgment and estimates in determining total revenues,
total costs, performance incentives, contract risks, and percentage of completion. There are numerous
factors to consider, including variances in the contract deliverables, scheduling, labour costs, material
costs and productivity. The Company has developed methods and systems to provide reasonably
dependable expenditure estimates for its long-term construction contracts.
When management’s estimates indicate that it is probable that total contract costs including allocation
of overhead will exceed contract revenue on a construction contract upon completion, a provision for
the expected loss is recognized immediately in the period in which the loss becomes evident. In 2017
and 2016, the Company has recognized contract loss provisions for certain construction contracts.
Management continually reviews the estimates for total contract costs and revenues and adjusts the
contract loss provisions as necessary.
Maxar enters into certain long-term construction contracts with the Canadian government where a
portion of the funding received may be contingently repayable. Government assistance relating to
long-term construction contracts is treated as an increase in revenue or as a reduction in costs,
depending on its nature. Maxar reviews all government assistance to determine which of the methods
is appropriate in the circumstances. Maxar treats amounts received from governments as revenue on
contracts when the government is the final customer and where the contract requires that a final
product be delivered. In certain cases, Maxar retains the commercial rights to the related intellectual
property but the government retains the rights to receive a royalty on any commercialization of that
intellectual property. Maxar treats amounts received from governments as a reduction of costs incurred
when funding is provided for the development of a capability or intellectual property.
In addition, the Company enters into contracts that contain multiple deliverables. Judgment is required
to properly identify the units of accounting in transactions with multiple deliverables and to determine
how revenue should be allocated to those units of accounting. The Company has not historically been
able to use third-party evidence of selling price when allocating consideration as part of a multiple-
element arrangement due to the unique nature of our products and services and lack of visibility into
competitor pricing. Therefore, relative selling prices are determined based on best estimates that
involve judgment and consider multiple factors that may vary based on the nature of the deliverables
included in an arrangement. Factors considered include, but are not limited to market conditions,
competitive landscape, geographic or regional specific factors, internal costs, profit margin objectives
and pricing practices used by the Company.
Income taxes
The Company is subject to taxation in numerous jurisdictions and exercises judgment in estimating
the provision for federal, provincial, and foreign income taxes. Income tax laws and regulations can
be complex and are potentially subject to different interpretation between the Company and the
respective tax authority. Provisions for tax are made using the Company’s best estimate of the amount
of tax expected to be paid based on an assessment of all relevant factors. However, the precision and
32
reliability of the estimates are subject to uncertainty and may change as additional information
becomes known.
Deferred tax assets are recognized only when it is probable that sufficient taxable profit will be
available in future periods against which deductible temporary differences may be utilized. The
recognition of deferred income tax assets involves considerable use of judgment and requires
management to make estimates and assumptions, including estimates of projected taxable income,
the timing of the reversal of temporary differences, the tax rates and laws in each respective jurisdiction
and the impact of tax planning strategies. The amount of recognized deferred tax assets may change
from period to period due to the uncertainties surrounding these assumptions.
The Tax Cuts and Jobs Act (“2017 Act”) was enacted on December 22, 2017. The 2017 Act includes
a broad range of tax reform proposals affecting businesses, including a reduction in the U.S. federal
corporate tax rate from 35% to 21%, a one-time mandatory deemed repatriation tax on earnings of
certain foreign subsidiaries that were previously tax deferred, limitations on interest expense
deductions, a new base erosion focused minimum tax applicable to certain payments to foreign related
parties and the creation of new taxes on earnings of non-U.S. subsidiaries.
For the year ended December 31, 2017, the Company has not finalized the accounting for the tax
effects of the enactment of the 2017 Act. However, the Company has made a reasonable estimate of
the impact of the 2017 Act on the Company’s existing deferred tax balances and the one-time
mandatory deemed repatriation tax. The Company’s deferred tax balances for its U.S. subsidiaries
have been re-measured based on the newly enacted tax rates at which the deferred tax assets and
liabilities are expected to reverse in future fiscal years. The impact of this re-measurement and the
provision for the one-time mandatory deemed repatriation tax was not material.
For other elements of tax expense, the Company has not been able to make a reasonable estimate
and continues to account for such items based on the provisions of the tax laws that were in effect
immediately prior to the 2017 Act. As the Company finalizes the accounting for the tax effects of the
enactment of the 2017 Act, the Company expects to reflect adjustments to the recorded provisional
amounts and record additional tax effects of the 2017 Act.
Business combinations
In a business combination, all assets, liabilities and contingent liabilities acquired or assumed are
recorded at their fair values at the date of acquisition. Management uses judgment when estimating
fair values of the net assets acquired and any contingent consideration to be recognized as part of the
initial purchase consideration. The fair value of intangible assets acquired is determined using
valuation techniques that require estimation of replacement costs, future net cash flows and discount
rates. Changes in the estimates and assumptions used could have a material impact on the amount
of goodwill recorded and the amount of depreciation and amortization expense recognized in earnings
for depreciable assets in future periods.
Impairment of non-financial assets
Goodwill is not amortized. The Company tests goodwill for impairment annually or more frequently if
events or changes in circumstances indicate that the asset might be impaired. Goodwill is considered
to be impaired and an impairment loss would be recognized in earnings when the carrying amount of
the cash generating unit or group of cash generating units to which the goodwill has been allocated
exceeds its fair value.
Intangible assets with finite useful lives are amortized over their estimated useful lives. The Company
reviews the amortization methods and estimated useful lives of intangible assets annually. As at
December 31, 2017, the Company did not have any indefinite life intangible assets. The Company
tests intangible assets for impairment when events or changes in circumstances indicate that an asset
33
might be impaired. The impairment test compares the carrying amount of the intangible asset with its
fair value, and an impairment loss would be recognized in earnings for the excess of carrying value
over fair value, if any.
Maxar has used independent third party valuation specialists for significant acquisitions to perform
purchase price allocations and to identify and attribute values and estimated useful lives to the
intangible assets acquired. Details provided in valuators’ reports on cash flows, tax rates, discount
rates, capital expenditures, attrition rates and other assumptions used to determine the nature and
amount of the individual intangible assets are reviewed by management. This process calls for
considerable use of judgment, and requires all parties involved to make estimates and assumptions.
These determinations impact the amount of amortization expense to be recognized in future periods
over the estimated useful lives of the intangible assets.
Impairment tests of goodwill and intangible assets involve considerable use of judgment and require
management to make estimates and assumptions. The fair values of cash generating units are derived
from certain valuation models, which consider various factors such as discount rates, future earnings
and perpetual growth rates. Changes in estimates and assumptions can affect the reported value of
goodwill and intangible assets.
Satellite useful lives
The estimated useful life over which the Company depreciates a satellite is determined once the
satellite has been placed into orbit. The initial determination of the satellite useful life involves a
complex analysis that considers random part failure probabilities, expected component degradation
and cycle life, predicted fuel consumption, and other factors.
At least annually, or more frequently should facts and circumstances indicate, the Company performs
an assessment of the remaining useful lives of our satellites. The assessment evaluates on-orbit
performance, remaining fuel, remaining anticipated component cycle life and durability, environmental
and operational stresses and other factors that may impact the satellite’s useful life. Any change in the
useful lives of satellites is accounted for on a prospective basis from the date of change, generally as
of the first day of the quarter in which the change is made.
The Company made no changes to the estimated useful lives of its satellites for the year ended
December 31, 2017 subsequent to the acquisition of DigitalGlobe on October 5, 2017.
Impairment of financial assets
Financial assets not carried at fair value through earnings are assessed for impairment at each
reporting date. A financial asset is impaired if objective evidence indicates that a loss event which
negatively affected the estimated future cash flows has occurred after the initial recognition of the
asset. Management uses judgment when identifying and assessing objective evidence that may
indicate a loss event and when estimating the potential impact on the carrying value of accounts
receivable, notes receivable, orbital receivables, and other financial assets. For financial assets
measured at amortized cost, the impairment loss is the difference between the carrying amount and
the present value of the estimated future cash flows, discounted at the original effective interest rate.
If an impairment has occurred, the carrying amount of the asset is reduced, with the amount of the
loss recognized in earnings. A permanent impairment loss for an available-for-sale investment is
recognized by transferring the cumulative loss previously recognized in other comprehensive income
to earnings.
Fair valuation of financial instruments
IFRS requires financial instruments to be measured at fair value as at the balance sheet date. In
determining fair value, the Company must estimate the price that market participants would sell for, or
buy at, in an active liquid market, if there was one. Current market conditions, in which some financial
34
instruments may lack an active market, make it more difficult for the Company to estimate fair value.
While management believes the estimates of fair values at the balance sheet date are reasonable,
differences in estimates could have an impact on the financial position and results of operations of the
Company.
Derecognition of financial assets
IFRS requires that financial assets be derecognized when the rights to receive cash flows from the
assets have expired or have been transferred, either outright or through a qualifying pass-through
arrangement, and the Company has transferred substantially all of the risk and rewards of ownership
of the asset. When the Company retains substantially all of the risks and rewards of transferred assets,
the transferred assets are not derecognized and remain on the consolidated balance sheet.
Management assesses these criteria using the balance of facts and circumstances of each individual
arrangement and applies considerable judgment when making these assessments, particularly when
determining whether substantially all the risks and rewards of ownership of the financial assets have
been transferred. The Company assessed these criteria in order to determine the appropriate
accounting treatment for the orbital securitization transactions executed in 2016 and concluded that
the Company has retained substantially all of the risks and rewards of ownership of the orbital
receivables. Accordingly, the securitized orbital receivables remain recognized on the consolidated
balance sheet and the net proceeds received have been recognized as a securitization liability. Any
changes to the conclusions of these assessments could have a material impact on the consolidated
financial statements.
Provisions
The Company records a provision when an obligation to a third party exists, the payment is probable
and the amount can be reasonably estimated. The Company records a provision based on the best
estimate of the expenditure required to settle the present obligation at the balance sheet date. While
management believes these estimates are reasonable, differences in actual results or changes in
estimates could have an impact on the liabilities and results of operations recorded by the Company.
Pension and other post-retirement benefit obligations
The Company’s obligations and expenses relating to defined benefit pension and other post-retirement
benefit plans are determined using actuarial calculations, and are dependent on significant
assumptions such as the long-term rate of return on plan assets, the discount rate for pension benefits
obligations and the rate of compensation increase. While management believes these assumptions
are reasonable, differences in actual results or changes in assumptions could have an impact on the
obligations and expenses recorded by the Company.
Share-based compensation
The Company measures the fair value of its share-based compensation awards using the Black-
Scholes option pricing model and recognizes the fair value expense on a straight-line basis over the
relevant vesting period. Management uses judgment to determine the inputs to the Black-Scholes
option pricing model including expected plan lives, underlying share price volatility and forfeiture rates.
Changes in these assumptions could have a material impact on the calculation of fair value and the
amount of compensation expense recognized in earnings.
Hedge accounting
IFRS specifies the criteria that must be satisfied in order to apply hedge accounting under each of the
permitted hedging strategies relevant to the Company. The Company applies considerable judgment
when assessing whether a hedging relationship meets the criteria to qualify for hedge accounting and
when testing for effectiveness. Hedge accounting is discontinued prospectively when the hedging
relationship ceases to be effective or the hedging or hedged items cease to exist as a result of
invoicing, maturity, expiry, sale, termination, cancellation or exercise. The fair value of hedged items
and hedging instruments are primarily derived from market values adjusted for credit risk, which can
fluctuate greatly from period to period. When a hedging relationship does not qualify for hedge
35
accounting, the changes in fair value are recognized immediately in earnings and can result in
significant variability in net earnings.
Investment tax credits
The Company recognizes investment tax credits when the reasonable assurance threshold is met.
Investment tax credits may be carried forward to reduce future Canadian federal and provincial income
taxes payable. The Company applies judgment when determining whether the reasonable assurance
threshold has been met to recognize investment tax credits in the consolidated financial statements.
For investment tax credits that have not met the criteria to be recognized in the consolidated financial
statements, management continually reviews these interpretations and assessments and recognizes
the investment tax credits relating to prior period expenses in the period when the reasonable
assurance criteria have been met. The Company must interpret eligibility requirements in accordance
with Canadian income tax laws and must assess whether future taxable income will be available
against which the investment tax credits can be utilized. Any changes in these interpretations and
assessments could have a material impact on the amount and timing of investment tax credits
recognized in the consolidated financial statements. Furthermore, the amount of investment tax credits
recognized in a period may impact adjusted EBITDA margin percentages.
NEW ACCOUNTING STANDARDS
In May 2014, the International Accounting Standards Board (“IASB”) issued IFRS 15 - Revenue from
Contracts with Customers, which supersedes IAS 18 - Revenue, IAS 11 - Construction Contracts and
other interpretive guidance associated with revenue recognition. IFRS 15 provides a single, principles-
based five-step model to be applied to all contracts with customers to determine how and when an
entity should recognize revenue. The standard also provides guidance on whether revenue should
be recognized at a point in time or over time as well as requirements for more informative, relevant
disclosures. IFRS 15 is effective for annual periods beginning on or after January 1, 2018 with earlier
adoption permitted. The Company has established an implementation plan and intends to adopt IFRS
15 in its financial statements for the annual period beginning on January 1, 2018 and apply IFRS 15
retrospectively to prior periods.
The Company is continuing to assess the transition impact of adopting IFRS 15 on its consolidated
financial statements. This includes finalizing the evaluation of (i) recognition and measurement of all
significant construction and service contracts in place, including contracts acquired in the DigitalGlobe
Transaction or subsequently entered into by DigitalGlobe entities; (ii) company policies and business
practice; (iii) internal controls; and (iv) significant judgments and estimations required.
While the Company continues to assess all potential impacts of the new revenue recognition standard,
it currently believes the most significant impact will relate to its method for accounting for contract loss
provisions. A contract with a customer will be considered onerous and a loss provision will be
recognized only if it becomes probable that the total estimated direct costs of the contract, excluding
allocated overheads, exceeds total contract revenues. Currently, the Company recognizes a contract
loss provision if it becomes probable that total contract costs, including allocated overheads, exceeds
total contract revenues. The impact of this change in accounting policy, when adopted, would decrease
the frequency and amount of contract loss provisions recognized.
The Company expects that the significant majority of long-term construction and service contracts
currently accounted for under the percentage of completion method will meet the requirements for
revenue recognition over time under IFRS 15, and the Company will continue to apply a costs incurred
to expected total cost model.
The Company is currently quantifying the transition impact and compiling the disclosures required for
transition to IFRS 15. The Company will present its 2018 first quarter financial statements under this
new standard.
36
In July 2014, the IASB issued IFRS 9 - Financial Instruments, which replaces the earlier versions of
IFRS 9 and completes the IASB’s project to replace IAS 39 - Financial Instruments: Recognition and
Measurement. IFRS 9 includes a logical model for classification and measurement of financial assets;
a single, forward-looking ‘expected credit loss’ impairment model and a substantially-reformed
approach to hedge accounting to better link the economics of risk management with its accounting
treatment. IFRS 9 is effective for annual periods beginning on or after January 1, 2018 and must be
applied retrospectively with some exemptions. Earlier adoption is permitted.
For hedge accounting, IFRS 9 allows companies to continue to use the existing requirements under
IAS 39 rather than adopting the new requirements of IFRS 9 from January 1, 2018 up until IASB
finalizes its macro hedge accounting project. As permitted, the Company has elected to not adopt the
IFRS 9 hedge accounting requirements of IFRS 15 on January 1, 2018 and will retain the IAS 39
hedge accounting requirements.
Other than hedge accounting, the Company will adopt the standard beginning January 1, 2018 using
the modified retrospective application method, where the 2017 comparatives are not restated and a
cumulative catch up adjustment is recorded on January 1, 2018, for any differences identified including
adjustments to opening retained earnings balances. The Company has analyzed the impact of
adopting IFRS 9 and anticipates that there will be no material changes as a result of adopting this new
standard.
In January 2016, the IASB issued IFRS 16 - Leases, which supersedes IAS 17 - Leases. IFRS 16
establishes principles for the recognition, measurement, presentation and disclosure of leases. The
standard establishes a single model for lessees to bring leases on-balance sheet while lessor
accounting remains largely unchanged and retains the finance and operating lease distinctions. IFRS
16 is effective for annual periods beginning on or after January 1, 2019 with earlier adoption permitted,
but only if also applying IFRS 15 - Revenue from Contracts with Customers and must be applied
retrospectively with some exceptions. The Company is currently evaluating the impact of IFRS 16 on
its financial statements and does not intend to early adopt the standard.
RELATED PARTY TRANSACTIONS
As at December 31, 2017, the Company had no material transactions with related parties as defined
in IAS 24 - Related Party Disclosures, except those pertaining to transactions with key management
personnel in the ordinary course of their employment or directorship arrangements.
($ millions)
Salaries and other benefits
Post-employment benefits
Share-based payments
2017
9.4
1.5
5.2
16.1
2016
8.2
0.5
16.8
25.5
In the second quarter of 2016, Daniel E. Friedmann, the former President and Chief Executive Officer
of the Company, received a total of $14.2 million as contemplated by his 1999 employment agreement,
of which $11.9 million of this amount was recorded as settlement of share-based compensation.
37
FINANCIAL INSTRUMENTS
The Company considers the management of financial risks to be an important part of its overall
corporate risk management policy. Foreign exchange forward contracts are used to hedge the
Company’s exposure to currency risk on sales, purchases, cash, net investments and loans
denominated in a currency other than the functional currency of the Company’s domestic and foreign
operations. The Company uses derivative financial instruments to manage existing exposures,
irrespective of whether the Company formally documents such relationships as hedges in accordance
with hedge accounting requirements.
As at December 31, 2017, the Company had foreign exchange forward purchase contracts for $249
million (December 31, 2016 - $224 million) and foreign exchange forward sales contracts for $431
million (December 31, 2016 - $472 million).
Derivative financial instruments are measured at fair values, which are determined with reference to
quoted bid or ask prices where available. In the absence of an active market or direct quote, the
Company determines fair value based on internal valuation models, such as discounted cash flow
analysis, using management estimates and observable market-based inputs, as applicable.
Management estimates include assumptions concerning the amount and timing of estimated future
cash flows and application of appropriate discount rates. Observable market-based inputs are sourced
from third parties and include interest rates and yield curves, currency spot and forward rates, and
credit spreads, as applicable.
When derivative financial instruments are designated in a qualifying hedging relationship and hedge
accounting is applied, the effectiveness of the hedges is measured at the end of each reporting period
and the effective portion of changes in fair value is recognized in other comprehensive income and
any ineffective portion is recognized immediately in earnings. For foreign exchange forward contracts
used to manage risk associated with foreign currency rates, amounts are transferred from
accumulated other comprehensive income to revenue or direct costs, selling, general and
administration when the underlying transaction affects earnings. For derivative financial instruments
not in a qualifying hedging relationship, changes in fair value are recognized immediately in earnings
as a foreign exchange gain or loss or other account, as appropriate.
As at December 31, 2017, the Company’s foreign exchange forward contracts had a cumulative net
unrealized gain on fair valuation of $1.9 million (December 31, 2016 - cumulative net unrealized loss
of $0.3 million). Derivative financial instruments that qualified for hedge accounting had a cumulative
net loss on fair valuation of $0.9 million recorded in other comprehensive income as at December 31,
2017 (December 31, 2016 - cumulative net gain of $5.9 million).
Further, the Company is exposed to credit risk through its cash and cash equivalents, restricted cash,
short-term investments, trade and other receivables, orbital receivables, notes receivable and
derivative financial instruments. The Company is exposed to liquidity risk in meeting its contractual
obligations associated with financial liabilities as they become due. The Company is exposed to
fluctuations in interest rates since a proportion of its capital structure consists of variable rate debt.
The Company is exposed to share-based compensation costs risk as share-based compensation
expense can vary significantly as the price of its common shares changes.
Refer to the notes to the consolidated financial statements for more information on the impact of
financial risks, including sensitivity analysis on variances to foreign exchange rates, interest rates and
the Company’s share price, as well as the Company’s risk management strategy to minimize the
potential adverse effects of these risks.
38
ADDITIONAL INFORMATION
Disclosure Controls and Procedures
Management is responsible for establishing and maintaining a system of disclosure controls and
procedures to provide reasonable assurance that all material information relating to the Company and
its subsidiaries is gathered and reported to senior management on a timely basis so that appropriate
decisions can be made regarding public disclosure.
As required by National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim
Filings (“NI 52-109”) and Rule 13a-15(b) and Rule 15d-15(b) of the U.S. Securities Exchange Act of
1934, as amended (the “Exchange Act”), the Chief Executive Officer and Chief Financial Officer of the
Company have evaluated the effectiveness of the disclosure controls and procedures as defined in
Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act as at December 31, 2017. Based on that
evaluation, they have concluded that the design and operation of the system of disclosure controls
and procedures were effective as at December 31, 2017 at a reasonable assurance level.
Internal control over financial reporting
Management is also responsible for establishing and maintaining adequate internal controls over
financial reporting to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of consolidated financial statements for external reporting purposes in accordance
with IFRS.
As required by NI 52-109 and pursuant to Exchange Act Rules 13a-15(f) and 15d-15(f), the Chief
Executive Officer and the Chief Financial Officer of the Company have evaluated the effectiveness of
the internal controls over financial reporting as at December 31, 2017 using the framework established
in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). Based on that evaluation, they have concluded
that the design and operation of the Company’s internal controls over financial reporting were effective
as at December 31, 2017.
Given that the Company became a Securities and Exchange Commission (“SEC”) registrant in 2017,
it has until the year ended December 31, 2018 to ensure that its internal control over financial reporting
is in compliance with the requirements of Section 404(a) of Sarbanes-Oxley, and the related rules of
the SEC and the Public Company Accounting Oversight Board.
Except for the acquisition of DigitalGlobe, there was no change in the Company’s internal control over
financial reporting that occurred in the fourth quarter of 2017 that has materially affected, or is
reasonably likely to materially affect the Company’s internal control over financial reporting.
Management is in the process of assessing the effectiveness of internal control over financial reporting
for the acquired business.
Because of the inherent limitations in a cost-effective control system, any control system, no matter
how well designed and operated, can provide only reasonable, not absolute, assurance that it will
prevent or detect all misstatements, due to error or fraud, from occurring in the consolidated financial
statements. Additionally, management is required to use judgment in evaluating controls and
procedures.
Dividends
Quarterly common share dividends paid in 2017:
Dividend per share, paid March 31, 2017
Dividend per share, paid June 30, 2017
Dividend per share, paid September 29, 2017
Dividend per share, paid December 29, 2017
C$0.37
C$0.37
C$0.37
C$0.37
39
On February 22, 2018, the Company declared a quarterly dividend of C$0.37 per common share
payable on March 29, 2018 to shareholders of record at the close of business on March 15, 2018.
The table below summarizes the dividends paid for each of the past three fiscal years.
Dividends per common share
2017
C$1.48
2016
C$1.48
2015
C$1.48
Outstanding share data
The Company’s notice of articles authorize the issuance of an unlimited number of common shares
with no par value and an unlimited number of preferred shares with no par value issuable in series.
As at December 31, 2017, the Company had 56,211,566 common shares outstanding.
As at February 22, 2018, the Company had 56,362,996 common shares outstanding. In addition, there
were 5,690,782 share appreciation rights and 941,327 restricted stock units outstanding that may, at
the discretion of the Company, be satisfied by common shares of the Company issued from treasury.
The Company’s Deferred Share Unit Plan provides that deferred share units (“DSUs”) could be
satisfied, at the discretion of the Company, by common shares of the Company issued from treasury
rather than by the payment in cash. As at February 22, 2018, there were 79,400 DSUs outstanding.
Public securities filings
Additional information about Maxar, including its most recent Annual Information Form, is available
online under the Company’s SEDAR profile at www.sedar.com, under the Company’s EDGAR profile
at www.sec.gov or on the Company’s website at www.maxar.com.
RECONCILIATIONS
The following table reconciles adjusted EBITDA and adjusted earnings to net earnings for the last
eight quarters.
($ millions)
Adjusted EBITDA
Net finance expense
Depreciation and amortization1
Income tax expense on adjusted earnings
Adjusted earnings
Adjusted earnings per share, diluted
Items affecting comparability:
Share-based compensation recovery (expense)
Amortization of acquisition related intangible
assets
Acquisition related expense
Interest expense on dissenting shareholder
liability
Loss from early extinguishment of debt
Restructuring and enterprise improvement costs
Executive compensation settlement
Foreign exchange differences
Loss from joint venture
Recognition of previously unrecognized deferred
tax assets
Income tax expense adjustment
Net earnings
Q4
2017
Q3
2017
Q2
2017
Q1
2017
Q4
2016
Q3
2016
Q2
2016
Q1
2016
180.9
(46.9)
(54.2)
(13.3)
66.5
1.19
68.6
(11.1)
(11.2)
(9.8)
36.5
1.00
66.0
(10.8)
(11.3)
(8.6)
35.3
0.97
63.1
(10.6)
(11.0)
(7.8)
33.7
0.92
66.3
(10.0)
(11.4)
(6.3)
38.6
1.06
61.6
(8.7)
(11.4)
(6.1)
35.4
0.97
71.6
(9.1)
(11.2)
(6.9)
44.4
1.22
68.2
(9.4)
(11.0)
(6.6)
41.2
1.13
(45.8)
(5.3)
(2.0)
(4.8)
3.9
2.3
(18.3)
(2.6)
(55.3)
(30.1)
(8.0)
(9.8)
(8.0)
(12.1)
(8.0)
(8.0)
(1.9)
(23.0)
(20.2)
-
1.3
(0.5)
122.4
51.1
64.5
-
-
(0.8)
-
0.3
-
-
(0.6)
12.3
-
-
(4.6)
-
9.8
-
-
0.9
19.3
-
-
(10.8)
-
0.1
-
-
2.1
4.3
(8.0)
-
-
-
-
-
(5.4)
-
-
(5.4)
23.7
(8.5)
-
-
-
-
-
1.5
-
-
1.3
32.0
(8.0)
-
-
-
-
(2.3)
(1.7)
-
-
5.5
19.6
(8.0)
-
-
-
(3.6)
-
2.9
-
-
0.3
30.2
1 Excludes amortization of acquisition related intangible assets.
40
CONSOLIDATED RESULTS IN CANADIAN DOLLARS
The following table provides selected financial information for the fiscal years indicated, including a
reconciliation of adjusted EBITDA and adjusted earnings to net earnings, had the Company continued
to use a Canadian dollar presentation currency for the year ended December 31, 2017.
(C$ millions, except per share amounts)
Consolidated revenues
Adjusted EBITDA
Adjusted EBITDA as a percentage of revenues
Net finance expense
Depreciation and amortization1
Income tax expense on adjusted earnings
Adjusted earnings
Adjusted earnings per share, diluted
Items affecting comparability:
Share-based compensation expense
Amortization of acquisition related intangible assets
Acquisition related expense
Interest expense on dissenting shareholder liability
Loss from early extinguishment of debt
Restructuring and enterprise improvement costs
Executive compensation settlement
Foreign exchange differences
Loss from joint venture
Recognition of previously unrecognized deferred tax
assets
Income tax expense adjustment
Net earnings
Net earnings per share, diluted
1 Excludes amortization of acquisition related intangible assets.
2017
2016
2015
2,112.5
2,063.8
2,117.4
487.5
23.1%
(102.1)
(112.8)
(51.0)
221.6
5.36
(74.0)
(101.8)
(77.1)
(2.4)
(28.8)
(47.2)
-
15.4
(0.6)
158.9
69.1
133.1
3.22
354.2
17.2%
(49.4)
(59.6)
(34.2)
211.0
5.78
(19.3)
(43.0)
-
-
-
(4.8)
(3.0)
(3.7)
-
-
2.4
139.6
3.74
365.9
17.3%
(46.4)
(58.8)
(39.6)
221.1
6.08
(14.1)
(40.6)
-
-
-
(12.9)
-
(6.6)
-
-
(4.1)
142.8
3.84
41
The following table reconciles adjusted EBITDA and adjusted earnings to net earnings in Canadian
dollars for the last eight quarters, had the Company continued to use a Canadian dollar presentation
currency for the year ended December 31, 2017.
(C$ millions, except per share amounts)
Adjusted EBITDA
Net finance expense
Depreciation and amortization1
Income tax expense on adjusted earnings
Adjusted earnings
Adjusted earnings per share, diluted
Items affecting comparability:
Share-based compensation recovery (expense)
Amortization of acquisition related intangible
assets
Acquisition related expense
Interest expense on dissenting shareholder liability
Loss from early extinguishment of debt
Restructuring and enterprise improvement costs
Executive compensation settlement
Foreign exchange differences
Loss from joint venture
Recognition of previously unrecognized deferred
tax assets
Income tax expense adjustment
Net earnings
Q4
2017
Q3
2017
Q2
2017
Q1
2017
Q4
2016
Q3
2016
Q2
2016
Q1
2016
230.3
(59.7)
(68.9)
(16.9)
84.8
85.0
88.3
83.9
88.8
80.4
92.2
93.0
(13.9)
(14.0)
(12.2)
44.9
(14.6)
(15.3)
(11.4)
47.0
(14.0)
(14.6)
(10.4)
44.9
(13.4)
(15.2)
(8.5)
51.7
(11.4)
(14.9)
(8.0)
46.1
(11.7)
(14.4)
(8.9)
57.2
(12.9)
(15.1)
(9.1)
55.9
1.52
1.23
1.29
1.23
1.42
1.26
1.57
1.53
(58.4)
(6.6)
(2.6)
(6.5)
5.2
3.0
(23.6)
(3.9)
(70.4)
(38.3)
(2.4)
(28.8)
(25.8)
-
1.6
(0.6)
158.9
65.9
86.5
(10.0)
(12.0)
-
-
(1.0)
-
0.5
-
-
(0.9)
14.9
(10.8)
(16.1)
-
-
(6.1)
-
13.1
-
-
1.3
25.8
(10.6)
(10.7)
-
-
(14.3)
-
0.2
-
(10.7)
-
-
-
-
-
(7.2)
-
(11.1)
-
-
-
-
-
2.0
-
(10.3)
-
-
-
-
(3.0)
(2.2)
-
(11.0)
-
-
-
(4.8)
-
3.8
-
-
2.9
5.9
-
(7.1)
31.9
-
1.8
41.8
-
7.2
25.3
-
0.7
40.7
1 Excludes amortization of acquisition related intangible assets.
PRO FORMA FINANCIAL INFORMATION
The following unaudited pro forma financial information gives effect to the Company’s acquisition of
DigitalGlobe using the acquisition method of accounting for business combinations with the Company
identified as the acquirer, and is based on the respective historical unaudited condensed consolidated
financial statements of the Company and DigitalGlobe for the periods presented below. In determining
these amounts, management has conformed DigitalGlobe’s historical financial results originally
prepared under U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) to IFRS and has
assumed that the fair value adjustments, determined provisionally, that arose on the date of acquisition
would have been the same if the acquisition had occurred on January 1, 2016. In addition,
DigitalGlobe’s historical financial results have been adjusted to reflect the revenues and expenses of
The Radiant Group, Inc. (“Radiant”) as if DigitalGlobe’s acquisition of Radiant had occurred on January
1, 2016. Revenue and direct costs, selling, general and administration expense have been adjusted
to reflect the elimination of intra entity transactions during the periods and other expense has been
adjusted to reflect the elimination of transaction related expenses.
This unaudited pro forma financial information is for illustrative purposes only and is not necessarily
indicative of the operating results that would have been achieved if the acquisition had been completed
at the beginning of the period for the periods presented, nor do they purport to project the results of
operations of the combined entities for any future period or as of any future date. This unaudited pro
forma financial information may not be useful in predicting the results of operations of the combined
company in the future. The actual results of operations may differ significantly from this pro forma
financial information.
42
The unaudited pro forma financial information uses the non-IFRS financial measures of adjusted
EBITDA, adjusted earnings and adjusted earnings per share. Refer to the section entitled “Non-IFRS
Financial Measures” of this MD&A for further discussion on the use of non-IFRS financial measures.
Pro Forma Revenue and Pro Forma Adjusted EBITDA by Segment:
The following table summarizes pro forma revenue and pro forma adjusted EBITDA by segment for
the last eight quarters.
($ millions)
Pro forma revenues:
Space Systems
Imagery
Services
Pro forma adjusted EBITDA:
Space Systems
Imagery
Services
Pro forma operating EBITDA
Corporate expenses
Q4
2017
Q3
2017
Q2
2017
Q1
2017
Q4
2016
Q3
2016
Q2
2016
Q1
2016
284.1
206.9
61.1
552.1
47.3
134.5
9.5
191.3
292.2
200.5
72.1
564.8
60.1
128.2
9.3
197.6
333.6
201.2
68.7
603.5
61.0
128.8
7.5
197.3
336.7
193.0
57.8
587.5
61.4
120.1
6.0
187.5
334.6
192.6
67.6
594.8
60.4
123.3
11.8
195.5
342.9
193.7
61.8
598.4
54.8
124.8
9.2
188.8
350.5
188.3
61.3
600.1
66.3
123.1
6.9
196.3
371.5
190.4
52.5
614.4
62.1
124.2
5.7
192.0
(6.4)
(8.5)
(10.0)
(9.5)
(10.1)
(8.2)
(8.3)
(7.7)
184.9
189.1
187.3
178.0
185.4
180.6
188.0
184.3
Reconciliation of Pro Forma Adjusted EBITDA to Pro Forma Adjusted Earnings and Pro Forma
Net Earnings:
The following table reconciles pro forma adjusted EBITDA and pro forma adjusted earnings to pro
forma net earnings for the last eight quarters.
($ millions)
(47.8)
(56.5)
(13.5)
67.1
1.18
Pro forma adjusted EBITDA
Net finance expense
Depreciation and amortization1
Income tax expense on adjusted earnings
Pro forma adjusted earnings
Adjusted earnings per share
Items affecting comparability:
Share-based compensation expense
Amortization of acquisition related intangible assets
Interest expense on dissenting shareholder liability
Loss from early extinguishment of debt
Restructuring and enterprise improvement costs
Executive compensation settlement
Foreign exchange differences
Earnings (loss) from joint ventures
Income tax expense adjustment
Pro forma net earnings (loss)
(12.6)
(57.8)
(1.9)
-
(20.5)
-
1.3
(1.1)
3.0
(22.5)
1 Excludes amortization of acquisition related intangible assets.
Q4
2017
Q3
2017
Q2
2017
Q1
2017
Q4
2016
Q3
2016
Q2
2016
Q1
2016
184.9
189.1
187.3
178.0
185.4
180.6
188.0
184.3
(49.1)
(52.3)
(14.8)
72.9
1.28
(11.2)
(58.6)
(1.9)
-
(1.3)
-
0.3
0.1
28.1
28.4
(50.2)
(52.5)
(14.3)
70.3
1.24
(7.7)
(58.6)
(1.8)
-
(4.9)
-
9.8
0.8
33.0
40.9
(47.0)
(50.7)
(13.6)
66.7
1.17
(11.4)
(58.6)
(1.7)
(0.5)
(11.1)
-
0.1
-
11.4
(5.1)
(38.0)
(47.0)
(11.9)
88.5
1.56
(0.1)
(56.6)
(1.7)
(35.7)
(3.8)
-
(5.4)
(0.4)
7.3
(7.9)
(36.9)
(48.0)
(12.2)
83.5
1.47
(2.8)
(57.1)
(1.7)
-
(3.2)
-
1.5
(1.3)
27.7
46.6
(38.0)
(50.0)
(12.7)
87.3
1.54
(23.2)
(56.6)
(1.7)
-
(2.3)
(2.3)
(1.7)
(1.3)
17.3
15.5
(42.1)
(54.0)
(10.9)
77.3
1.36
(7.0)
(56.6)
(1.7)
-
(7.4)
-
2.9
(0.9)
19.6
26.2
43
Pro forma financial results
Pro forma consolidated revenues were $2,307.9 million in 2017 compared to $2,407.7 million in 2016.
Pro forma adjusted EBITDA was $739.3 million compared to $738.3 million in 2016. Pro forma
adjusted earnings was $277.0 million in 2017 ($4.87 per share) compared to $336.6 million ($5.92 per
share) in 2016. The decrease in adjusted earnings and adjusted earnings per share was due to several
factors primarily related to the WorldView-4 satellite. There was an increase in finance expense year-
over-year due to a decrease in the amount of finance expense capitalized of approximately $45 million
related to the timing of the WorldView-4 satellite construction, launch and commissioning. There was
also an increase in depreciation expense in 2017 compared to 2016 due to WorldView-4 being placed
into service in the first quarter of 2017. Lastly, the pro forma effective income tax rate in 2017 was
higher than in 2016 due to the mix of income between jurisdictions.
Foreign exchange translation:
The following exchange rates were used when translating Maxar’s operations with Canadian functional
currency into U.S. dollars for purposes of preparing the pro forma financial information above:
Three months ended March 31, 2016
Three months ended June 30, 2016
Three months ended September 30, 2016
Three months ended December 31, 2016
Three months ended March 31, 2017
Three months ended June 30, 2017
Three months ended September 30, 2017
Three months ended December 31, 2017
Average rate
Average rate
Average rate
Average rate
Average rate
Average rate
Average rate
Average rate
$1 Canadian = U.S. $0.7280
$1 Canadian = U.S. $0.7761
$1 Canadian = U.S. $0.7665
$1 Canadian = U.S. $0.7495
$1 Canadian = U.S. $0.7560
$1 Canadian = U.S. $0.7436
$1 Canadian = U.S. $0.7985
$1 Canadian = U.S. $0.7865
44
BUSINESS RISKS AND UNCERTAINTIES
There are certain risks inherent in the business carried on by the Company and, hence, actual results
and future trends may differ materially from past or projected future performance. Senior management
has identified the following principal risks, in industry and within the Company, as having the potential,
if they were to materialize, to have a material adverse effect on the Company’s business, cash flows,
financial condition, results of operations, and / or future growth. The risks and uncertainties described
below are not the only risks facing the Company. Additional risks and uncertainties not currently known
to the Company or those the Company currently views to be immaterial may also materially and
adversely affect the Company’s business, financial condition or results of operations. The Company
urges investors to carefully consider the risk factors described below in evaluating the information
outlined in this report.
The Company’s business with various governmental entities is concentrated in a small number
of primary contracts. The loss or reduction in scope of any one of the Company’s primary
contracts would materially reduce its revenue.
The Company’s business with various governmental entities is concentrated in a small number of
primary contracts. For example, the majority of the revenue generated by the Imagery segment is
currently derived from a single contract with a U.S. government agency that can be terminated at any
time. In 2017, the Imagery segment generated approximately 78% of its revenue from the U.S.
government and 41% from the EnhancedView SLA, on a pro forma combined basis. Under the
EnhancedView SLA, NGA is able to mandate altitude of certain of the Company’s satellites, which
affects the Company’s data collection ability. While the Company believes the decrease in collection
capability would be offset by improved data capture capabilities on the ground, there can be no
assurance that the Company’s current collection capability will be maintained. The Company’s ability
to service other customers could be negatively impacted if it is unable to maintain its current collection
capacity. In addition, any inability on the Company’s part to meet the performance requirements of the
EnhancedView contract could result in a performance penalty or breach of that contract. A breach of
its contract with NGA or reduction in service to the Company’s other customers could have a material
adverse effect on the Company’s business, financial condition and results of operations.
The U.S. government may also terminate or suspend the Company’s contracts, including the
EnhancedView Contract, at any time with or without cause. If a contract with the U.S. government was
terminated early, recognition of revenue currently classified as deferred would be accelerated. If any
such contract was extended, the time period over which certain deferred revenue balances are
currently expected to be recognized could be extended, resulting in lower revenue recognition than
currently anticipated. Additionally, any changes in the size, scope or term of the EnhancedView
Contract could impact the Company’s satellite replenishment strategy and the Company’s ability to
repay or refinance the Company’s long-term debt. Although the Company’s NGA contracts generally
involve fixed annual minimum commitments, such commitments, along with all other contracts with
the U.S. government, are subject to annual Congressional appropriations and the federal budget
process, and as a result, the U.S. government may not continue to fund these contracts at current or
anticipated levels.
The Company’s business with various governmental entities is subject to the policies,
priorities, regulations, mandates, and funding levels of such governmental entities and may be
negatively or positively impacted by any change thereto.
Changes in government policies, priorities, regulations, use of commercial data providers to meet U.S.
government imagery needs, government agency mandates, funding levels through agency budget
reductions, the imposition of budgetary constraints or a decline in government support or deferment
of funding for programs in which the Company or its customers participate could result in contract
45
terminations, delays in contract awards, reduction in contract scope, performance penalties or
breaches of the Company’s contracts, the failure to exercise contract options, the cancellation of
planned procurements and fewer new business opportunities, all of which could negatively impact the
Company’s business, financial condition, results of operations and cash flows.
In addition, contracts with any government, including the Canadian or U.S. government, may be
terminated or suspended by the government at any time and could result in significant liability
obligations for the Company. The Company seeks to have in place as standard provisions, termination
for convenience language which reimburses it for reasonable costs incurred, subcontractor and
employee termination and wind-down costs plus a reasonable amount of profit thereon. However,
reparations for termination may fall short of the financial benefit associated with full completion and
operation of a contract. Also, the Company may not be able to procure new contracts to offset the
revenue or backlog lost as a result of any termination of government contracts. The loss of one or
more large contracts could have a material adverse impact on the Company’s business, financial
condition, results of operations and cash flows.
Disruptions in U.S. government operations and funding could have a material adverse effect
on the Company’s revenues, earnings and cash flows and otherwise adversely affect its
financial condition.
Any disruptions in federal government operations could have a material adverse effect on the
Company’s revenues, earnings and cash flows. If the U.S. government defaults on its debt, there could
be broad macroeconomic effects that could raise the Company’s cost of borrowing funds, and delay
or prevent its future growth and expansion. Continued uncertainty related to recent and future U.S.
federal government shutdowns, the U.S. budget, U.S. government default on its debt and/or failure of
the U.S. government to enact annual appropriations could have a material adverse effect on the
Company’s revenues, earnings and cash flows. Additionally, disruptions in federal government
operations may negatively impact regulatory approvals and guidance that are important to the
Company’s operations.
Changes in U.S. government policy regarding use of commercial-data providers, or material
delay or cancellation of certain U.S. government programs, may have a material adverse effect
on the Company’s revenue and its ability to achieve its growth objectives.
Current U.S. government policy encourages the U.S. government’s use of commercial-data providers
to support U.S. national security objectives. Under NGA’s EnhancedView Program (the
“EnhancedView Program”), NGA acquires imagery and imagery-derived products from commercial-
data providers on behalf of its clients within the U.S. government. The Company is considered by the
U.S. government to be a commercial data provider. U.S. government policy is subject to change and
any change in policy away from supporting the use of commercial-data providers to meet U.S.
government imagery needs, or material delay or cancellation of planned U.S. government programs,
including the EnhancedView Program, could materially affect the Company’s revenue and its ability to
achieve its growth objectives.
The Company’s operations in the U.S. government market are subject to significant regulatory
risk.
The Company’s operations in the U.S. government market are subject to significant government
regulation. The costs associated with execution of the Company’s U.S. Access Plan are significant. A
failure by the Company to maintain the relevant clearances and approvals could limit its ability to
operate in the U.S. market. Further, there can be no assurance that the Company will continue to be
awarded contracts by the U.S. government. In addition, a failure by the Company to keep current and
compliant with relevant U.S. regulations could result in fines, penalties, repayments, or suspension or
46
debarment from U.S. government contracting or subcontracting for a period of time and could have an
adverse effect on its standing and eligibility for future U.S. government contracts.
Failure to comply with the requirements of the National Industrial Security Program Operating
Manual could result in interruption, delay or suspension of the Company’s ability to provide its
products and services, and could result in loss of current and future business with the U.S.
government.
The Company and/or its subsidiaries are parties to certain contracts with various departments and
agencies of the U.S. government, including the U.S. Department of Defense, which require that certain
of the Company’s subsidiaries (including SSL, DigitalGlobe and subsidiaries within the Services
segment) be issued facility security clearances under the National Industrial Security Program. The
National Industrial Security Program requires that a corporation maintaining a facility security
clearance be effectively insulated from foreign ownership, control or influence (“FOCI”). Because the
Company is a Canadian entity, the Company has entered into, and is implementing, the Security
Control Agreement, dated January 26, 2017, by and among the Company, Maxar Holdings and the
U.S. Department of Defense (“Security Control Agreement”), as a suitable FOCI mitigation
arrangement under the National Industrial Security Program Operating Manual. A FOCI mitigation
arrangement is necessary for certain of the Company’s U.S. subsidiaries, including SSL, DigitalGlobe
and subsidiaries within the Services segment, to acquire and continue to maintain the requisite facility
security clearances thereby enabling them to enter into contracts with U.S. government entities to
perform classified work and to complete the performance under those contracts. Failure to maintain
an appropriate agreement with the U.S. Department of Defense regarding the appropriate FOCI
mitigation arrangement could result in invalidation or termination of the facility security clearances,
which in turn would mean that the Company’s U.S. subsidiaries would not be able to enter into future
contracts with the U.S. government requiring facility security clearances, and may result in the loss of
the ability of those subsidiaries to complete existing contracts with the U.S. government.
The future revenue and operating results of its Space Systems segment are dependent on its
ability to generate a sustainable order rate for the satellite manufacturing operations and
develop new technologies to meet the needs of its customers or potential new customers.
The Space Systems segment’s financial performance is dependent on its ability to generate a
sustainable order rate for its satellite manufacturing operations. This can be challenging and may
fluctuate on an annual basis as the number of satellite construction contracts awarded varies. The
cyclical nature of the commercial satellite market could negatively impact the Company’s ability to
accurately forecast customer demand. The markets that the Company serves may not grow in the
future and it may not be able to maintain adequate gross margins or profits in these markets. The
Company’s growth is dependent on the growth in the sales of services provided by its customers, its
customers’ ability to anticipate market trends, and the Company’s ability to anticipate changes in the
businesses of its customers and to successfully identify and enter new markets. If the Company fails
to anticipate such changes in demand, the Company’s business, results of operations and financial
position could be adversely affected.
The satellite manufacturing industry is characterized by development of technologies to meet changing
customer demand for complex and reliable services. The Company’s systems embody complex
technology and may not always be compatible with current and evolving technical standards and
systems developed by others. Failure or delays to meet or comply with the requisite and evolving
industry or user standards could have a material adverse effect on the Company’s business, results
of operations and financial condition.
47
The failure to complete the Company’s firm fixed price contracts, defaults under such contracts
or the termination of such contracts may have an adverse impact on the Company’s financial
condition.
Certain of the Company’s contracts are firm fixed price contracts, whereby the Company agrees to
perform certain work for a fixed price and absorb any cost overruns. There is risk in every firm fixed
price contract that the Company will be unable to deliver under the contract within the time specified
and at a cost which is less than the contract price. Furthermore, a termination of a contract for default
or schedule delays caused by the Company’s actions or inactions could result in significant financial
penalties.
Additionally, certain of the Company’s commercial customers in the Space Systems segment are
either highly leveraged or are in the development stages and may not be fully funded and there is a
risk that these customers will be unable to meet or significantly delayed in meeting their payment
obligations under their contracts. The Company may not be able to mitigate these effects because it
manufactures satellites to each customer’s specifications and generally purchases materials in
response to a particular customer contract. Moreover, many of the satellite construction contracts
include orbital receivables, and certain satellite construction contracts may require the Company to
provide vendor financing to or on behalf of its customers, including guarantees or a combination of
these contractual terms. To the extent that the Company’s contracts contain orbital receivables
provisions or it provides vendor financing to or on behalf of its customers, the Company’s financial
exposure is further increased.
Firm fixed price contracts in the Space Systems segment may involve the completion of satellite
development and manufacturing, large-scale system engineering, software, hardware and product
development projects. Estimates of contract costs are based on a number of assumptions, such as
future economic conditions, productivity of the Company’s employees, performance of its
subcontractors and suppliers, price and availability of labor and materials, foreign exchange rates, and
other factors that may affect contract costs and schedule. Although considered reasonable by us,
these assumptions are inherently uncertain and significant variances from these assumptions could
negatively impact the Company’s results or operations and financial condition.
The Company is dependent on resellers of its products and services for a significant portion
of its revenue. If these resellers fail to market or sell the Company’s products and services
successfully, the Company’s business could be harmed.
In 2017, the Imagery segment generated approximately 9% of its revenue, on a pro forma combined
basis, from foreign and domestic resellers. In the Imagery segment, the Company relies on foreign
resellers and partners to market and sell the majority of its products and services in the international
market. The Company’s foreign resellers and partners may not have the skill or experience to develop
regional commercial markets for the Company’s products and services, or may have competing
interests that negatively affect their sales of the Company’s products and services. If the Company
fails to enter into reseller agreements on a timely basis or if the Company’s resellers and partners fail
to market and sell the Company’s products and services successfully, these failures could negatively
impact the Company’s business, financial condition and results of operations.
The Company often relies on a single vendor or a limited number of vendors to provide certain
key products or services and the inability of these key vendors to meet the Company’s needs
could have a material adverse effect on its business.
Historically, the Company has contracted with a single vendor or a limited number of vendors to
provide certain key products or services, such as construction of satellites and launch vehicles, and
management of certain remote ground terminals and direct access facilities. In addition, the
Company’s manufacturing operations depend on specific technologies and companies for which there
48
may be a limited number of vendors. If these vendors are unable to meet the Company’s needs
because they fail to perform adequately, are unable to match new technological requirements or
problems, or are unable to dedicate engineering and other resources necessary to provide the services
contracted for, the Company’s business, financial position and results of operations may be adversely
affected. While alternative sources for these products, services and technologies may exist, the
Company may not be able to develop these alternative sources quickly and cost-effectively, which
could materially impair its ability to operate its business. Furthermore, these vendors may request
changes in pricing, payment terms or other contractual obligations, which could cause the Company
to make substantial additional investments.
The Company’s revenue, results of operations and reputation may be negatively impacted if
its products contain defects or fail to operate in the expected manner.
The Company sells complex and technologically advanced systems, including satellites, products,
hardware and software. Sophisticated software, including software developed by us, may contain
defects that can unexpectedly interfere with the software’s intended operation. Defects may also occur
in components and products that the Company manufactures or purchases from third parties. Most of
the satellites and systems the Company has developed must function under demanding and
unpredictable operating conditions and in harsh and potentially destructive environments. In addition,
the Company may agree to the in-orbit delivery of a satellite, adding further risks to the Company’s
ability to perform under a contract. Failure to achieve successful in-orbit delivery could result in
significant penalties and other obligations on us. The Company employs sophisticated design and
testing processes and practices, which include a range of stringent factory and on-site acceptance
tests with criteria and requirements that are jointly developed with customers. The Company’s systems
may not be successfully implemented, pass required acceptance criteria, or operate or give the desired
output, or the Company may not be able to detect and fix all defects in the satellites, products,
hardware and software it sells or resolve any delays or availability issues in the launch services it
procures. Failure to do so could result in lost revenue and damage to the Company’s reputation, and
may adversely affect the Company’s ability to win new contract awards.
New satellites are subject to construction and launch delays, launch failures, damage or
destruction during launch, the occurrence of which can materially and adversely affect the
Company’s operations.
Delays in the construction of future satellites and the procurement of requisite components and launch
vehicles, limited availability of appropriate launch windows, possible delays in obtaining regulatory
approvals, satellite damage or destruction during launch, launch failures, or incorrect orbital placement
could have a material adverse effect on the Company’s business, financial condition and results of
operations. The loss of, or damage to, a satellite due to a launch failure could result in significant
delays in anticipated revenue to be generated by that satellite. Any significant delay in the
commencement of service of a satellite would delay or potentially permanently reduce the revenue
anticipated to be generated by that satellite. In addition, if the loss of a satellite were to occur, the
Company may not be able to accommodate affected customers with the Company’s other satellites or
data from another source until a replacement satellite is available, and the Company may not have on
hand, or be able to obtain in a timely manner, the necessary funds to cover the cost of any necessary
satellite replacement. Any launch delay, launch failure, underperformance, delay or perceived delay
could have a material adverse effect on the Company’s results of operations, business prospects and
financial condition.
49
If the Company’s satellites fail to operate as intended, it could have a material adverse effect
on its business, financial condition and results of operations.
The manufacturing, testing, launching and operation of satellites involves complex processes and
technology. The Company’s satellites employ advanced technologies and sensors that are exposed
to severe environmental stresses in space that could affect the performance of the Company’s
satellite. Hardware component problems in space could lead to deterioration in performance or loss
of functionality of a satellite. In addition, human operators may execute improper implementation
commands that may negatively impact a satellite’s performance. Exposure of the Company’s satellites
to an unanticipated catastrophic event, such as a meteor shower or a collision with space debris, could
reduce the performance of, or completely destroy, the affected satellite. The Company cannot provide
assurances that its satellites will continue to operate successfully in space throughout their expected
operational lives. Even if a satellite is operated properly, technical flaws in that satellite’s sensors or
other technical deficiencies or anomalies could significantly hinder its performance, which could
materially affect the Company’s ability to collect imagery and market its products and services
successfully. While some anomalies are covered by insurance policies, others are not or may not be
covered, or may be subject to large deductibles.
If the Company suffers a partial or total loss of a deployed satellite, it would need a significant amount
of time and would incur substantial expense to replace that satellite. The Company may experience
other problems with its satellites that may reduce their performance. During any period of time in which
a satellite is not fully operational, the Company may lose most or all of the revenue that otherwise
would have been derived from that satellite. The Company’s inability to repair or replace a defective
satellite or correct any other technical problem in a timely manner could result in a significant loss of
revenue. If a satellite experiences a significant anomaly such that it becomes impaired or is no longer
functional, it would significantly impact the Company’s business, prospects and profitability.
Additionally, the Company’s review of satellite lives could extend or shorten the depreciable lives of
its satellites, which would have an impact on the depreciation the Company recognize, as well as
certain deferred revenue, which is tied to the life of the satellites.
Interruption or failure of the Company’s infrastructure could hurt its ability to effectively
perform its daily operations and provide its products and services, which could damage its
reputation and harm its operating results.
The Company is vulnerable to natural disasters and significant disruptions including tsunamis, floods,
earthquakes, fires, water shortages, other extreme weather conditions, medical epidemics, acts of
terrorism, power shortages and blackouts, and telecommunications failures. In the event of such a
natural disaster or other disruption, the Company could experience: disruptions to its operations or the
operations of suppliers, subcontractors, distributors or customers; destruction of facilities; and / or loss
of life.
The availability of many of the Company’s products and services depends on the continuing operation
of its satellite operations infrastructure, information technology and communications systems. Any
downtime, damage to or failure of the Company’s systems could result in interruptions in its service,
which could reduce its revenue and profits. The Company’s systems are vulnerable to damage or
interruption from floods, fires, power loss, telecommunications failures, computer viruses, computer
denial of service attacks or other attempts to harm the Company’s systems. The Company does not
currently maintain a back-up production facility from which it can continue to collect, process and
deliver imagery in the event of the loss of its primary facility. In the event the Company is unable to
collect, process and deliver imagery from its facility, the Company’s daily operations and operating
results would be materially and adversely affected. In addition, the Company’s ground terminal centers
are vulnerable to damage or interruption from human error, intentional bad acts, earthquakes,
hurricanes, floods, fires, war, terrorist attacks, power losses, hardware failures, systems failures,
50
telecommunications failures and similar events. The Company’s satellite manufacturing operations
are located in California in proximity to the San Andreas fault line, one of the longest and most heavily
populated earthquake-prone rifts in the world.
The occurrence of any of the foregoing could result in lengthy interruptions in the Company’s services
and/or damage its reputation, which could have a material adverse effect on the Company’s financial
condition and results of operations.
The Imagery segment is highly dependent upon the Company’s ImageLibrary and the
Company’s failure or inability to protect and maintain the Earth-imagery content stored in its
ImageLibrary could have a material adverse effect on the Company’s business, financial
condition and results of operations.
The operations in the Imagery segment depend upon the Company’s ability to maintain and protect
its commercial high-resolution Earth-imagery content and the Company’s imagery archives
(“ImageLibrary”) against damage that may be caused by fire and other natural disasters, power
failures, telecommunications failures, terrorist attacks, unauthorized intrusion, computer viruses,
equipment malfunction or inadequacy, firewall breach or other events. The satellite imagery content
the Company collects is downloaded directly to its facilities and then stored in the ImageLibrary for
sale to customers. The Company backs up its imagery and permanently store it with a third party data
storage provider. Notwithstanding precautions the Company has taken to protect its ImageLibrary,
there can be no assurance that a natural disaster or other event would not result in a prolonged
interruption in the Company’s ability to provide access to or deliver imagery from the ImageLibrary to
its customers. The temporary or permanent loss or disruption of access to the ImageLibrary could
impair the Company’s ability to supply current and future customers with imagery content, have a
negative impact on its revenue and cause harm to its reputation. Any impairment in the Company’s
ability to supply its customers with imagery content could affect the Company’s ability to retain or
attract customers, which would have a material adverse effect on its business, financial condition and
results of operations.
Loss of, or damage to, a satellite before the end of its expected operational life and the failure
to obtain data or alternate sources of data for the Company’s products may have an adverse
impact on its results of operations and financial condition.
In the Imagery segment, the Company relies on data collected from a number of sources including
data obtained from satellites. The Company may become unable or limited in its ability to collect such
data. For example, satellites can cease to function for reasons beyond the Company’s control,
including the quality of design and construction, the supply of fuel, the expected gradual environmental
degradation of solar panels, the durability of various satellite components and the orbits and space
environments in which the satellites are placed and operated. The failure of satellite components could
cause damage to or loss of the use of a satellite before the end of its expected operational life.
Electrostatic storms or collisions with other objects could also damage the satellites. Additionally, in
certain instances, governments may discontinue for periods of time the access to or operation of a
satellite for any particular area on the Earth and for various reasons may not permit transmission of
certain data, whether from a satellite owned by the government or not. The Company cannot offer
assurances that each satellite will remain in operation until the end of its expected operational life.
Furthermore, the Company expects the performance of each satellite to decline gradually near the
end of its expected operational life. The Company can offer no assurance that the Company’s satellites
will maintain their prescribed orbits or remain operational.
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Security breaches or other significant disruptions of the Company’s IT networks and related
systems could have a material adverse effect on the Company’s business and results of
operations.
The Company faces the risk of a security breach or other significant disruption of its IT networks and
related systems, whether through cyber-attack or cyber intrusion via the internet, malware, computer
viruses, and email attachments to persons with access to the Company’s systems, originating from a
number of sources including hostile foreign governments.
The Company also faces the added risk of a security breach or other serious disruption of the systems
that it develops and installs for customers or that it develops and provides in any of its products. As a
provider of communication satellites and complex systems, the Company faces a heightened risk of
security breach or disruption from threats to gain unauthorized access to it and its customers’
proprietary or classified information stored on the Company’s IT networks and related systems and to
certain of the equipment used in its customers’ IT networks or related systems.
The business also involves the transmission and storage of large quantities of electronic data,
including the imagery comprising the ImageLibrary, primarily in the Imagery segment. In addition, the
business is becoming increasingly web-based, allowing the Company’s customers to access and take
delivery of imagery from the ImageLibrary over the internet. From time to time, the Company has
experienced computer viruses and other forms of third-party attacks on its systems that, to date, have
not had a material adverse effect on the Company’s business. The Company cannot offer assurances,
however, that future attacks will not materially adversely affect its business.
These types of information, IT networks and related systems are critical to the operation of the
Company’s business and essential to its ability to perform day-to-day operations, and, in some cases,
are critical to the operations of certain of its customers. The Company’s business and its reputation
could be negatively impacted by cyber-attacks, other security breaches and other significant
disruptions of the Company’s IT networks and related systems.
Although the Company makes significant efforts to maintain the security and integrity of these types
of information, IT networks and related systems, and it has implemented various measures to manage
the risk of a security breach or disruption, there can be no assurance that its security efforts and
measures will be effective or that attempted security breaches or disruptions will not be successful or
damaging. Even the most well protected information, IT networks, systems and facilities remain
potentially vulnerable because attempted security breaches, particularly cyber-attacks and intrusions,
or disruptions will occur in the future, and because the techniques used in such attempts are constantly
evolving and generally are not recognized until launched against a target, and in some cases are
designed not to be detected and, in fact, may not be detected. Accordingly, the Company may be
unable to anticipate these techniques or to implement adequate security barriers or other preventative
measures, and thus it is virtually impossible for it to entirely mitigate this risk. A security breach or
other significant disruption involving these types of information, IT networks and related systems could:
(a) disrupt the proper functioning of these networks and systems and therefore the Company’s
operations and/or those of certain of its customers; (b) result in the unauthorized access to, and
destruction, loss, theft, misappropriation or release of, the Company’s or its customers’ proprietary,
confidential, sensitive or otherwise valuable information, including trade secrets, which others could
use to compete against the Company or for disruptive, destructive or otherwise harmful purposes and
outcomes; (c) compromise other sensitive government functions; and (d) damage the Company’s
reputation with its customers (particularly agencies of various governments) and the public generally.
The Company may also need to expend significant resources to protect against security breaches. If
unauthorized parties gain access to the Company’s information or its systems, they may be able to
misappropriate assets or sensitive information (e.g., customer information), cause interruption in the
52
Company’s operations, cause the loss of imagery from the ImageLibrary, corrupt data or computers,
or otherwise damage its reputation and business. In addition, a security breach that involves classified
or other sensitive government information or certain controlled technical information, could subject the
Company to civil or criminal penalties and could result in loss of its secure facility clearance and other
accreditations, loss of its government contracts, loss of access to classified information, loss of export
privileges or debarment as a government contractor. The risk that these types of events could seriously
harm the Company’s business is likely to increase as the Company expands the number of web-based
products and services it offers as well as increase the number of countries within which it does
business.
Limited insurance coverage, pricing and availability may prevent the Company from obtaining
insurance to cover all risks of loss.
The Company has historically insured satellites in its constellation to the extent that insurance was
available on acceptable premiums and other terms. The insurance proceeds received in connection
with a partial or total impairment of the functional capacity of any of the Company’s satellites would
not be sufficient to cover the replacement cost, if it chooses to do so, of an equivalent high-resolution
satellite. In addition, this insurance will not protect the Company against all losses to its satellites due
to specified exclusions, deductibles and material change limitations and it may be difficult to insure
against certain risks, including a partial deterioration in satellite performance and satellite re-entry.
The price and availability of insurance fluctuate significantly. Although the Company has historically
been able to obtain insurance coverage for in-orbit satellites, the Company cannot guarantee that it
will be able to do so in the future. The Company intends to maintain insurance for its operating
satellites, but any determination the Company makes as to whether to obtain insurance coverage will
depend on a variety of factors, including the availability of insurance in the market, the cost of available
insurance and the redundancy of its operating satellites. Insurance market conditions or factors outside
the Company’s control at the time it is in the market for the required insurance, such as failure of a
satellite using similar components, could cause premiums to be significantly higher than current
estimates and could reduce amounts of available coverage. Higher premiums on insurance policies
will increase the Company’s costs and consequently reduce its operating income by the amount of
such increased premiums. If the terms of in-orbit insurance policies become less favorable than those
currently available, there may be limits on the amount of coverage that it can obtain or it may not be
able to obtain insurance at all. Even if obtained, the Company’s in-orbit operations insurance will not
cover any loss in revenue incurred as a result of a partial or total satellite loss.
The Company need to invest in technology to meet its customers’ changing needs.
Technological development is expensive and requires long lead time. The Company may not
be successful in developing new technology and the technology it is successful in developing
may not meet the needs of its customers or potential new customers.
The markets in which the Company operates are characterized by changing technology and evolving
industry standards. Despite years of experience in meeting customer systems requirements with the
latest in technological solutions, the Company may not be successful in identifying, developing and
marketing products or systems that respond to rapid technological change, evolving technical
standards and systems developed by others. The Company’s competitors may develop technology
that better meets the needs of the Company’s customers. If the Company does not continue to
develop, manufacture and market innovative technologies or applications that meet customers’
requirements, sales may suffer and its business may not continue to grow in line with historical rates
or at all. If the Company is unable to achieve sustained growth, it may be unable to execute its business
strategy, expand its business or fund other liquidity needs and its business prospects, financial
condition and results of operations could be materially and adversely affected.
53
The Company’s technology may violate the proprietary rights of third parties and the
Company’s intellectual property may be misappropriated or infringed upon by third parties,
each of which could have a negative impact on the Company’s operations.
If any of the Company’s technology violates proprietary rights, including copyrights and patents, third
parties may assert infringement claims against us. Certain software modules and other intellectual
property used by the Company or in its satellites, systems and products make use of or incorporate
licensed software components and other licensed technology. These components are developed by
third parties over whom the Company have no control. Any claims brought against the Company may
result in limitations on its ability to use the intellectual property subject to these claims. The Company
may be required to redesign its satellites, systems or products or to obtain licenses from third parties
to continue offering its satellites, systems or products without substantially re-engineering such
products or systems.
The Company’s intellectual property rights may be invalidated, circumvented, challenged, infringed or
required to be licensed to others. An infringement or misappropriation could harm any competitive
advantage the Company currently derives or may derive from its proprietary rights.
To protect its proprietary rights, the Company relies on a combination of patent protections, copyrights,
trade secrets, trademark laws, confidentiality agreements with employees and third parties, and
protective contractual provisions such as those contained in license agreements with consultants,
subcontractors, vendors and customers. Although the Company applies rigorous standards,
documents and processes to protect the Company’s intellectual property, there is no absolute
assurance that the steps taken to protect the Company’s technology will prevent misappropriation or
infringement. Litigation may be necessary to enforce or protect the Company’s intellectual property
rights, its trade secrets or determine the validity and scope of the proprietary rights of others. Such
litigation may be time-consuming and expensive to prosecute or defend and could result in the
diversion of the Company’s time and resources. In addition, competitors may design around the
Company’s technology or develop competing technologies.
The Company faces competition that may cause it to have to reduce its imagery and related
products and services prices or to lose market share.
The Company’s products and services compete with satellite and aerial imagery and related products
and services offered by a range of private and government providers. The Company’s current or future
competitors may have superior technologies or greater financial, personnel and other resources than
the Company has. The value of the Company’s imagery may also be diluted by Earth-imagery that is
available free of charge.
The U.S. government and foreign governments may develop, construct, launch and operate their own
imagery satellites, which could reduce their need to rely on commercial suppliers. In addition, such
governments could sell or provide free of charge Earth-imagery from their satellites and thereby
compete with the Company’s imagery products and services. Also, governments may at times make
the Company’s imagery freely available for humanitarian purposes, which could impair the Company’s
revenue growth with non-governmental organizations. These governments could also subsidize the
development, launch and operation of imagery satellites by the Company’s current or future
competitors.
The Company’s competitors or potential competitors could, in the future, offer satellite-based imagery
or other products and services with more attractive features than the Company’s products and
services. The emergence of new remote imaging technologies or the continued growth of low-cost
imaging satellites, could negatively affect the Company’s marketing efforts. More importantly, if
competitors develop and launch satellites or other imagery-content sources with more advanced
capabilities and technologies than ours, or offer products and services at lower prices than ours, the
54
Company’s business and results of operations could be harmed. Due to competitive pricing pressures,
such as new product introductions by the Company or its competitors or other factors, the selling price
of its products and services may further decrease. If the Company is unable to offset decreases in its
average selling prices by increasing its sales volumes or by adjusting its product mix, the Company’s
revenue and operating margins may decline and its financial position may be harmed.
The market may not accept the Company’s imagery products and services. The Company’s
historic growth rates should not be relied upon as an indicator of future growth.
The Company cannot accurately predict whether its products and services will achieve significant
market acceptance or whether there will be a market for its products and services on terms the
Company finds acceptable. Market acceptance of the Company’s commercial high-resolution Earth-
imagery and related products and services depends on a number of factors, including the quality,
scope, timeliness, sophistication, price and the availability of substitute products and services. Lack
of significant market acceptance of the Company’s offerings, or other products and services that utilize
its imagery, delays in acceptance, failure of certain markets to develop or the Company’s need to
make significant investments to achieve acceptance by the market would negatively affect its
business, financial condition and results of operations. The Company may not continue to grow in line
with historical rates or at all. If the Company is unable to achieve sustained growth, it may be unable
to execute its business strategy, expand the Company’s business or fund other liquidity needs and its
business prospects, financial condition and results of operations could be materially and adversely
affected.
The Company’s business is subject to various regulatory risks that could adversely affect its
operations.
The environment in which the Company operates is highly regulated due to the sensitive nature of the
Company’s complex and technologically advanced systems, including satellites, products, hardware
and software, in addition to those regulations broadly applicable to publicly listed corporations. There
are numerous regulatory risks that could adversely affect operations, including but not limited to:
It is possible that the laws and regulations governing the Company’s business and
operations will change in the future. A substantial portion of the Company’s revenue is
generated from customers outside of Canada and the U.S. There may be a material
adverse effect on the Company’s financial condition and results of operations if the
Company is required to alter its business to comply with changes in both domestic and
foreign regulations, telecommunications standards, tariffs or taxes and other trade barriers
that reduce or restrict the Company’s ability to sell its products and services on a global
basis, or by political and economic instability in the countries in which the Company
conducts business. Any failure to comply with such regulatory requirements could also
subject the Company to various penalties or sanctions.
Certain of the Company’s businesses and satellites, systems, products, services or
technologies it has developed require the implementation or acquisition of products or
technologies from third parties, including those in other jurisdictions. Also, certain of the
Company’s satellites, systems, products or technologies may be required to be forwarded
or exported to other jurisdictions. In certain cases, if the use of the technologies can be
viewed by the jurisdiction in which that supplier or subcontractor resides as being subject
to export constraints or restrictions relating to national security, the Company may not be
able to obtain the technologies and products that it requires from subcontractors who
would otherwise be the Company’s preferred choice or may not be able to obtain the export
permits necessary to transfer or export the Company’s technology. To the extent that the
Company is able, it obtains pre-authorization for re-export prior to signing contracts which
oblige the Company to export subject technologies, including specific foreign government
55
approval as needed. In the event of export restrictions, the Company may have the ability
through contract
its obligations.
Notwithstanding these provisions, the inability to obtain export approvals, export
restrictions or changes during contract execution or non-compliance by the Company’s
customers could have an adverse effect on its revenues and margins.
force majeure provisions
to be excused
from
For certain aspects of the Company’s business operations, it is required to obtain U.S.
government licenses and approvals and to enter into agreements with various government
bodies in order to export satellites and related equipment, to disclose technical data or
provide defense services to foreign persons. The delayed receipt of or the failure to obtain
the necessary U.S. government licenses, approvals and agreements may prohibit entry
into or interrupt the completion of a satellite construction contract which could lead to a
customer’s termination of a contract for default, monetary penalties and/or the loss of
incentive payments.
Some of the Company’s customers and potential customers, along with insurance
underwriters and brokers, have asserted that U.S. export control laws and regulations
governing disclosures to foreign persons excessively restrict their access to information
about the satellite during construction and on-orbit. Office of Foreign Assets Control
(“OFAC”) sanctions and requirements may also limit certain business opportunities or
delay or restrict the Company’s ability to contract with potential foreign customers or
operators. To the extent that the Company’s non-U.S. competitors are not subject to OFAC
or similar export control or economic sanctions laws and regulations, they may enjoy a
competitive advantage with foreign customers, and it could become increasingly difficult
for the U.S. satellite manufacturing industry, including the Company, to recapture this lost
market share. Customers concerned over the possibility that the U.S. government may
deny the export license necessary for the Company to deliver their purchased satellite to
them, or the restrictions or delays imposed by the U.S. government licensing requirements,
even where an export license is granted, may elect to choose a satellite that is purportedly
free of International Traffic in Arms Regulations (“ITAR”) offered by one of the Company’s
European competitors. The Company is further disadvantaged by the fact that a
purportedly “ITAR-free” satellite may be launched less expensively in China on the
Chinese Long March rocket, a launch vehicle that, because of ITAR restrictions, is not
available to us.
There is a risk that the Company could become non-compliant with Canadian or U.S.
securities laws and regulations. Non-compliance may result in significant penalties, in
addition to loss of reputation.
As part of the regulatory and legal environments in which the Company operates, it is
subject to global anti-corruption laws that prohibit improper payments directly or indirectly
to government officials, authorities or persons defined in those anti-corruption laws in order
to obtain or retain business or other improper advantages in the conduct of business. The
Company’s policies mandate compliance with anti-corruption laws. Failure by the
Company’s employees, agents, subcontractors, suppliers and/or partners to comply with
anti-corruption laws could impact the Company in various ways that include, but are not
limited to, criminal, civil and administrative fines and/or legal sanctions and the inability to
bid for or enter into contracts with certain entities, all of which could have a significant
adverse effect on the Company’s reputation, operations and financial results.
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The Company’s operations are subject to governmental law and regulations relating to
environmental matters, which may expose it to significant costs and liabilities that could
negatively impact its financial condition.
The Company is subject to various federal, state, provincial and local environmental laws and
regulations relating to the operation of its businesses, including those governing pollution, the
handling, storage, disposal and transportation of hazardous substances, and the ownership and
operation of real property. While the Company does not operate environmentally sensitive
manufacturing processes at its company-owned facilities in Montreal, Quebec and Palo Alto,
California, there can be no assurance that the previous owners of these properties strictly complied
with such environmental laws and regulations. Such laws and regulations may result in significant
liabilities and costs to the Company due to the actions or inactions of the previous owners.
The Company is dependent on its ability to attract, train and retain employees. The Company’s
inability to do so, or the loss of key personnel, would cause serious harm to its business.
The Company’s success is largely dependent on the abilities and experience of its executive officers
and other key personnel to oversee all aspects of its operations and to deliver on its corporate
strategies, including managing acquisitions and execution of its U.S. access plan. Competition for
highly skilled management, technical, research and development and other personnel is intense in the
Company’s industry. In order to maintain the Company’s ability to compete as one of the prime
contractors for technologically advanced communication satellites, it must continuously retain the
services of a core group of specialists in a wide variety of disciplines for each phase of the design,
development, manufacture and testing of its products. To the extent that the demand for qualified
personnel exceeds supply, the Company could experience higher labor, recruiting or training costs in
order to attract and retain such employees, or could experience difficulties in performing under
contracts if its need for such employees was unmet. The Company may not be able to retain its current
executive officers or key personnel or attract and retain additional executive officers or key personnel
as needed to deliver on its corporate strategy.
Uncertain global macro-economic and political conditions could materially adversely affect the
Company’s results of operations and financial condition.
The Company’s results of operations are materially affected by economic and political conditions in
Canada, the U.S. and internationally, including inflation, deflation, interest rates, availability of capital,
energy and commodity prices, trade laws, and the effects of governmental initiatives to manage
economic conditions. Current or potential customers may delay or decrease spending on the
Company’s products and services as their business and/or budgets are impacted by economic
conditions. The inability of current and potential customers to pay the Company for its products and
services may adversely affect the Company’s earnings and cash flows.
The Company’s international business exposes it to risks relating to increased regulation,
currency fluctuations, and political or economic instability in foreign markets, which could
adversely affect the Company’s revenue.
In 2017, approximately 34% of the Company’s revenue was derived from non-Canadian or U.S. sales,
and the Company intends to continue to pursue international contracts. International operations are
subject to certain risks, such as: changes in domestic and foreign governmental regulations and
licensing requirements; deterioration of relations between Canada and/or the U.S. and a particular
foreign country; increases in tariffs and taxes and other trade barriers; foreign currency fluctuations;
changes in political and economic stability; effects of austerity programs or similar significant budget
reduction programs; potential preferences by prospective customers to purchase from local (non-
Canadian or U.S.) sources; and difficulties in obtaining or enforcing judgments in foreign jurisdictions.
57
In addition, the Company’s international contracts may include industrial cooperation agreements
requiring specific in-country purchases, investments, manufacturing agreements or other financial
obligations, known as offset obligations, and provide for penalties if the Company fails to meet such
requirements. The impact of these factors is difficult to predict, but one or more of them could adversely
affect the Company’s financial position, results of operations, or cash flows.
The Company operates in highly competitive industries and in various jurisdictions across
the world which may cause the Company to have to reduce its prices.
The Company operates in highly competitive industries and many of its competitors are larger and
have substantially greater resources than the Company has. In addition, some of the Company’s
foreign competitors currently benefit from, and others may benefit in the future from, protective
measures by their home countries where governments are providing financial support, including
significant investments in the development of new technologies. Government support of this nature
greatly reduces the commercial risks associated with satellite development activities for these
competitors. This market environment may result in increased pressures on the Company’s pricing
and other competitive factors.
Fluctuations in foreign exchange rates could have a negative impact on the Company’s
business.
The Company’s revenues, expenses, assets and liabilities denominated in currencies other than the
U.S. dollar are translated into U.S. dollars for the purposes of compiling its consolidated financial
statements. The Company uses hedging strategies to manage and minimize the impact of exchange
rate fluctuations on its cash flow and economic profits. There are complexities inherent in determining
whether and when foreign exchange exposures will materialize, in particular given the possibility of
unpredictable revenue variations arising from schedule delays and contract postponements.
Furthermore, the Company could be exposed to the risk of non-performance of its hedging
counterparties. The Company may also have difficulty in fully implementing its hedging strategy
depending on the willingness of hedging counterparties to extend credit. Accordingly, no assurances
may be given that the Company’s exchange rate hedging strategy will protect it from significant
changes or fluctuations in revenues and expenses denominated in non-Canadian or U.S. dollars.
The Company’s business is capital intensive, and it may not be able to raise adequate capital
to finance its business strategies, including funding any future satellite, or the Company may
be able to do so only on terms that significantly restrict its ability to operate its business.
The implementation of the Company’s business strategies, such as expanding its satellite constellation
and its value-added products and services offerings, requires a substantial outlay of capital. As the
Company pursues its business strategies and seeks to respond to opportunities and trends in its
industry, the Company’s actual capital expenditures may differ from its expected capital expenditures,
and there can be no assurance that it will be able to satisfy its capital requirements in the future. The
Company currently expects that its ongoing liquidity requirements for sustaining its operations will be
satisfied by cash on hand and cash generated from its existing and future operations supplemented,
where necessary, by available credit. However, the Company cannot provide assurances that its
businesses will generate sufficient cash flow from operations in the future or that additional capital will
be available in amounts sufficient to enable it to execute its business strategies. The Company’s ability
to increase its debt financing and/or renew existing credit facilities may be limited by its existing
financial covenants, credit objectives, or the conditions of the debt capital market generally.
Furthermore, the Company’s current financing arrangements contain certain restrictive covenants
(e.g., the achievement or maintenance of stated financial ratios) that may impact the Company’s future
operating and financial flexibility.
58
The Company’s ability to obtain additional debt or equity financing or government grants to
finance operating working capital requirements and growth initiatives may be limited or
difficult to obtain, which could adversely affect its operations and financial condition.
The Company needs capital to finance operating working capital requirements and growth initiatives
and to pay its outstanding debt obligations as they become due for payment. If the cash generated
from the Company’s businesses, together with the credit available under existing bank facilities, is not
sufficient to fund future capital requirements, it will require additional debt or equity financing. The
Company’s ability to access capital markets on terms that are acceptable will be dependent on
prevailing market conditions, as well as its future financial condition. Further, the Company’s ability to
increase its debt financing and/or renew existing facilities may be limited by the Company’s financial
covenants, credit objectives, and debt capital market conditions. Although the Company does not
anticipate any difficulties in raising funds in the future, there can be no assurance that capital will be
available on suitable terms and conditions, or that borrowing costs will not be adversely affected.
The Company has in the past, and may continue in the future to, receive government grants for
research and development activities and other business initiatives. Any agreement or grant of this
nature with government may be accompanied by contractual obligations applicable to us, which may
result in the grant money becoming repayable if certain requirements are not met. A failure to meet
contractual obligations under such agreements and grants and a consequent requirement to repay
money received could negatively impact the Company’s results of operations and financial condition.
The Company’s current financing arrangements contain certain restrictive covenants that may
impact its future operating and financial flexibility.
The Company’s current financing arrangements contain certain restrictive covenants that may impact
its future operating and financial flexibility. The Company’s debt funding is provided under its credit
agreements, which contains a series of positive and negative covenants with which the Company must
comply, including the achievement or maintenance of stated financial ratios. If the Company fails to
comply with any covenants and are unable to obtain a waiver thereof, the lenders under the Syndicated
Credit Facility may be able to take certain actions with respect to the amounts owing under such
agreements, including early payment thereof. Any such actions could have a material adverse effect
on the Company’s financial condition. These covenants could also have the effect of limiting the
Company’s flexibility in planning for or reacting to changes in its business and the markets in which
the Company competes.
The Company’s business may be adversely affected by deterioration in the credit quality of, or
defaults under its contracts with, third parties with whom the Company does business.
The Company has provided, and may provide in the future, partial financing of working capital to or on
behalf of its customers to enable the Company to remain competitive in certain satellite construction
contracts. The Company has in the past implemented these investments in the form of orbital
receivables, work-in-progress, performance guarantees, and bridge financing indemnification of third
party lenders. The Company may also arrange for partial or full third party financing with export credit
agencies to be provided to the Company’s customers, which the Company may partially guarantee. If
a customer defaults on an obligation to the Company or to an indemnified third party, this could have
a significant impact on the Company’s business and results of operations. Financing provided by the
Company and third party financing arranged by the Company may be linked to its ability to deliver the
satellite in-orbit. If the Company cannot achieve a successful in-orbit delivery, it could be liable for
repayment of amounts received from third party finance providers and could forfeit amounts financed
by the Company and any future amounts that would have otherwise been earned. The Company
undertakes significant customer due diligence prior to providing any financial support to customers
and will attempt to limit its exposure through the use of insurance products and other contractual
59
measures. However, there can be no assurance that such measures will be available on economically
viable terms, or at all, or will be successful in mitigating the Company’s exposure and customer
defaults could have a material adverse effect on its business, results of operations and financial
condition.
Additionally, certain of the Company’s commercial customers are either highly leveraged or are in the
development stages and may not be fully funded and there is a risk that these customers will be unable
to meet or significantly delayed in meeting their payment obligations under their contracts. The
Company may not be able to mitigate these effects because it manufactures satellites to each
customer’s specifications and generally purchase materials in response to a particular customer
contract. Moreover, many of the satellite construction contracts include orbital receivables, and certain
satellite construction contracts may require the Company to provide vendor financing to or on behalf
of its customers, including guarantees or a combination of these contractual terms. To the extent that
the Company’s contracts contain orbital receivables provisions or the Company provides vendor
financing to or on behalf of the Company’s customers, its financial exposure is further increased.
The Company may not realize all of the anticipated benefits from the DigitalGlobe Transaction.
The Company believes that it will continue to capitalize on projected benefits resulting from the
DigitalGlobe Transaction, such as strategic and integration opportunities, synergies and other financial
benefits. However, there is a risk that some or all of the expected benefits of the DigitalGlobe
Transaction may fail to materialize, or may not occur within the time periods anticipated. The
realization of such benefits may be affected by a number of factors, including tax and regulatory
considerations and decisions, many of which are beyond the Company’s control. The challenge of
combining previously independent businesses makes evaluating the business and future financial
prospects difficult. Realization of the anticipated benefits of the DigitalGlobe Transaction will depend,
in part, on the Company’s ability to successfully integrate DigitalGlobe. The Company is required to
devote significant management attention and resources to integrating DigitalGlobe into the Company’s
business practices and support functions. The diversion of management’s attention and any delays or
difficulties encountered in connection with the integration of the DigitalGlobe business could have an
adverse effect on the Company’s business, financial results, financial condition or share price. The
integration process may also result in additional and unforeseen expenses, including the discovery of
undisclosed or unanticipated liabilities associated with the DigitalGlobe business. Failure to realize all
of the anticipated benefits of the DigitalGlobe Transaction may have a material adverse effect on the
Company’s results of operations, business prospects and financial condition.
Failure to realize all of the anticipated benefits of the DigitalGlobe Transaction may impact the
Company’s financial performance, the price of its common shares and its ability to continue paying
dividends on the Company’s common shares at rates consistent with current dividend guidance or at
all. The declaration of dividends by the Company is at the discretion of its board of directors, which
may determine at any time to cease paying dividends, lower the dividend rate or not increase the
dividend rate.
Future acquisitions could result in adverse impacts on the Company’s operations.
In order to grow the Company’s business, it may seek to acquire additional assets or companies.
There can be no assurance that it will be able to identify, acquire, obtain the required regulatory
approvals, or profitably manage additional businesses or successfully integrate any acquired
businesses, products or technologies without substantial expenses, delays or other operational,
regulatory, or financial problems. In addition, any acquired businesses, products or technologies may
not achieve anticipated revenues and income growth. Further, acquisitions may involve a number of
additional risks, including diversion of management’s attention, failure to retain key personnel, or
failure to attract the right talent to manage organizational growth. The Company may become
responsible for unexpected liabilities that it failed or was unable to discover in the course of performing
60
due diligence in connection with historical acquisitions and any future acquisitions. The failure to
manage the Company’s acquisitions strategy successfully could have a material adverse effect on its
business, results of operations and financial condition.
The Company is currently a “foreign private issuer,” and, as a result, it is exempt from rules
under the Exchange Act, that impose disclosure requirements, as well as procedural
requirements, for proxy solicitations under Section 14 of the Exchange Act. In connection with
the Proposed Re-Domiciliation, the Company will lose its status as a “foreign private issuer”
in the U.S., and thus will no longer be exempt from a number of rules under the Exchange Act.
As a “foreign private issuer,” the Company is exempt from rules under the Exchange Act that impose
disclosure requirements, as well as procedural requirements, for proxy solicitations under Section 14
of the Exchange Act. The Company’s officers, directors and principal shareholders are also exempt
from the reporting and “short-swing” profit recovery provisions of Section 16 of the Exchange Act. In
addition, the Company is permitted, under a multi-jurisdictional disclosure system adopted by the U.S.
and Canada, to prepare the Company’s disclosure documents filed under the Exchange Act in
accordance with Canadian disclosure requirements, including preparing the Company’s financial
statements in accordance with IFRS, which differ in some respects from U.S. GAAP.
As announced in connection with the DigitalGlobe Transaction, the Company has committed to
reorganize all or part of its corporate and operating structure to ensure the ultimate parent of Maxar
Holdings and DigitalGlobe is organized in a jurisdiction within the U.S. by the end of 2019, subject to
customary approvals (the “Proposed Re-Domiciliation”). In connection with the Proposed Re-
Domiciliation, the Company will lose its status as a foreign private issuer, and will be required to file
annual, quarterly and current reports on Forms 10-K, 10-Q, and 8-K within the time periods required
by the Exchange Act, which are significantly shorter than the time periods required of foreign private
issuers for the less extensive periodic reporting required of them, and will have to mandatorily comply
with U.S. federal proxy requirements. The Company will also become subject to Regulation FD of the
Exchange Act, regulating the selective disclosure of non-public information, and its directors, senior
management and affiliates would be subject to the disclosure and other requirements of Section 16 of
the Exchange Act in respect of their ownership of and transactions in the Company’s securities. As a
result, the Company’s regulatory and compliance costs under U.S. securities laws as a U.S. domestic
issuer may be higher than those of a Canadian foreign private issuer eligible to use the multi-
jurisdictional disclosure system.
The Company may lose its foreign private issuer status in 2018, which could result in
significant additional costs and expenses.
As discussed above, the Company is a foreign private issuer, and therefore, it is not required to comply
with all of the periodic disclosure and current reporting requirements of the Exchange Act. The
determination of foreign private issuer status is made annually on the last business day of an issuer’s
most recently completed second fiscal quarter, and, accordingly, the next determination will be made
with respect to us on June 30, 2018. The Company would lose its foreign private issuer status if, for
example, more than 50% of its common shares are directly or indirectly held by residents of the United
States on June 30, 2018 and it fails to meet additional requirements necessary to maintain its foreign
private issuer status. If the Company loses its foreign private issuer status on this date, the Company
will be required to file with the SEC periodic reports and registration statements on U.S. domestic
issuer forms beginning at the end of 2018, which are more detailed and extensive than the forms
available to a foreign private issuer. The Company will also have to mandatorily comply with U.S.
federal proxy requirements, and the Company’s officers, directors and principal shareholders will
become subject to the short-swing profit disclosure and recovery provisions of Section 16 of the
Exchange Act. In addition, the Company will lose its ability to rely upon exemptions from certain
corporate governance requirements under the NYSE listing rules. As a U.S. listed public company that
is not a foreign private issuer, the Company will incur significant additional legal, accounting and other
61
expenses that it will not incur as a foreign private issuer, and accounting, reporting and other expenses
in order to maintain a listing on a U.S. securities exchange. These expenses will relate to, among other
things, the obligations to reconcile the Company’s financial information that is reported according to
IFRS to U.S. GAAP in the future.
Recent U.S. tax legislation may materially adversely affect the Company’s financial condition,
results of operations, and cash flows.
Recently enacted U.S. tax legislation has significantly changed the U.S. federal income taxation of
U.S. corporations, including by reducing the U.S. corporate income tax rate, limiting interest
deductions and certain deductions for executive compensation, permitting immediate expensing of
certain capital expenditures, adopting elements of a territorial tax system, revising the rules governing
net operating losses, and introducing new anti-base erosion provisions. Many of these changes are
effective immediately, without any transition periods or grandfathering for existing transactions. The
legislation is unclear in many respects and could be subject to potential amendments and technical
corrections, as well as interpretations and implementing regulations by the Treasury and Internal
Revenue Service (“IRS”), any of which could lessen or increase certain adverse impacts of the
legislation. In addition, it is unclear how these U.S. federal income tax changes will affect state and
local taxation, which often uses federal taxable income as a starting point for computing state and
local tax liabilities.
While the Company’s analysis and interpretation of this legislation is preliminary and ongoing, based
on its current evaluation, the limitation on interest deductions and anti-base erosion provisions may
negatively impact its cash flows going forward. Further, there may be other material adverse effects
resulting from the legislation that the Company has not yet identified, including as a result of and
following the Proposed Re-Domiciliation. While some of the changes made by the tax legislation may
adversely affect the Company in one or more reporting periods and prospectively, other changes may
be beneficial on a going forward basis. The Company continues to work with its tax advisors and
auditors to determine the full impact that the recent tax legislation as a whole will have on us.
62
Management Report
The management of Maxar Technologies Ltd. is responsible for the accompanying consolidated
financial statements, management’s discussion and analysis (MD&A) and other information included
in the annual report. The consolidated financial statements have been prepared in conformity with
International Financial Reporting Standards using the best estimates and judgments of management,
where appropriate. Other financial information presented in this annual report is consistent with that
in the consolidated financial statements.
Management is also responsible for a system of internal controls over the financial reporting process
which is designed to provide reasonable assurance that relevant and reliable financial information is
produced.
The Board of Directors is responsible for overseeing management in the performance of its financial
reporting responsibilities and for approving the financial information included in the annual report. The
Audit Committee of the Board of Directors meets periodically with management and the Company’s
internal and external auditors to discuss internal controls over the financial reporting process, auditing
matters and financial reporting issues. The internal and external auditors have full access to the Audit
Committee. The Audit Committee reviews the interim and annual consolidated financial statements
and MD&A and recommends them to the Board of Directors for approval. In addition, the Audit
Committee recommends to the Board of Directors the annual appointment of the external auditors.
Howard L. Lance
President and
Chief Executive Officer
Vancouver, Canada
February 22, 2018
William McCombe
Executive Vice President and
Chief Financial Officer
63 Consolidated Financial Statements of
MAXAR TECHNOLOGIES LTD.
(formerly known as MacDonald, Dettwiler and Associates Ltd.)
Years ended December 31, 2017 and 2016
64
KPMG LLP
PO Box 10426 777 Dunsmuir Street
Vancouver BC V7Y 1K3
Canada
Telephone (604) 691-3000
Fax (604) 691-3031
INDEPENDENT AUDITORS’ REPORT
To the Shareholders of Maxar Technologies Ltd. (formerly known as MacDonald, Dettwiler
and Associates Ltd.)
We have audited the accompanying consolidated financial statements of Maxar
Technologies Ltd. (formerly known as MacDonald, Dettwiler and Associates Ltd.), which
comprise the consolidated balance sheets as at December 31, 2017, December 31, 2016
and January 1, 2016, the consolidated statements of earnings, comprehensive income,
change in shareholders’ equity and cash flows for each of the years in the two year period
ended December 31, 2017, and notes, comprising a summary of significant accounting
policies and other explanatory information.
Management’s Responsibility for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated
financial statements in accordance with International Financial Reporting Standards, and
for such internal control as management determines is necessary to enable the preparation
of consolidated financial statements that are free from material misstatement, whether due
to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these consolidated financial statements
based on our audits. We conducted our audits in accordance with Canadian generally
accepted auditing standards. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about
whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the consolidated financial statements. The procedures selected depend on
our judgment, including the assessment of the risks of material misstatement of the
consolidated financial statements, whether due to fraud or error. In making those risk
assessments, we consider internal control relevant to the entity’s preparation and fair
presentation of the consolidated financial statements in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the entity’s internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of accounting
KPMG LLP is a Canadian limited liability partnership and a member firm of the KPMG network of independent member
firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. KPMG Canada provides
services to KPMG LLP.
65
estimates made by management, as well as evaluating the overall presentation of the
consolidated financial statements.
We believe that the audit evidence we have obtained in our audits is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements present fairly, in all material respects,
the consolidated financial position of Maxar Technologies Ltd. (formerly known as
MacDonald, Dettwiler and Associates Ltd.) as at December 31, 2017, December 31, 2016
and January 1, 2016, and its consolidated financial performance and its consolidated cash
flows for each of the years in the two year period ended December 31, 2017 in accordance
with International Financial Reporting Standards.
Comparative Information
We draw attention to Note 2(c) to the consolidated financial statements which indicates
that the comparative information presented as at and for the year ended December 31,
2016, has been represented. We also draw attention to Note 2(c) to the consolidated
financial statements which indicates that the comparative information presented as at
January 1, 2016 has been derived from the consolidated financial statements as at and for
the year ended December 31, 2015 (not presented herein). Our conclusion is not modified
in respect of these matters.
Chartered Professional Accountants
February 22, 2018
Vancouver, Canada
66
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Consolidated Statements of Earnings
(In millions of United States dollars, except per share amounts)
Years ended December 31, 2017 and 2016
Revenues
Direct costs, selling, general and administration
Depreciation and amortization
Foreign exchange loss (gain)
Share-based compensation expense
Other expense
Earnings before interest and income taxes
Finance income
Finance expense
Earnings (loss) before income taxes
Equity in loss from joint ventures, net of tax
Income tax expense (recovery)
Note
2017
2016
5
6
22(f)
8
7
26(a)
$
1,631.2
$
1,557.5
1,254.5
167.1
(13.5)
57.9
119.4
45.8
(1.3)
82.5
(35.4)
0.5
(136.3)
1,289.1
77.4
3.6
14.7
5.9
166.8
(0.3)
37.6
129.5
-
23.9
Net earnings
$
100.4
$
105.6
Net earnings per common share:
Basic
Diluted
21
21
$
2.44
2.43
$
2.90
2.83
See accompanying notes to consolidated financial statements.
67
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Consolidated Statements of Comprehensive Income
(In millions of United States dollars)
Years ended December 31, 2017 and 2016
Net earnings
2017
2016
$
100.4
$
105.6
Other comprehensive income (loss):
Items that may be subsequently reclassified to earnings:
Foreign currency translation adjustment
Net gain (loss) on hedge of net investment in foreign operations (net of
income tax expense of $0.2 million and $0.4 million, respectively)
Effective portion of changes in fair value of derivatives designated as
cash flow hedges (net of income tax expense of $1.1 million and income
tax recovery of $0.4 million, respectively)
Net change in fair value of derivatives designated as cash flow hedges
transferred to earnings (net of income tax recovery of $1.2 million and
$0.1 million, respectively)
Net change in fair value of available-for-sale financial assets (net of
income tax recovery of $0.1 million and income taxes of $nil, respectively)
Items that will not be subsequently reclassified to earnings:
Actuarial losses on defined benefit pension plans and other
post-retirement benefit plans (net of income tax expense of $9.4 million
and income tax recovery of $0.6 million, respectively)
Other comprehensive loss, net of income taxes
5.6
(0.2)
(2.0)
(4.9)
(0.7)
(2.2)
(3.2)
(3.2)
(5.4)
(1.8)
4.8
(7.2)
(1.0)
0.1
(5.1)
(8.3)
(8.3)
(13.4)
Comprehensive income
$
95.0
$
92.2
See accompanying notes to consolidated financial statements.
68
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Consolidated Balance Sheets
(In millions of United States dollars)
Note
December 31,
2017
December 31,
2016
January 1,
2016
(note 2(c))
Assets
Current assets:
Cash and cash equivalents
Trade and other receivables
Financial assets, other
Construction contract assets
Inventories
Non-financial assets
Current tax assets
Non-current assets:
Orbital receivables
Financial assets, other
Inventories
Non-financial assets
Deferred tax assets
Property, plant and equipment
Intangible assets
Goodwill
Liabilities and Shareholders' Equity
Current liabilities:
Bank overdraft
Trade and other payables
Current tax liabilities
Financial liabilities, other
Provisions
Employee benefits
Non-financial liabilities
Construction contract liabilities
Securitization liability
Current portion of long-term debt
Non-current liabilities:
Financial liabilities, other
Provisions
Employee benefits
Non-financial liabilities
Deferred tax liabilities
Securitization liability
Long-term debt
Shareholders’ equity:
Share capital
Contributed surplus
Retained earnings
Accumulated other comprehensive income
10
11(a)
12
12
12, 13(a)
14
11(a)
13(a)
26(d)
15
16(a)
16(b)
11(b)
17
18(a)
12, 13(b)
12
14
19
11(b)
17
18(a)
13(b)
26(d)
14
19
20
$
19.1
348.2
16.3
128.3
96.5
125.2
71.7
805.3
424.2
67.8
5.3
63.7
108.3
1,054.9
1,753.4
2,374.4
5,852.0
$
14.1
231.1
64.7
85.3
97.6
124.2
49.3
666.3
418.4
60.9
5.3
4.2
15.0
360.0
331.6
699.5
1,894.9
$
30.0
273.9
47.4
143.3
98.9
120.6
50.1
764.2
409.7
55.1
5.3
3.5
9.4
351.5
313.4
697.0
1,844.9
$ 6,657.3
$
2,561.2
$
2,609.1
$
-
236.9
49.2
18.9
8.7
123.9
209.2
258.9
15.5
18.1
939.3
13.8
159.3
217.6
176.4
103.6
90.8
2,942.9
4,643.7
1,550.3
50.6
261.8
150.9
2,013.6
$
17.9
186.0
41.3
17.3
4.7
89.4
12.9
293.0
14.9
101.9
779.3
15.4
33.2
238.1
15.8
11.3
106.3
498.8
1,698.2
466.9
31.0
208.8
156.3
863.0
$
-
167.3
46.1
32.0
9.2
76.9
16.3
438.4
-
2.0
788.2
21.4
28.9
231.3
18.7
9.5
-
710.7
1,808.7
455.8
30.7
144.2
169.7
800.4
$ 6,657.3
$
2,561.2
$
2,609.1
Contingencies and commitments (note 27)
Subsequent event (note 30)
See accompanying notes to consolidated financial statements.
Approved on behalf of the Board:
69 MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Consolidated Statements of Change in Shareholders’ Equity
(In millions of United States dollars)
Year ended December 31, 2017
Share Contributed
surplus
capital
Retained
earnings
Balance as at
Net
loss on
hedge
of net
investment
in foreign
operations
Foreign
currency
translation
adjustment
Fair
value
gains
(losses)
on cash
flow
hedges
Fair value Actuarial gains
(losses) on
defined benefit
pension plans
and other
gains
(losses) on
available-
for-sale
financial
assets
Total
accumulated
other
post-retirement comprehensive
income
benefit plans
Total
shareholders’
equity
January 1, 2017 $
466.9
$
31.0 $
208.8 $
(28.4)
$
152.3
$
10.2
$
0.7
$
21.5
$
156.3
$
863.0
Common shares
issued as part
of acquisition
consideration of
DigitalGlobe, net
of share issuance
costs (note 9)
Common shares
issued under
employee share
purchase plan
(note 22(a))
Common shares
issued upon
exercise of
share-based
compensation
awards
(note 22(b)&(c))
Equity-settled
share-based
compensation
expense
(note 22(f))
Issuance of
replacement
equity-settled
awards
pursuant to
acquisition
(note 9)
Dividends
Comprehensive
income (loss)
Balance as at
December 31,
1,071.1
4.5
-
-
7.8
(7.8)
-
11.6
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,071.1
4.5
-
11.6
15.8
(47.4)
95.0
15.8
-
-
(47.4)
-
-
-
-
100.4
(0.2)
5.6
(6.9)
(0.7)
(3.2)
(5.4)
2017
$ 1,550.3
$
50.6 $
261.8 $
(28.6)
$
157.9
$
3.3
$
-
$
18.3
$
150.9
$
2,013.6
Year ended December 31, 2016
Share Contributed
surplus
capital
Retained
earnings
Balance as at
Net gain
(loss) on
hedge
of net
investment
in foreign
operations
Foreign
currency
translation
adjustment
Fair
value
gains
(losses)
on cash
flow
hedges
Fair
value
gains on
available-
for-sale
financial
assets
Actuarial gains
(losses) on
defined benefit
pension plans
and other
Total
accumulated
other
post-retirement comprehensive
income
benefit plans
Total
shareholders’
equity
January 1, 2016 $
455.8
$
30.7
$
144.2
$
(33.2)
$
154.1
$
18.4
$
0.6
$
29.8
$
169.7
$
800.4
Common shares
issued under
employee share
purchase plan
(note 22(a))
Common shares
issued upon
exercise of
share-based
compensation
awards
(note 22(b))
Equity-settled
share-based
compensation
expense
(note 22(f))
Dividends
Comprehensive
income (loss)
Balance as at
December 31,
4.1
-
7.0
(7.0)
-
-
-
7.3
-
-
-
-
-
(41.0)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
105.6
4.8
(1.8)
(8.2)
0.1
(8.3)
(13.4)
4.1
-
7.3
(41.0)
92.2
2016
$
466.9
$
31.0
$
208.8
$
(28.4)
$
152.3
$
10.2
$
0.7
$
21.5
$
156.3
$
863.0
See accompanying notes to consolidated financial statements.
70
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Consolidated Statements of Cash Flows
(In millions of United States dollars)
Years ended December 31, 2017 and 2016
Cash flows provided by (used in):
Operating activities:
Net earnings
Adjustments to reconcile to net cash from operating activities:
$
100.4
$
105.6
Note
2017
2016
Depreciation of property, plant and equipment
Amortization of intangible assets
Share-based compensation expense
Finance income
Finance expense
Unrealized foreign exchange loss (gain)
Loss from early extinguishment of debt
Income tax expense (recovery)
Income taxes paid
Income taxes recovered
Changes in operating assets and liabilities
Cash provided by operating activities
Investing activities:
Purchase of property, plant and equipment
Purchase/development of intangible assets
Acquisition of DigitalGlobe, net of cash acquired
Disposal of short-term investments
Decrease in restricted cash
Interest received on short-term investments and others
Cash used in investing activities
Financing activities:
Issuance of long-term debt related to acquisition, net of
financing fees
Repayment of revolving loan facility and other long-term debt
Repayment of 2017 Term Notes
Repayment of 2024 Term Notes
Interest paid on long-term debt
Proceeds from revolving securitization facility
Settlement of securitization liability, including interest
Repayment of interest free government assistance
Proceeds from issuance of common shares issued under
employee share purchase plan
Share issuance costs
Payment of dividends
Cash provided by (used in) financing activities
Increase (decrease) in cash and cash equivalents
Effect of foreign exchange on cash and cash equivalents
15
16(a)
22(f)
8
26(a)
29(a)
15
16(a)
9,23(c)
9
19
19
19
14
14
25(b)(i)
20
20
Cash and cash equivalents, beginning of year
29(b)
61.1
106.0
33.4
(1.3)
73.3
(12.3)
23.0
(136.3)
(4.9)
6.0
(42.5)
205.9
(49.7)
(76.9)
(2,273.0)
4.2
6.4
1.3
(2,387.7)
3,096.7
(425.9)
(100.0)
(256.3)
(40.5)
-
(21.8)
(1.0)
3.8
(2.5)
(47.4)
2,205.1
23.3
(0.4)
(3.8)
33.9
43.5
14.7
(0.3)
28.0
7.2
-
23.9
(10.8)
3.9
(119.2)
130.4
(39.6)
(61.4)
-
0.1
0.4
0.3
(100.2)
-
(100.8)
-
(13.8)
(30.1)
123.2
(3.4)
(0.9)
3.5
-
(40.9)
(63.2)
(33.0)
(0.8)
30.0
Cash and cash equivalents, end of year
29(b)
$
19.1
$
(3.8)
Supplemental cash flow information (note 29)
See accompanying notes to consolidated financial statements.
71
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
1. General business description:
Maxar Technologies Ltd. (the “Company” or “Maxar”) is a corporation continued under the laws of the province
of British Columbia, Canada with common shares listed on the Toronto Stock Exchange (“TSX”) and New
York Stock Exchange (“NYSE”). On October 5, 2017, the Company’s name was changed from MacDonald,
Dettwiler and Associates Ltd. to Maxar Technologies Ltd. The Company’s registered office is located at Suite
1700, 666 Burrard Street, Vancouver, British Columbia, Canada. Maxar is an industry leading vertically-
integrated space and geospatial intelligence company with a full range of space technology solutions for
commercial and government customers including satellites, Earth imagery, geospatial data and analytics.
2. Basis of preparation:
(a) Statement of compliance:
These consolidated financial statements have been prepared on a going concern basis in accordance
with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting
Standards Board (“IASB”).
These consolidated financial statements were approved for issuance by the Board of Directors on
February 22, 2018.
(b) Basis of measurement:
These consolidated financial statements are presented in United States dollars and have been prepared
on a historical cost basis, except for certain financial assets and liabilities including derivative financial
instruments which are stated at fair value.
(c) Change in presentation currency:
Effective December 31, 2017, the Company changed its presentation currency from the Canadian dollar
to the U.S. dollar to more accurately reflect the predominant currency of the Company's revenue,
expenses and cash flows after the acquisition of DigitalGlobe, Inc. (“DigitalGlobe”) (note 9) and to
enhance comparability with its industry peer group.
The change in presentation currency represents a voluntary change that is accounted for retrospectively.
The consolidated financial statements of the Company for the periods before December 31, 2017 which
were based on a Canadian dollar (“C$”) presentation currency have been translated into a U.S. dollar
presentation currency as follows: assets and liabilities using the exchange rates prevailing at the balance
sheet date; shareholders’ equity using the applicable historical exchange rates prevailing at the dates of
transactions; and revenue, expenses and cash flows using average exchange rates for the relevant
period. The change in the presentation currency has resulted in changes to the previously reported
foreign currency translation adjustment account which is included as a component of accumulated other
comprehensive income. An additional consolidated balance sheet at January 1, 2016 has been presented
as a result of the retrospective change in presentation currency.
72
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
2. Basis of preparation (continued):
(d) Operating cycle:
The Company defines its operating cycle based on the duration of its contracts with customers and
suppliers. The Company enters into a significant number of contracts where the duration is more than
twelve months and as a result, certain current assets and liabilities may have terms greater than twelve
months.
(e) Use of estimates, assumptions and judgments:
The preparation of these consolidated financial statements requires management to make estimates,
assumptions and judgments that affect the application of accounting policies and the reported amounts
of assets, liabilities, revenues and expenses. These estimates, assumptions and judgments are based
on historical experience and various factors that management believes to be reasonable under the
circumstances.
(i) Use of estimates and assumptions:
Management reviews estimates and underlying assumptions on an ongoing basis. Revisions to
accounting estimates are recognized in the period in which the estimates are revised and in any future
periods affected. Actual results may differ from these estimates. The most notable estimates and
assumptions that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities are in the areas of revenue recognition (note 3(d)), recoverability of deferred tax
assets and the assessment of the impact of any tax uncertainties in various jurisdictions (note 3(t)), the
allocation of purchase price consideration to the fair value of assets acquired and liabilities assumed in
business combinations (note 9), and the assessment for impairment of financial and non-financial
assets (note 3(p)). Other areas that require the use of estimates and assumptions include estimating
useful lives of satellites and other long-lived assets, fair valuation of financial instruments, provisions,
pension and post-retirement benefit obligations, and share-based compensation. Additional
information on these estimates is included in note 3 and the respective note for each topic.
(ii) Judgments:
Management uses judgment when applying accounting policies and when making estimates and
assumptions as described above. The most significant areas that require judgments relate to the
recognition of investment tax credits (note 3(g)), derecognition of financial assets (note 3(i)(i)) and
impairment of financial assets (note 3(p)(i)). Other areas that require judgment include determining
separately identifiable components of a contract arrangement for revenue recognition, hedge
accounting and recognition of contingent liabilities. Additional information on these estimates is
included in note 3.
3. Significant accounting policies:
(a) Basis of consolidation:
These consolidated financial statements include the accounts of the Company and all subsidiary entities
which are controlled by the Company. All intercompany balances and transactions are eliminated on
consolidation.
73
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(b) Business combinations:
Business combinations are accounted for using the acquisition method. The consideration for an
acquisition is measured at the fair values of the assets transferred, the liabilities assumed and the equity
interests issued at the acquisition date. The excess of the consideration over the fair value of the
identifiable net assets acquired is recorded as goodwill. Transaction costs that are incurred in connection
with a business combination, other than costs associated with the issuance of debt or equity securities,
are expensed as incurred. On an acquisition-by-acquisition basis, any non-controlling interest is
measured either at fair value of the non-controlling interest or at the fair value of the proportionate share
of the net assets acquired.
Contingent consideration is measured at fair value on acquisition date and is included as part of the
consideration transferred. The fair value of the contingent consideration liability is re-measured at each
reporting date with the corresponding gain or loss being recognized in earnings.
(c) Foreign currency:
The consolidated financial statements of the Company are presented in United States dollars.
(i) Transactions in foreign currency:
Each entity within the consolidated group records transactions using its functional currency, being
the currency of the primary economic environment in which it operates. Foreign currency
transactions are translated into the respective functional currency of each entity using the foreign
currency rates prevailing at the date of the transaction. Period end balances of monetary assets and
liabilities in foreign currency are translated to the respective functional currencies using period end
foreign currency rates. Foreign currency gains and losses arising from settlement of foreign currency
transactions are recognized in earnings.
(ii) Foreign operations translation:
The assets and liabilities of operations with a functional currency other than United States dollars are
translated into United States dollars at period end foreign currency rates. Revenues and expenses
of such operations are translated into United States dollars at average rates for the period. Foreign
currency translation gains and losses are recognized in other comprehensive income. The relevant
amount in cumulative foreign currency translation adjustment is reclassified into earnings upon
disposition of a foreign operation.
(iii) Hedges of net investments in foreign operations:
Foreign exchange gains and losses arising from translation of a financial liability and foreign
exchange forward contracts designated as hedges of net investments in foreign operations are
recognized in other comprehensive income, to the extent that the hedges are effective. To the extent
that the hedges are ineffective, the gains and losses are recognized in earnings. When the hedged
portion of a net investment is disposed of, the relevant amount accumulated in other comprehensive
income is transferred to earnings as part of the gain or loss on disposal.
74
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(d) Revenue recognition:
Revenue is measured at the fair value of consideration received or receivable, net of discounts and after
eliminating intercompany sales. When consideration received from customers includes advance
payments that contain a financing element, the Company imputes interest on such advance payments
and recognizes such amounts as a component of revenue.
The Company’s contracts with customers may include multiple deliverables that fall within one or more of
the revenue categories described below. Where revenue arrangements have separately identifiable
components and the components are considered to have standalone value to the customer, the
consideration received is allocated to each identifiable component and the applicable revenue recognition
criteria are applied to each of the components.
When separately identifiable components in a revenue arrangement are considered to not have
standalone value, the applicable revenue recognition criteria are applied to the arrangement as a whole.
In such situations, if the Company incurs contract costs prior to the commencement of the performance
period of the contract, the costs are capitalized as deferred contract costs and are generally recognized
as expense over the same period as the associated deferred revenue arising from upfront fees under the
arrangement.
(i) Construction contracts:
A construction contract is a contract specifically negotiated for construction of an asset or a group of
interrelated assets. Revenue from construction contracts includes initial contract amounts, variations
in contract work, claims, incentive payments and the fair value of customer furnished materials. When
the outcome of a construction contract can be measured reliably, revenue is recognized using the
percentage of completion method based on contract costs incurred relative to total estimated contract
costs or units delivered relative to total units, as appropriate in the circumstances. Construction
contracts may be segmented into components which are accounted for separately or combined with
other contracts to form a single contract for revenue and expense recognition purposes. When the
outcome of a construction contract cannot be measured reliably, contract costs incurred are expensed
as incurred and revenue is recognized only to the extent that costs are considered likely to be
recoverable. If at the time of contract award or at any time during the life of a contract it becomes
probable that total contract costs will exceed total contract revenue, the expected loss is recognized
immediately in the statement of earnings.
Satellite construction contracts may include performance incentives whereby payment for a portion of
the purchase price is contingent upon in-orbit performance of the satellite. These performance
incentives are structured in two forms. As a warranty payback, the customer pays the entire amount of
the performance incentive during the period of the satellite construction and such incentives are subject
to refund if satellite performance does not achieve certain predefined operating specifications. As an
orbital receivable, the customer makes payment of performance incentives over the in-orbit life of the
satellite. Performance incentives, whether warranty payback or orbital receivables, are included in
revenue during the construction period based on amounts expected to be received. Orbital receivables
are recorded at their fair value as of the launch date and the adjustments to the amount receivable of
the discount during the in-orbit period are recorded as orbital income.
75
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(d) Revenue recognition (continued):
(i) Construction contracts (continued):
The percentage of completion method places considerable importance on accurate estimates of the
extent of progress towards completion. During the contractual period, revenue and costs may be
impacted by estimates of total contract costs, remaining costs to completion, total contract revenues,
contract risks and other judgments. Management continually reviews such estimates and adjusts them
as necessary. The inception to date impact of changes in estimates of contract revenues or costs to
complete is recognized in the period that the change is determined by management.
When costs incurred plus recognized profit (less recognized losses) on a construction contract exceeds
progress billings, the net amount is recorded as a construction contract asset. Conversely, when
progress billings exceed costs incurred plus recognized profit (less recognized losses), the net amount
is recorded as a construction contract liability.
Construction contracts may have termination and default clauses. If a contract is terminated for
convenience by a customer or due to a customer’s default, the company may be entitled to costs
incurred plus a reasonable profit.
(ii) Service contracts:
Service contracts include contracts for rendering of services, including delivery or licensing of satellite
imagery and imagery related products. Revenue from rendering of services is recognized by reference
to the stage of completion based on services performed to date as a percentage of total services to be
performed or on a straight-line basis over the term of the contract if revenue is determined to be earned
evenly.
The Company has various contracts with government and commercial customers that require the
delivery of imagery and the provision of infrastructure support services. If the deliverables do not qualify
as separate units of accounting, the Company recognizes the revenue for this single unit of accounting
using a proportional performance method over the life of the contract which may coincide with the
estimated life of the satellite. If the deliverables qualify as separate units of accounting, each element
is accounted for separately and recognized as revenue over the relevant terms of the arrangement or
the estimated useful life of the satellite being accessed.
Revenue related to satellite access is recognized based on satellite capacity made available to the
customer in a particular period compared to the total capacity to be made available over the term of the
contract or as minutes are consumed by the customer as appropriate in the circumstances.
Revenue from imagery licenses is typically recognized when the customer is able to directly download
the imagery or upon delivery. Revenues related to online imagery subscriptions are recognized ratably
over the subscription period.
Revenue from the sale of certain services that include the supply of processed data or data products is
recognized upon delivery.
76
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(e) Earnings per common share:
Basic earnings per common share is computed by dividing net earnings by the sum of the weighted
average number of common shares outstanding during the period plus outstanding deferred share units
awards (see note 22(e)) but excluding issued, but unvested, restricted shares.
Diluted earnings per common share is computed by adjusting the basic earnings per common share
calculation, as described above, for the effects of all potentially dilutive share appreciation rights and
restricted stock units (see notes 22(b) and 22(c)). The company calculates the effects of all potentially
dilutive share appreciation rights using the treasury stock method unless they are anti-dilutive. Share
appreciation rights are dilutive only when the average market value of the Company’s shares during the
period are greater than the exercise price of the share appreciation rights.
(f) Research and development:
Research costs are expensed in the period incurred. Development costs are capitalized and recorded
as an intangible asset if technical feasibility has been established and it is considered probable that the
Company will generate future economic benefits from the asset created on completion of development.
The costs capitalized include materials, direct labour, directly attributable overhead expenditures and
borrowing costs on qualifying assets. Other development costs are expensed in the period incurred.
(g) Government assistance and investment tax credits:
Government assistance includes government grants, below-market rate of interest loans and investment
tax credits and is recognized when there is reasonable assurance that the Company will comply with the
relevant conditions and that the government assistance will be received.
Government assistance that meets the recognition criteria and that relates to current expenses is
recorded as a reduction of the related expenses in direct costs, selling, general and administration.
Government assistance that meets the recognition criteria and that relates to the acquisition of an asset
is recorded as a reduction of the cost of the related asset. If government assistance becomes repayable,
the inception to date impact of assistance previously recognized in earnings is reversed immediately in
the period that the assistance becomes repayable.
The benefit of a government loan at a below-market rate of interest is treated as a government grant,
measured as the difference between proceeds received and the fair value of the loan based on prevailing
market interest rates.
77
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(g) Government assistance and investment tax credits (continued):
Investment tax credits, whether or not recognized in the financial statements, may be carried forward to
reduce future Canadian Federal and Provincial income taxes payable. The Company applies judgment
when determining whether the reasonable assurance threshold has been met to recognize investment
tax credits in the financial statements. The Company must interpret eligibility requirements in accordance
with Canadian income tax laws and must assess whether future taxable income will be available against
which the investment tax credits can be utilized. For investment tax credits that have not met the criteria
to be recognized in the financial statements, management continually reviews these interpretations and
assessments and recognizes the investment tax credits relating to prior period expenses in the period
when the reasonable assurance criteria have been met. Any changes in the interpretations and
assessments could have an impact on the amount and timing of investment tax credits recognized in the
financial statements.
(h) Finance income and finance expense:
Finance income is comprised of interest income and gains on disposals of available-for-sale assets.
Interest income is recognized as it accrues in earnings, using the effective interest method.
Finance expense is comprised of borrowing cost on debt, net interest expense on the net liability of
defined benefit pension and other post-retirement benefits plans, interest expense on the orbital
securitzation liability, and liability to dissenting shareholders, imputed interest on advance payments and
other liabilities, and the cost of forward points from foreign exchange forward contracts. All finance costs
are recognized in earnings using the effective interest method. Finance costs exclude borrowing costs
attributable to the construction of qualifying assets, which are assets that take a substantial period of time
to prepare for their intended use. Borrowing costs associated with qualifying assets are added to the cost
of the related assets.
(i) Financial instruments:
Financial assets and financial liabilities are initially measured at fair value and are subsequently re-
measured based on their classification as described below. Transaction costs that are directly attributable
to the acquisition or issuance of a financial asset or liability, other than financial assets and liabilities
classified as at fair value through earnings, are added or deducted from the fair value of the respective
financial asset or financial liability on initial recognition. Transaction costs that are directly attributable to
the acquisition or issuance of a financial asset or financial liability classified as at fair value through
earnings are recognized immediately in earnings.
Financial assets and liabilities are offset and the net amount is reported in the balance sheet when there
is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net
basis or realize the asset and settle the liability simultaneously.
78
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(i) Financial instruments (continued):
(i) Financial assets:
Financial assets are classified into the following categories: at fair value through earnings, loans and
receivables, and available-for-sale. The classification depends on the nature and purpose of the
financial asset and is determined at the time of initial recognition.
Financial assets at fair value through earnings
Financial assets are classified as at fair value through earnings when held for trading or if
designated into this category. Financial assets classified as financial assets at fair value through
earnings include derivative financial instruments that are not included in a qualifying hedging
relationship. Financial assets classified as financial assets as at fair value through earnings are
measured at fair value with any gains or losses arising on re-measurement recognized in
earnings.
Loans and receivables
Loans and receivables include cash and cash equivalents, restricted cash, and non-derivative
financial assets with fixed or determinable payments that are not quoted in an active market
including trade and other receivables, orbital receivables, and notes receivable. Loans and
receivables are initially measured at fair value and are subsequently re-measured at amortized
cost using the effective interest method, less any impairment losses.
Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are either designated
in this category or not classified into any of the other categories and include short-term and long-
term investments. Available-for-sale financial assets are measured at fair value with any gains
or losses on re-measurement recognized in other comprehensive income until the financial asset
is derecognized or is determined to be permanently impaired, at which time the gain or loss
accumulated in equity is transferred to earnings.
Investments in equity instruments that are not quoted in an active market and whose fair value
cannot be reliably measured are carried at cost.
Financial assets are derecognized when the rights to receive cash flows from the assets have expired
or have been transferred, either outright or through a qualifying pass-through arrangement, and the
Company has transferred substantially all of the risk and rewards of ownership of the asset. When
the Company retains substantially all of the risks and rewards of transferred assets, the transferred
assets are not derecognized and remain on the consolidated balance sheet. When the Company
neither retains nor transfers substantially all risks and rewards of ownership of the assets, the
Company derecognizes the assets if control over the assets is relinquished. If the Company retains
control over transferred assets, the Company continues to recognize the transferred assets to the
extent of its continuing involvement in the assets. Management assesses these criteria using the
balance of facts and circumstances of each individual arrangement and applies considerable
79
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(i) Financial instruments (continued):
(i) Financial assets (continued):
judgment when making these assessments, particularly when determining whether substantially all
the risks and rewards of ownership of the financial assets have been transferred. Any changes to
the conclusions of these assessments could have a material impact on the consolidated financial
statements.
(ii) Financial liabilities:
Financial liabilities are classified as either financial liabilities at fair value through earnings or as other
financial liabilities.
Financial liabilities at fair value through earnings
Financial liabilities are classified at fair value through earnings when held for trading or if
designated into this category. Financial liabilities classified as financial liabilities at fair value
through earnings include derivative financial instruments that are not included in a qualifying
hedging relationship and are measured at fair value with any gains or losses arising on re-
measurement recognized in earnings.
Other financial liabilities
Other financial liabilities include bank overdraft, trade and other payables, non-trade payables,
contingent liabilities, securitization liability, long-term debt and are initially measured at fair value
and are subsequently measured at amortized cost using the effective interest method.
(iii) Derivative financial instruments and hedging activities:
The Company uses derivative financial instruments to manage risk associated with foreign currency
rates. Derivative financial instruments are measured at fair value. When derivative financial
instruments are designated in a qualifying hedging relationship and hedge accounting is applied, the
effectiveness of the hedges is measured at the end of each reporting period and the effective portion of
changes in fair value is recognized in other comprehensive income and any ineffective portion is
recognized immediately in earnings. For foreign exchange forward contracts used to manage risk
associated with foreign currency rates, amounts are transferred from accumulated other
comprehensive income to revenue or direct costs, selling, general and administration when the
underlying transaction affects earnings. For foreign exchange contracts not in a qualifying hedging
relationship, changes in fair value are recognized immediately in earnings as a foreign exchange
gain or loss.
Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated,
exercised or no longer qualifies for hedge accounting. At that time, if the forecasted transaction
within a cash flow hedge remains probable, any cumulative gain or loss on the hedging instrument
recognized in other comprehensive income is retained in equity until the forecasted transaction
occurs. If the forecasted transaction is no longer expected to occur, the net cumulative gain or loss
previously recognized in other comprehensive income is transferred to earnings.
80
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(i) Financial instruments (continued):
(iv) Embedded derivatives:
The Company has embedded foreign currency derivatives in certain customer and supplier contracts.
These derivatives are accounted for as separate instruments and are measured at fair value at each
reporting date. Changes in fair value are recognized in earnings as foreign exchange gains or losses.
(j) Cash and cash equivalents:
Cash and cash equivalents is comprised of cash on hand, cash balances with banks and similar
institutions and term deposits redeemable within three months or less from date of acquisition with banks
and similar institutions.
(k) Investments:
(i) Short-term investments:
Short-term investments consist of mutual funds and financial instruments purchased with a term to
maturity at inception between three months and one year.
(ii) Long-term investments:
Long-term investments consist of unquoted equity instruments in which the Company does not have
significant influence and the fair value of which cannot be reliably measured.
(l)
Inventories:
Inventories are measured at the lower of cost and net realizable value and consist primarily of parts and
subassemblies used in the manufacturing of satellites. The cost of inventories is determined on a first-
in-first-out basis or weighted average cost basis, depending on the nature of the inventory. Net realizable
value is the estimated selling price in the ordinary course of business, less the estimated costs of
completion and selling expense.
(m) Property, plant and equipment:
Property, plant and equipment are measured at cost less accumulated depreciation and accumulated
impairment losses. Cost for satellite assets includes amounts related to design, construction, launch and
commissioning. Cost for ground system assets includes amounts related to construction and testing.
Borrowing costs are capitalized on certain qualifying assets that take a substantial period of time to
prepare for their intended use. When the costs of certain components of an item of property, plant and
equipment are significant in relation to the total cost of the item and the components have different useful
lives, they are accounted for and depreciated separately. Property, plant and equipment under
construction are measured at cost less any accumulated impairment losses.
Depreciation expense is recognized in earnings on a straight-line basis over the estimated useful life of
the related asset to its residual value. Expected useful lives and depreciation methods are reviewed
annually. Land is not depreciated.
81
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(m) Property, plant and equipment (continued):
The estimated useful lives are as follows:
Land improvements
Buildings
Leasehold improvements
Equipment:
Test and other equipment
Vehicles
Thermal vacuum chambers
Satellites
Furniture and fixtures
Computer hardware
(n) Leased assets:
Estimated useful life
20 years
7 to 45 years
lesser of useful life or term of lease
2 to 12 years
5 to 6 years
21 to 40 years
2 to 10 years
2 to 10 years
2 to 13 years
Leased assets for which the Company assumes substantially all the risks and rewards of ownership are
classified as finance leases. Upon initial recognition, the leased asset is measured at an amount equal
to the lower of its fair value and the present value of the minimum lease payments. The asset is
depreciated over the shorter of the lease term or its estimated useful life. All other leases are considered
operating leases and the payments, including lease incentives, are recognized in earnings on a straight-line
basis over the term of the lease.
(o) Intangible assets and goodwill:
(i)
Intangible assets:
Intangible assets with finite lives consist of acquired and internally developed technologies and
software, licenses, customer relationships, trademarks, trade names, non-compete agreements,
image library, and backlog. Intangible assets with finite lives are amortized on a straight-line basis
over their estimated useful lives and are measured at cost less accumulated amortization and
accumulated impairment losses. Intangible assets with finite lives are currently amortized over the
following periods:
Customer relationships
Backlog
Technologies
Software
Trade names
Trademarks
Image library
Licenses
Non-compete agreements
Estimated useful life
9 to 21 years
3 to 5 years
5 to 13 years
3 to 10 years
20 years
5 to 14 years
5 years
7 years
2 years
At December 31, 2017 and 2016, the Company did not have any indefinite life intangible assets.
82
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(o) Intangible assets and goodwill (continued):
(ii) Goodwill:
Goodwill is not amortized but is tested for impairment annually or whenever there is an indication of
impairment. Goodwill is measured at cost less accumulated impairment losses.
(p) Impairment:
(i) Financial assets:
Financial assets not carried at fair value through earnings are assessed for impairment at each
reporting date. A financial asset is impaired if objective evidence indicates that a loss event which
negatively affected the estimated future cash flows has occurred after the initial recognition of the
asset. Management uses judgment when identifying and assessing objective evidence that may
indicate a loss event and when estimating the potential impact on the carrying value of accounts
receivable, notes receivable, orbital receivables, and other financial assets. For financial assets
measured at amortized cost, the impairment loss is the difference between the carrying amount and
the present value of the estimated future cash flows, discounted at the original effective interest rate.
If an impairment has occurred, the carrying amount of the asset is reduced, with the amount of the
loss recognized in earnings. A permanent impairment loss for an available-for-sale investment is
recognized by transferring the cumulative loss previously recognized in other comprehensive income
to earnings.
(ii) Goodwill and non-financial assets:
Goodwill and non-financial assets are tested for impairment annually, or whenever events or changes
in circumstances indicate that an asset's carrying amount may be less than its recoverable amount.
Management uses judgment to estimate the inputs to these assessments including cash flow
projections, discount rates and tax rates, and any changes to these inputs could have a material
impact on the impairment calculation.
For impairment testing, non-financial assets that do not generate independent cash flows are
grouped together into a cash-generating unit ("CGU"), which represent the level at which largely
independent cash flows are generated. Goodwill is allocated to groups of CGUs based on the level
at which it is monitored for internal reporting purposes.
An impairment loss is recognized in earnings to the extent that the carrying value of an asset, CGU
or group of CGUs exceeds its estimated recoverable amount. The recoverable amount of an asset,
CGU or group of CGUs is the greater of its value in use and its fair value less cost to sell. Value in
use is calculated as the present value of the estimated future cash flows discounted at appropriate
discount rates.
An impairment loss relating to a specific asset reduces the carrying value of the asset. An impairment
loss relating to a CGU or group of CGUs reduces the carrying value of the goodwill allocated to the
CGU or group of CGUs, then reduces the carrying value of the other assets of the CGU or group of
CGUs on a pro-rata basis.
83
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(p) Impairment (continued):
(ii) Goodwill and non-financial assets (continued):
An impairment loss in respect of goodwill is not reversed. A previously recognized impairment loss
related to other non-financial assets is assessed at each reporting date for any indications that the
loss has decreased or no longer exists. An impairment loss related to other non-financial assets is
reversed if there is a subsequent increase in recoverable amount. An impairment loss is reversed
only to the extent that the asset's carrying value does not exceed the carrying value that would have
been determined, net of depreciation or amortization, if no impairment loss had been recognized.
(q) Provisions:
Provisions are recognized if, as a result of a past event, the Company has a present legal or constructive
obligation that can be estimated reliably, and it is probable that an outflow of resources will be required
to settle the obligation. Provisions are determined by discounting expected future cash outflows at a pre-
tax rate that reflects current market assessments of the time value of money and the risks specific to the
liability. Management uses judgment to estimate the amount, timing and probability of the liability based
on facts known at the reporting date. The unwinding of the discount is recognized as finance expense.
(i) Warranty and after-sale service costs:
A provision for warranty and after-sale service costs is recognized when the underlying product or
service is sold and when the recognition criteria described above have been met. Warranty and after-
sale service provisions are based on management’s best estimate of the expected obligation using
historical warranty data and experience. Warranty and after-sale service provisions related to products
and services delivered under construction contracts are included in the estimated total costs to complete
when applying the percentage of completion method of revenue recognition.
(ii) Restructuring costs:
A provision for restructuring costs is recognized when the Company has approved a detailed and formal
restructuring plan, and the restructuring either has commenced or has been announced publicly. Future
operating losses are excluded from the provision.
(iii) Others:
A provision for onerous contracts, excluding construction contracts (see note 3(d)(i)), is recognized
when the unavoidable costs of meeting the obligations under the contract exceed the economic benefits
expected to be received from the contract. The provision is measured at the present value of the lower
of the expected cost of terminating the contracts and the expected net cost of continuing with the
contract.
A provision for decommissioning liabilities is recognized at the time of asset acquisition.
Decommissioning liabilities are added to the carrying value of the related asset and are depreciated
over the asset’s estimated useful life.
84
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(r) Employee benefits:
(i) Defined benefit pension plans and other post-retirement benefit plans:
The Company maintains defined benefit plans for some of its employees. The Company’s net obligation
in respect of defined benefit plans is calculated separately for each plan by estimating the amount of
future benefit that employees have earned in the current and prior periods, discounting that amount and
deducting the fair value of any plan assets.
The calculation of defined benefit obligations is performed annually by qualified actuaries using the
projected unit credit method, which takes into account the expected salary increases as the basis for
future benefit increases for the pension plans. The discount rate is the yield at the reporting date on
high quality corporate bonds that have maturity dates approximating the terms of the Company’s
obligations and that are denominated in the same currency in which the benefits are expected to be
paid. Actuarial assumptions for discount rates, expected salary increases and the projected age of
employees upon retirement reflect historical experience and the Company’s assessment of future
expectations. When the calculation results in a benefit to the Company, the recognized asset is limited
to the present value of economic benefits available in the form of any future refunds from the plan or
reductions in future contributions to the plan. In order to calculate the present value of economic benefits
for a particular plan, consideration is given to any minimum funding requirements that apply to that
particular plan. An economic benefit is available to the Company if it is realizable during the life of the
plan, or on settlement of the plan liabilities.
Re-measurements of the net defined benefit liability, which comprise actuarial gains and losses, the
return on plan assets (excluding amounts included in net interest expense) and the effect of the asset
ceiling (if any, excluding interest), are recognized immediately in other comprehensive income. The
Company determines the net interest expense (income) on the net defined benefit liability (asset) for
the period by applying the discount rate used to measure the defined benefit obligation at the beginning
of the annual period to the net defined benefit liability (asset), taking into account any changes in the
net defined benefit liability (asset) during the period as a result of contributions and benefit payments.
Net interest expense is recognized as a component of finance expense. The Company recognizes
service cost and administrative expenses relating to defined benefit plans as a component of direct
costs, selling, general and administrative expense.
When the benefits of a plan are changed or when a plan is curtailed, the resulting change in the net
benefit liability that relates to past service or the gain or loss on curtailment is recognized immediately
in earnings. The Company recognizes gains or losses on the settlement of a defined benefit plan when
settlement occurs.
(ii) Termination benefits:
Termination benefits are expensed when the Company has demonstrably committed, without realistic
possibility of withdrawal, to a formal detailed plan to either terminate employment before the normal
retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary
redundancy. Termination benefits for voluntary redundancies are expensed if the Company has made
an offer of voluntary redundancy, it is probable that the offer will be accepted and the number of
acceptances can be estimated reliably.
85
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(r) Employee benefits (continued):
(iii) Defined contribution pension plans:
The Company also maintains defined contribution plans for some of its employees whereby the
Company pays contributions based on a percentage of the employees’ annual salary. Obligations
for contributions to defined contribution pension plans are recognized as an employee benefit
expense in the statement of earnings as the services are provided.
(s) Share-based compensation plans:
The Company maintains a number of share-based compensation plans for certain employees and
directors that may be settled with cash and/or equity. For certain share-based compensation plans, the
Company has the ability to mandate equity settlement by issuing shares from treasury. Share-based
compensation plans are measured at fair value using the Black-Scholes option pricing model and the fair
value is expensed on a straight-line basis over the vesting period. Management uses judgment to
determine the inputs to the Black-Scholes option pricing model including the expected plan lives,
underlying share price volatility and forfeiture rates. Volatility is estimated by considering the Company’s
historic share price volatility over similar periods to the expected life of the awards under consideration.
Changes in these assumptions will impact the calculation of fair value and the amount of compensation
expense recognized in earnings.
The fair value of cash-settled plans is recognized as a liability in the consolidated balance sheet and is
re-measured and charged to earnings at each reporting date until the award is settled.
The fair value of equity-settled plans is recognized in contributed surplus as part of equity in the
consolidated balance sheet. Equity-settled plans are measured based on the grant date fair value of the
award including the impact of estimated forfeitures and are not re-measured.
(t)
Income taxes:
Income tax expense is comprised of current and deferred tax. Current tax and deferred tax are recognized
into earnings except to the extent that it arises in a business combination, or items recognized directly in
other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax
rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect
of previous years.
Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets
and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax
is not recognized for the following temporary differences: the initial recognition of assets or liabilities in a
transaction that is not a business combination and that affects neither accounting nor taxable earnings,
and differences relating to investments in subsidiaries and jointly controlled entities to the extent that it is
probable that they will not reverse in the foreseeable future. In addition, deferred tax is not recognized
for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured
at the tax rates that are expected to be applied to temporary differences when they reverse, based on the
laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and
86
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
3. Significant accounting policies (continued):
(t)
Income taxes (continued):
liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they
relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax
entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and
liabilities will be realized simultaneously.
Deferred tax assets are recognized for unused tax losses, tax credits and deductible temporary
differences, to the extent that it is probable that future taxable profits will be available against which they
can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent
that it is no longer probable that the related tax benefit will be realized.
(u) Adoption of new standards:
On January 1, 2017, the Company adopted amendments to IAS 7 - Statement of Cash Flows. The
amendments require disclosures that enable users of the financial statements to evaluate changes in
liabilities arising from financing activities, including both changes arising from cash flow and non-cash
changes. The amendments to IAS 7 were applied prospectively and resulted in changes to presentation
and disclosure in the Company’s notes to consolidated financial statements, but otherwise did not have
a significant impact on the Company’s consolidated financial statements (note 29(d)).
4. New standards and interpretations not yet adopted:
IFRS 15 - Revenue from Contracts with Customers
In May 2014, the IASB issued IFRS 15 - Revenue from Contracts with Customers, which supersedes IAS 18
- Revenue, IAS 11 - Construction Contracts and other interpretive guidance associated with revenue
recognition. IFRS 15 provides a single, principles-based five-step model to be applied to all contracts with
customers to determine how and when an entity should recognize revenue. The standard also provides
guidance on whether revenue should be recognized at a point in time or over time as well as requirements for
more informative, relevant disclosures. IFRS 15 is effective for annual periods beginning on or after January 1,
2018 with earlier adoption permitted. The Company has established an implementation plan and intends to
adopt IFRS 15 in its financial statements for the annual period beginning on January 1, 2018 and apply IFRS
15 retrospectively to prior periods.
The Company is continuing to assess the transition impact of adopting IFRS 15 on its consolidated financial
statements. This includes finalizing the evaluation of (i) recognition and measurement of all significant
construction and service contracts in place, including contracts acquired in the DigitalGlobe acquisition or
subsequently entered into by DigitalGlobe entities (note 9); (ii) company policies and business practice; (iii)
internal controls; and (iv) significant judgments and estimations required.
87
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
4. New standards and interpretations not yet adopted (continued):
While the Company continues to assess all potential impacts of the new revenue recognition standard, it
currently believes the most significant impact will relate to its method of accounting for contract loss provisions.
A contract with a customer will be considered onerous and a loss provision will be recognized only if it becomes
probable that the total estimated direct costs of the contract, excluding allocated overheads, exceeds total
contract revenues. Currently, the Company recognizes a contract loss provision if it becomes probable that
total contract costs, including allocated overheads, exceeds total contract revenues. The impact of this change
in accounting policy, when adopted, would decrease the frequency and amount of contract loss provisions
recognized.
The Company expects that the significant majority of long-term construction and service contracts currently
accounted for under the percentage-of-completion method will meet the requirements for revenue recognition
over time under IFRS 15, and the Company will continue to apply a costs incurred to expected total cost
model.
The Company is currently quantifying the transition impact and compiling the disclosures required for transition
to IFRS 15. The Company will present its 2018 first quarter financial statements under this new standard.
IFRS 9 - Financial Instruments
In July 2014, the IASB issued IFRS 9 - Financial Instruments, which replaces the earlier versions of IFRS 9
(2009, 2010, and 2013) and completes the IASB’s project to replace IAS 39 - Financial Instruments:
Recognition and Measurement. IFRS 9 includes a logical model for classification and measurement of
financial assets; a single, forward-looking ‘expected credit loss’ impairment model and a substantially-
reformed approach to hedge accounting to better link the economics of risk management with its accounting
treatment. IFRS 9 is effective for annual periods beginning on or after January 1, 2018 and must be applied
retrospectively with some exemptions.
For hedge accounting, IFRS 9 allows companies to continue to use the existing requirements under IAS 39
rather than adopting the new requirements of IFRS 9 until IASB finalizes its macro hedge accounting project.
As permitted, the Company has elected to not adopt the IFRS 9 hedge accounting requirements on January
1, 2018 and will retain the IAS 39 hedge accounting requirements.
Other than hedge accounting requirements, the Company will adopt the standard on January 1, 2018 using
the modified retrospective application method, under which 2017 comparatives are not restated and a
cumulative catch up adjustment is recorded on January 1, 2018, for any differences identified including
adjustments to opening retained earnings balances. The Company has analyzed the impact of adopting IFRS
9 and anticipates that there will not be any material changes as a result of adopting this new standard.
88
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
4. New standards and interpretations not yet adopted (continued):
IFRS 16 - Leases
In January 2017, the IASB issued IFRS 16 - Leases, which supersedes IAS 17 - Leases. IFRS 16 establishes
principles for the recognition, measurement, presentation and disclosure of leases. The standard establishes
a single model for lessees to bring leases on-balance sheet while lessor accounting remains largely
unchanged and retains the finance and operating lease distinctions. IFRS 16 is effective for annual periods
beginning on or after January 1, 2019 with earlier adoption permitted, but only if also applying IFRS 15 -
Revenue from Contracts with Customers. The Company is currently evaluating the impact of IFRS 16 on its
financial statements and does not intend to early adopt the standard.
Amendments to IFRS 2 - Share-based Payment
In June 2017, the IASB issued amendments to IFRS 2 - Share-based Payment, clarifying how to account for
certain types of share-based payment transactions. The amendments provide requirements on the accounting
for: the effects of vesting and non-vesting conditions on the measurement of cash-settled share-based
payments; share-based payment transactions with a net settlement feature for withholding tax obligations;
and a modification to the terms and conditions of a share-based payment that changes the classification from
cash-settled to equity-settled. The amendments to IFRS 2 are effective prospectively for annual periods
beginning on or after January 1, 2018 with earlier adoption permitted. Retrospective or earlier adoption
permitted, if information is available without the use of hindsight. The Company intends to adopt the
amendments to IFRS 2 in its financial statements for the annual period beginning on January 1, 2018. The
Company is currently evaluating the impact of the amendments to IFRS 2 on its financial statements.
IFRIC 22 Foreign Currency Transactions and Advance Consideration
In December 2017, the IASB issued IFRIC 22 Foreign Currency Transactions and Advance Consideration.
The interpretation clarifies which date should be used for translation when accounting for transactions in a
foreign currency that include the receipt or payment of advance consideration. IFRIC 22 is effective for annual
periods beginning on or after January 1, 2018 with earlier adoption permitted. The Company is currently
evaluating the impact of IFRIC 22 on its financial statements.
89
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
5. Revenue and segmented information:
The Company is organized into market sectors based on its products and services. As a result of the
acquisition of DigitalGlobe (note 9) in the fourth quarter of 2017, the Company has reorganized its
organizational and operational structure to reflect the manner in which the Chief Operating Decision Maker
(“CODM”) now manages the operations and assesses the business performance of the Company. The
change in the organizational and operational structure has resulted in the addition of two new segments and
a reorganization of our legacy segments that were reported at December 31, 2016. The Company now has
three reportable segments: Space Systems, Imagery and Services. Comparative historical segmented
information has been restated based on available information.
The DigitalGlobe businesses have been split between two of the new segments, Imagery and Services, as
appropriate. The Company’s geospatial services businesses, formerly included in the Surveillance and
Intelligence segment are now managed within the Imagery and Services segments, as applicable. Our legacy
Communication segment and the remainder of our legacy Surveillance and Intelligence operations, excluding
the geospatial services businesses, are now combined and managed in a renamed segment, Space Systems,
to more accurately reflect the nature of the activity of this segment.
The Company’s three reportable segments are now organized as follows:
(a) Space Systems: Maxar is a leading supplier of space-based and ground-based infrastructure and
information solutions. The Company’s products include communication and imaging satellites, satellite
payloads and antenna subsystems, space-based and airborne surveillance solutions, robotic systems
and associated ground infrastructure and support services. The Company’s offerings serve multiple
markets, primarily
for communications and surveillance and
intelligence applications.
In
the
communications market, the Company’s solutions provide cost-efficient global delivery of a broad range
of services, including television and radio distribution, broadband internet, and mobile communications.
In the surveillance and intelligence market, the Company offers end-to-end solutions to monitor changes
and activities around the globe to support the operational needs of government agencies, both military
and civilian, and commercial customers. The Company also supplies spacecraft and subsystems to the
U.S. government and other customers for scientific research and development missions, as well as robotic
systems for the space and terrestrial markets. Maxar’s principal customers in the Space Systems segment
are government agencies worldwide as well as communication satellite operators and communication
satellite manufacturers.
(b) Imagery: Maxar is a leading supplier of integrated electro-optical and radar imagery. Sourced from the
Company’s own advanced satellite constellation and third-party providers, the Company’s imagery
solutions provide customers with accurate and mission-critical information about our changing planet, and
support a wide variety of uses, including mission planning, mapping and analysis, environmental
monitoring, disaster management, crop management, oil and gas exploration and infrastructure
management. Maxar’s principal customers in the Imagery segment are U.S., Canadian and other
international government agencies, primarily defense and intelligence, as well as a wide variety of
commercial customers in multiple markets.
90
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
5. Revenue and segmented information (continued):
(c) Services: Maxar provides geospatial products and services that combine imagery, analytic expertise and
innovative technology to deliver integrated intelligence solutions to customers. The Company provides
analytic solutions that accurately document change and enable geospatial modeling and analysis that
predict where events will occur to help customers protect lives and make resource allocation decisions.
Maxar’s primary customer in the services segment is the U.S. government, but many capabilities also
support intelligence requirements for other international governments, global development organizations
and commercial customers.
Segmented information is prepared using the accounting policies described in note 3, except for the
application of hedge accounting on designated hedging relationships that use derivative financial instruments
to hedge foreign currency risk in customer and supplier contracts. For segment reporting, hedge accounting
is applied to all such hedging relationships even when not qualifying for hedge accounting under IFRS.
The Company’s CODM measures the performance of each segment based on revenue, adjusted EBITDA
and segment earnings. Adjusted EBITDA is a non-IFRS measure and is defined as earnings before interest,
taxes, depreciation and amortization, adjusted for items that management does not consider when evaluating
segment performance including foreign exchange gains and losses, adjustments relating to hedge accounting
as described above, share-based compensation expense or recovery, and other income or expense.
Segment earnings is defined as adjusted EBITDA less depreciation and amortization expense, excluding
amortization of acquisition related intangible assets.
The following table summarizes the operating performance of the reporting segments:
Year ended December 31, 2017
Space
Systems
Imagery
Services
Corporate and
eliminations
Total
Revenues:
External revenue
Intersegment eliminations
Segment earnings:
Adjusted EBITDA
Depreciation and amortization
Capital expenditures:
Property, plant and equipment
Intangible assets
$ 1,259.6
10.2
1,269.8
$
228.4
1.7
230.1
$
143.2
1.4
144.6
$
-
(13.3)
(13.3)
$ 1,631.2
-
1,631.2
231.9
40.6
191.3
51.4
64.3
115.7
147.6
40.6
107.0
4.7
22.0
26.7
23.4
5.9
17.5
2.0
0.2
2.2
(24.2)
0.6
(24.8)
0.2
0.2
0.4
378.7
87.7
291.0
58.3
86.7
145.0
91
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
5. Revenue and segmented information (continued):
Year ended December 31, 2016
Space
Systems
Imagery
Services
Corporate and
eliminations
Total
Revenues:
External revenue
Intersegment eliminations
$
$ 1,417.2
3.6
1,420.8
Segment earnings:
Adjusted EBITDA
Depreciation and amortization
Capital expenditures:
Property, plant and equipment
Intangible assets
246.0
41.3
204.7
39.2
59.7
98.9
$
41.0
0.8
41.8
22.4
0.2
22.2
0.3
-
0.3
Reconciliation to earnings (loss) before income taxes:
Segment earnings
Amortization of acquisition related intangible assets
Foreign exchange differences
Share-based compensation expense (note 22(f))
Other expense (note 8)
Earnings before interest and taxes
Finance income
Finance expense
99.3
0.4
99.7
20.3
3.4
16.9
0.9
1.4
2.3
$
$
-
(4.8)
(4.8)
$ 1,557.5
-
1,557.5
(21.1)
0.1
(21.2)
1.2
0.4
1.6
For the year ended
December 31,
$
2017
291.0
79.4
(11.5)
57.9
119.4
45.8
(1.3)
82.5
267.6
45.0
222.6
41.6
61.5
103.1
2016
222.6
32.4
2.8
14.7
5.9
166.8
(0.3)
37.6
Earnings (loss) before income taxes
$
(35.4)
$
129.5
The Company’s primary sources of revenue are as follows:
Construction contracts
Service contracts
For the year ended
December 31,
2017
2016
$
$
1,183.2
448.0
$
1,342.4
215.1
1,631.2
$
1,557.5
Revenue from construction contracts includes orbital income of $34.8 million (2016 - $30.9 million).
92
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
5. Revenue and segmented information (continued):
The aggregate amount of revenue recognized to date less losses recognized to date (or from the date of
acquisition) for construction contracts in progress at December 31, 2017 was $2,770.5 million (December 31,
2016 - $2,707.6 million). Advance payments received for construction contracts in progress at December 31,
2017 were $238.8 million (December 31, 2016 - $266.6 million). Retentions in connection with construction
contracts at December 31, 2017 were $6.9 million (December 31, 2016 - $7.0 million).
The approximate revenue based on geographic location of customers is as follows:
Revenue:
United States
Canada
Asia
Europe
Australia
South America
Other
Revenue from significant customers is as follows:
Commercial:
Customer 1
Government:
Canadian Federal Government and agencies
U.S. Federal Government and agencies
For the year ended
December 31,
2017
2016
$
$
743.8
329.9
295.3
207.1
29.6
16.7
8.8
447.2
424.4
311.9
284.5
29.7
58.1
1.7
$
1,631.2
$
1,557.5
For the year ended
December 31,
2017
2016
$
$
119.9
194.3
293.8
$
$
197.1
212.3
97.5
The Company’s non-current non-financial assets, property, plant and equipment, intangible assets and
goodwill are geographically located as follows:
United States
Canada
Europe
December 31,
2017
December 31,
2016
$
5,103.5
142.7
0.2
$
1,268.2
126.9
0.2
$
5,246.4
$
1,395.3
93
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
6. Expenses by nature:
The following table classifies the Company’s operating expenses by nature:
Employee salaries and benefits
Costs related to defined benefit plans (note 18(b)&(c))
Costs related to defined contribution plans (note 18(f))
Inventories used
Subcontractor costs relating to construction and service contracts
Materials, equipment, professional fees, travel and other
$
For the year ended
December 31,
$
2017
595.4
(19.3)
16.7
103.5
342.8
215.4
2016
549.2
0.3
14.5
128.8
380.8
215.5
Direct costs, selling, general and administration
1,254.5
1,289.1
Depreciation and amortization
Foreign exchange loss (gain)
Share-based compensation expense (note 22(f))
Other expense (note 8)
7. Finance expense:
Finance expense:
Interest expense on long-term debt
Interest expense on defined benefit pension and other
post-retirement benefit obligations (note 18(b)&(c))
Interest expense on orbital securitization liability (note 14)
Interest expense on advance payments
Capitalization of borrowing costs (notes 16(a))
Imputed interest and other
167.1
(13.5)
57.9
119.4
77.4
3.6
14.7
5.9
$
1,585.4
$
1,390.7
For the year ended
December 31,
2017
2016
$
57.7
$
9.2
7.8
7.9
(4.9)
4.8
26.2
9.5
1.6
-
(2.8)
3.1
$
82.5
$
37.6
94
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
8. Other expense:
The components of other expense are as follows:
Acquisition related expense (note 9)
Restructuring and enterprise improvement costs
Loss from early extinguishment of debt
Executive compensation settlement
For the year ended
December 31,
2017
2016
$
$
59.9
36.5
23.0
-
$
119.4
$
-
3.6
-
2.3
5.9
For the year ended December 31, 2017, the Company incurred costs of $59.9 million (2016 - $nil) for
investment banking fees, legal, tax, consulting and other acquisition and integration costs related to the
DigitalGlobe acquisition (note 9).
For the year ended December 31, 2017, the Company incurred restructuring and enterprise improvement
costs of $36.5 million (2016 - $3.6 million) relating to the DigitalGlobe acquisition and ongoing restructuring
programs. A provision of $2.3 million has been recognized on the balance sheet for these costs as at
December 31, 2017 (December 31, 2016 - $1.5 million).
(a) Subsequent to closing the DigitalGlobe acquisition, the Company incurred employee severance and
retention related costs of $13.1 million and building related restructuring costs of $6.0 million in the fourth
quarter of 2017. The severance costs were incurred upon employment termination of several DigitalGlobe
executives who became redundant after the merger and the retention costs were incurred to entice certain
DigitalGlobe employees to remain with the Company for a specified period of time. The building related
restructuring costs related to lease termination payments and a provision for surplus lease space no
longer required by the Company for its future operations.
(b) In response to changes in the geostationary communications satellite market, the Company commenced
a restructuring project to reduce headcount at its Palo Alto manufacturing facility and to implement
enterprise improvement initiatives at Palo Alto and other operational locations aimed at reducing
overhead costs, increasing supply chain value and increasing efficiency of production processes. In
connection with the implementation of these initiatives, the Company incurred restructuring and enterprise
improvement costs of $17.4 million in 2017 compared to $3.6 million in 2016. In 2017, costs included
employee severance of $11.9 million (2016 - $3.6 million) and consulting fees of $5.5 million (2016 - nil).
On October 5, 2017, concurrent with closing the acquisition of DigitalGlobe, the Company refinanced its
existing $700.0 million syndicated credit facility and its 2024 Term Notes and incurred a loss from early
extinguishment of debt of $23.0 million. The loss was comprised of a make-whole premium to terminate the
2024 Term Notes of $20.0 million and a write-off of the unamortized balance of capitalized financing fees of
$3.0 million relating to both the syndicated credit facility and the 2024 Term Notes.
In the second quarter of 2016, the Company recognized an executive compensation settlement of $14.2 million
to a related party. Of that amount, $11.9 million was recorded as share-based compensation expense (note
22(f)) and $2.3 million was recorded as other expense.
95
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
9. Business combination:
On October 5, 2017, the Company completed the acquisition of DigitalGlobe for a combination of equity and
cash consideration totaling $2,328.2 million. Headquartered in Westminster, Colorado, DigitalGlobe is a
global leading provider of high-resolution Earth imagery, data and analysis. Under the terms of the merger
agreement with DigitalGlobe, each DigitalGlobe common share was exchanged for $17.50 in cash and 0.3132
common shares of the Company.
The fair value of the common shares issued as consideration was based on the closing price of a Maxar share
on the Toronto Stock Exchange on October 4, 2017 of $54.57 per share (C$68.10 per share). Share issuance
costs of $2.5 million which were directly attributable to the issue of the shares have been netted against share
capital.
In order to finance the acquisition, the Company entered into a $3.75 billion credit facility (note 19). On October
5, 2017, the Company made an initial draw under the new credit facility of $3,096.7 million, net of debt issuance
costs of $63.2 million, and used this amount, along with DigitalGlobe cash on hand, to acquire DigitalGlobe’s
equity and pay out DigitalGlobe’s equity award holders ($1,155.5 million), to refinance DigitalGlobe’s debt
($1,266.3 million), to refinance the Company’s debt ($741.5 million) and to pay transaction fees and expenses
of both the Company and DigitalGlobe, fund working capital, and for general corporate purposes.
As part of the merger agreement, DigitalGlobe’s share-based awards were converted into the right to receive
a combination of cash and common shares of the Company, except for the stock component of certain
unvested time-based awards that were replaced by equivalent share-based awards of the Company. The fair
value of the replacement awards attributable to the pre-acquisition and post-acquisition service periods were
$15.8 million and $13.9 million, respectively. The pre-acquisition amount has been included as part of the
purchase consideration and the post-acquisition amount will be expensed over the remaining vesting period
of the replacement awards.
In addition, certain unvested performance-based DigitalGlobe share-based awards and the cash component
of the unvested time-based awards became fully vested and were paid the merger consideration on the closing
of the transaction. Since this accelerated vesting was triggered by the actions of the Company, the component
of the fair value of the consideration attributable to the accelerated share-based awards relating to post-
acquisition services of $33.1 million has been recognized as share-based compensation expense in the
Company’s consolidated statement of earnings. The component relating to pre-acquisition services has been
included as part of the purchase consideration.
The merger consideration paid out on the closing of the transaction excluded amounts due to 80,000
dissenting DigitalGlobe preferred shareholders and 352,225 dissenting common shareholders. Subsequent
to October 5, 2017, 90,000 common shareholders withdrew their dissent, and will be paid merger
consideration with total value of $3.1 million in the first quarter of 2018. As at December 31, 2017, the
estimated obligation owing to the remaining dissenting shareholders of $116.7 million, including interest
accrued at the Federal Reserve discount rate plus 5% compounded quarterly, has been recorded as a non-
current liability on the consolidated balance sheet (note 17).
96
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
9. Business combination (continued):
In the period October 5, 2017 to December 31, 2017, DigitalGlobe contributed revenue of $221.6 million and
earnings before income taxes of $7.6 million. If the acquisition had occurred on January 1, 2017, management
estimates that unaudited consolidated revenue would have been $2,307.9 million and unaudited consolidated
net earnings would have been $41.7 million for the year ended December 31, 2017. In determining these
amounts, management has conformed DigitalGlobe’s historical financial results originally prepared under US
Generally Accepted Accounting Principles to IFRS and has assumed that the fair value adjustments,
determined provisionally, that arose on the date of acquisition would have been the same if the acquisition
had occurred on January 1, 2017.
The following table summarizes the fair value of the consideration transferred and the preliminary estimated
fair values of the major classes of assets acquired and liabilities assumed at the acquisition date. The
Company may adjust the preliminary purchase price allocation, as necessary, up to one year after the
acquisition closing date as new information is obtained about facts and circumstances that existed as of the
closing date. The fair value of satellite assets and intangible assets acquired has been determined using
valuation techniques that require estimation of replacement costs, future net cash flows and discount rates.
Changes in estimates and assumptions used could have a material impact on the amount of goodwill recorded
and the amount of depreciation and amortization expense recognized in earnings for depreciable assets in
future periods.
Cash paid
Shares issued
Merger consideration to be settled
Liability to dissenting shareholders
Issuance of replacement equity-settled awards
Purchase consideration
Assets
Cash and cash equivalents
Trade and other receivables
Financial assets, other
Current tax assets
Non-financial assets
Property, plant and equipment
Definite life intangible assets
Liabilities
Trade and other payables
Current tax liabilities
Provisions
Employee benefits
Non-financial liabilities
Deferred tax liabilities
Long-term debt
Fair value of net identifiable assets acquired
October 5, 2017
$
$
$
1,131.0
1,063.4
3.1
114.9
15.8
2,328.2
170.6
142.2
13.4
0.1
93.4
695.8
1,439.8
2,555.3
83.2
2.7
1.4
29.1
354.0
149.6
1,276.0
1,896.0
659.3
Goodwill
$
1,668.9
97
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
9. Business combination (continued):
Trade and other receivables comprise gross amounts due of $144.1 million, of which $1.9 million was
estimated to be uncollectable at the acquisition date. Intangible assets have been determined on a provisional
basis and relate primarily to customer relationships, backlog, technologies, trademarks, non-compete
agreements, licenses, and an image library.
The goodwill is attributable mainly to the human capital of DigitalGlobe’s workforce, market presence and the
synergies expected to be achieved from integrating DigitalGlobe with the Company’s existing capabilities. No
goodwill is deductible for income tax purposes.
During the year ended December 31, 2017, the Company incurred costs of $59.9 million for investment
banking fees, legal, tax, consulting and other acquisition and integration costs related to the DigitalGlobe
transaction. These costs have been recognized in other expense in the consolidated statement of earnings
and in operating cash flows in the consolidated statement of cash flows.
10. Trade and other receivables:
Trade accounts receivable, net
Orbital receivables, current portion (note 14)
Other
December 31,
2017
December 31,
2016
$
$
273.1
30.0
45.1
175.9
27.1
28.1
$
348.2
$
231.1
98
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
11. Financial assets and liabilities, other:
(a) Financial assets, other:
Restricted cash
Long-term investments
Short-term investments
Notes receivable
Derivative financial instruments
Current portion
(b) Financial liabilities, other:
Non-trade payables
Derivative financial instruments
Current portion
December 31,
2017
December 31,
2016
$
$
23.0
27.5
0.8
20.3
12.5
84.1
(16.3)
25.2
24.4
5.8
52.4
17.8
125.6
(64.7)
$
67.8
$
60.9
December 31,
2017
December 31,
2016
$
$
23.8
8.9
32.7
(18.9)
18.0
14.7
32.7
(17.3)
$
13.8
$
15.4
12. Maturities of certain current assets and liabilities:
The Company’s current assets and current liabilities include all assets and liabilities that mature within the
Company’s operating cycle. The table below gives the maturity profile of certain current assets and current
liabilities where the maturities extend beyond twelve months.
December 31, 2017
Construction contract assets
Inventories
Non-financial assets
Non-financial liabilities
Construction contract liabilities
Due within
one year
Due after
one year
$
$
104.5
52.0
110.9
209.2
243.3
$
23.8
44.5
14.3
-
15.6
Total
128.3
96.5
125.2
209.2
258.9
99
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
12. Maturities of certain current assets and liabilities (continued):
December 31, 2016
Construction contract assets
Inventories
Non-financial assets
Non-financial liabilities
Construction contract liabilities
Due within
one year
Due after
one year
$
$
85.3
64.1
100.5
12.9
282.4
$
-
33.5
23.7
-
10.6
Total
85.3
97.6
124.2
12.9
293.0
13. Non-financial assets and liabilities:
(a) Non-financial assets:
Advances to suppliers
Prepaid expenses
Deferred contract costs
Equity investment in joint ventures
Current portion
(b) Non-financial liabilities:
Deferred revenue
Lease inducements
Lease liability acquired
Other
Current portion
December 31,
2017
December 31,
2016
$
81.5
60.0
20.0
27.4
188.9
$
110.3
18.1
-
-
128.4
(125.2)
(124.2)
$
63.7
$
4.2
December 31,
2017
December 31,
2016
$
340.9
35.4
6.7
2.6
385.6
$
11.9
4.3
9.9
2.6
28.7
(209.2)
(12.9)
$
176.4
$
15.8
100
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
14. Orbital receivables:
Orbital receivables relate to performance incentives due under certain satellite construction contracts that are
paid over the in-orbit life of the satellite. Orbital receivables are recognized as revenue on a percentage of
completion basis during the construction period and are discounted to present value using discount rates
ranging from 6% - 10% (2016 - 6% - 10%). The expected timing of billing and collection of orbital receivables
relating to launched and unlaunched satellites is shown in the following table:
2018
2019
2020
2021
2022
Thereafter
Orbital receivables
Current portion (note 10)
December 31, 2017
Orbital receivables
Current portion (note 10)
December 31, 2016
Launched
Carrying value
Unlaunched
$
$
30.0
29.1
35.7
38.8
41.8
219.2
394.6
(30.0)
-
0.3
1.7
3.7
5.9
48.0
59.6
-
$
Total
30.0
29.4
37.4
42.5
47.7
267.2
454.2
(30.0)
$
364.6
$
59.6
$
424.2
Launched
$
$
367.9
(27.1)
340.8
Carrying value
Unlaunched
$
$
77.6
-
77.6
Total
445.5
(27.1)
418.4
$
$
The expected timing of total contractual cash flows for all launched and unlaunched satellites including
principal and interest payments is as follows:
2018
2019
2020
2021
2022
Thereafter
$
Total
57.8
60.2
65.8
66.6
71.3
466.7
$
788.4
During the year ended December 31, 2016, the Company signed a $400.0 million revolving securitization
facility agreement with an international financial institution. Under the terms of the agreement, the Company
may offer to sell eligible orbital receivables from time to time with terms of seven years or less of cash flows
discounted to face value using prevailing market rates.
101
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
14. Orbital receivables (continued):
On September 30, 2016, as an initial drawdown under the facility, the Company sold orbital receivables with
book value of $61.5 million for net proceeds of $69.2 million consisting of gross proceeds of $72.3 million less
setup and transaction fees of $3.1 million. On December 15, 2016, the Company made a second drawdown
under the facility and sold orbital receivables with book value of $50.6 million for net proceeds of $53.9 million
consisting of gross proceeds of $54.6 million less transaction fees of $0.6 million. The orbital receivables that
were securitized remain recognized on the balance sheet as the Company continues to service the orbital
receivables and management has concluded, on the balance of facts and circumstances of the arrangement,
that the Company has retained substantially all of the risks and rewards of ownership. The net proceeds
received were initially recognized as a securitization liability on the balance sheet and are being subsequently
measured at amortized cost using the effective interest rate method. As at December 31, 2017, the
unamortized balance is $106.3 million. The securitized orbital receivables and securitization liability will be
drawn down as payments are received from the customers and passed on to the international financial
institution (note 23(d)). The Company continues to recognize orbital income on the orbital receivables that
are subject to the securitization transactions.
102
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
15. Property, plant and equipment:
Land and
buildings
Leasehold
improvements
Equipment
Furniture
Satellites and fixtures
Computer
hardware
Total
Cost
Balance as at
December 31,
2015
Additions
Disposals
Foreign currency
translation
Balance as at
December 31,
2016
Acquired from
business
combination
(note 9)
Additions
Disposals
Foreign currency
translation
Balance as at
December 31,
2017
$
$
191.0
3.0
-
0.4
$
31.7
15.2
(0.2)
0.5
$
232.2
15.3
(0.6)
0.7
194.4
47.2
247.6
-
-
-
-
-
$
$
7.4
1.9
(0.1)
0.2
43.9
6.2
(1.8)
$ 506.2
41.6
(2.7)
0.9
2.7
9.4
49.2
547.8
0.5
2.3
-
1.0
42.0
15.7
(0.1)
1.0
35.0
24.9
(0.3)
1.4
577.9
6.3
-
-
1.2
0.3
-
0.3
39.2
8.8
(1.7)
695.8
58.3
(2.1)
2.8
6.5
$
198.2
$
105.8
$
308.6
$
584.2 $
11.2
$
98.3
$ 1,306.3
Accumulated depreciation
Balance as at
December 31,
2015
Depreciation
expense
Disposals
Foreign currency
translation
Balance as at
December 31,
2016
Depreciation
expense
Disposals
Foreign currency
translation
Balance as at
December 31,
2017
Net book value
December 31,
2017
December 31,
2016
$
11.1
$
17.2
$
89.0
$
4.0
-
0.1
15.2
4.3
-
0.3
3.2
(0.2)
0.2
21.8
(0.5)
0.4
20.4
110.7
4.2
(0.1)
0.7
22.9
(0.2)
1.4
-
-
-
-
-
21.8
-
-
$
5.1
$
32.5
$ 154.9
0.7
(0.1)
0.1
5.8
0.8
-
0.2
4.3
(1.8)
34.0
(2.6)
0.7
1.5
35.7
187.8
7.1
(1.7)
61.1
(2.0)
1.9
4.5
$
19.8
$
25.2
$
134.8
$
21.8 $
6.8
$
43.0
$ 251.4
$
178.4
$
80.6
$
173.8
$
562.4 $
4.4
$
55.3
$ 1,054.9
$
179.2
$
26.8
$
136.9
$
-
$
3.6
$
13.5
$ 360.0
103
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
15. Property, plant and equipment (continued):
Property, plant and equipment includes $119.6 million (December 31, 2016 - $43.6 million) of expenditures
for property under construction.
The net book value of assets under finance leases are as follows:
Computer hardware
Furniture and fixtures
Satellite constellation
December 31,
2017
December 31,
2016
$
$
5.2
7.2
12.4
$
$
4.6
0.1
4.7
At December 31, 2017, the Company operated a constellation of five in-orbit and fully commissioned satellites
and had one satellite constellation under construction. The satellites were acquired in the DigitalGlobe
acquisition (note 9) and were initially recognized at fair value as of the acquisition date of October 5, 2017
using a replacement cost approach. The net book value of each satellite is as follows:
As at December 31, 2017
Cost
Accumulated depreciation
Net book value
Satellites
Satellites
under
in-orbit construction
Total
$ 569.0
(21.8)
$ 15.2
-
$ 584.2
(21.8)
$ 547.2
$ 15.2 $ 562.4
104
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
16. Intangible assets and goodwill:
(a) Finite life intangible assets are as follows:
Customer
relationships
Technologies,
including
development
in-process
Backlog
Trademarks
and
trade names
Software
Other(1)
Total
Cost
Balance as at
December 31,
2015
Purchase of
intangible
assets
Development
of intangible
assets
Disposals
Foreign currency
translation
Balance as at
December 31,
2016
Acquired from
business
combination
(note 9)
Purchase of
intangible
assets
Development
of intangible
assets
Disposals
Foreign currency
translation
Balance as at
December 31,
2017
$
13.9
$
-
-
-
-
13.9
-
-
-
-
-
-
$
251.2 $
110.1 $
67.4
$
9.0
$ 451.6
-
12.3
49.2
(1.2)
-
-
(0.5)
0.4
-
-
-
-
-
-
-
0.2
12.3
49.2
(1.7)
0.6
299.2
122.3
67.4
9.2
512.0
608.2
331.0
317.8
46.0
36.8
100.0
1,439.8
-
-
-
0.1
-
-
-
-
-
30.7
56.0
-
-
-
(0.2)
2.5
-
-
-
-
-
-
-
0.5
30.7
56.0
(0.2)
3.1
$ 622.2
$
331.0
$
673.0
$
201.3
$
104.2
$ 109.7
$ 2,041.4
105
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
16. Intangible assets and goodwill (continued):
(a) Finite life intangible assets are as follows (continued):
Customer
relationships
Accumulated amortization
Technologies,
including
development
in-process
Backlog
Trademarks
and
trade names
Software
Other(1)
Total
Balance as at
December 31,
$
2015
Amortization
Expense
Disposals
Foreign currency
translation
Balance as at
December 31,
2016
Amortization
expense
Disposals
Foreign currency
translation
Balance as at
December 31,
$
2017
Net book value
December 31,
2017
$
December 31,
2016
$
3.7 $
1.1
-
-
4.8
11.5
-
0.1
-
-
-
-
-
23.3
-
-
$
61.3 $
55.8 $
10.7 $
6.7 $
138.2
24.0
(1.3)
-
84.0
39.1
-
-
14.3
(0.5)
0.4
70.0
17.0
(0.2)
1.3
3.4
-
-
0.7
-
0.1
43.5
(1.8)
0.5
14.1
7.5
180.4
4.3
-
-
10.8
-
0.4
106.0
(0.2)
1.8
16.4 $
23.3
$
123.1 $
88.1 $
18.4 $
18.7 $
288.0
605.8 $
307.7
$
549.9 $
113.2 $
85.8 $
91.0 $ 1,753.4
9.1 $
-
$
215.2 $
52.3 $
53.3 $
1.7 $
331.6
(1) Other intangible assets is comprised of the following finite life intangible assets: licenses, image library and non-compete
agreements.
Borrowing costs of $4.9 million (2016 - $2.8 million) were capitalized as development in-process intangible
assets during the year. The capitalization rate used to determine the amount of borrowing costs eligible
for capitalization ranged from 3.4% - 4.6% (2016 - 3.3% - 3.8%).
For the year ended December 31, 2017, the Company expensed research and non-capitalizable
development costs of $109.4 million (2016 - $95.4 million) in direct costs, selling, general and
administration.
106
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
16. Intangible assets and goodwill (continued):
(b) Goodwill as at December 31, 2017 is as follows:
Space
Systems
Imagery
Services
Balance as at December 31, 2015
$
Foreign currency translation
622.8
2.3
$
Balance as at December 31, 2016
Goodwill on acquisition of
DigitalGlobe (note 9)
Foreign currency translation
625.1
142.9
5.6
$
26.8
0.2
27.0
$
47.4
-
47.4
Total
697.0
2.5
699.5
1,399.8
0.4
126.2
-
1,668.9
6.0
Balance as at December 31, 2017
$
773.6
$
1,427.2
$
173.6
$
2,374.4
(c) Goodwill impairment:
As a result of changes to the Company’s operating segments (see note 5), the Company was required to
reassess its cash-generating units (CGU’s) and the level at which goodwill is monitored for impairment
testing purposes. The Company determined that it will perform goodwill impairment testing based on
three groups of CGU’s representing its three operating segments as this is the lowest level at which
management monitors goodwill. Goodwill has been reallocated to the three operating segments based
on a relative fair value methodology. As a result, goodwill arising on the acquisition of DigitalGlobe of
$1,668.9 million has been allocated to the Imagery segment ($1,399.8 million), Services segment ($126.2
million) and Space Systems segment ($142.9 million) based on the results of a preliminary purchase price
allocation. The goodwill arising from the DigitalGlobe acquisition that has been allocated to the Space
Systems segment relates to the fair value of revenue and cost synergies that are expected to benefit
Space Systems operations. A portion of the goodwill related to the former Surveillance and Intelligence
segment of approximately $16.5 million has been reallocated to the Imagery and Services segments
based on the relative fair value of the business units transferred.
The Company performs a goodwill impairment test annually and whenever there is an indication of
impairment. In 2017, the Company changed the timing of its annual goodwill impairment test to the fourth
quarter as a result of the reallocation of its operating segments following the acquisition of DigitalGlobe
and to better align with its revised internal financial budgeting cycle. The Company previously performed
its goodwill impairment test annually on September 30. In 2017, the Company performed a qualitative
assessment on September 30 and no indicators of impairment were noted. As part of the reallocation of
goodwill due to the change in the composition of our operating segments, the Company performed an
impairment test in the fourth quarter of 2017 both before and after the reallocation. No impairment of
goodwill was identified as a result of the Company’s most recent impairment tests.
107
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
16. Intangible assets and goodwill (continued):
(c) Goodwill impairment (continued):
The key assumptions used in performing the impairment tests are as follows:
Segment
Valuation method
Discount rate
Space Systems
Imagery
Services
Value in use
Value in use
Value in use
7.5%
10.3%
10.3%
Perpetual
growth rate
2.0%
2.0%
3.0%
Recoverable amount:
Management’s past experience and future expectations of the business performance are used to
make a best estimate of the expected revenue, earnings before interest, taxes, depreciation and
amortization, and operating cash flows for a five year period.
Discount rate:
The discount rate applied is a pre-tax rate that reflects the time value of money and risk associated
with the business.
Perpetual growth rate:
The perpetual growth rate is management's current assessment of the long-term growth prospect of
the Company in the jurisdictions in which it operates.
Sensitivity analysis:
Management performs sensitivity analysis on the key assumptions. Sensitivity analysis indicates
reasonable changes to key assumptions will not result in an impairment loss.
108
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
17. Provisions:
Warranty
and after-
sale service (a)
Restructuring
Liability to
dissenting
costs (b) shareholders(c)
Others (d)
Balance as at December 31, 2015
$
Provisions made
Provisions used
Provisions reversed
Unwinding of discount
Foreign currency translation
Balance as at December 31, 2016
$
Provisions made
Provisions acquired
Provisions used
Provisions reversed
Unwinding of discount
Foreign currency translation
28.7
6.8
(2.1)
-
0.4
-
33.8
7.2
-
(2.0)
-
0.4
-
$
$
$
$
6.4
3.7
(8.5)
(0.1)
-
-
1.5
13.7
-
(12.7)
(0.2)
-
-
-
-
-
-
-
-
-
118.3
-
-
-
-
-
$
$
3.0
-
(0.6)
-
0.2
-
2.6
4.6
1.4
(0.9)
-
0.1
0.2
$
$
Total
38.1
10.5
(11.2)
(0.1)
0.6
-
37.9
143.8
1.4
(15.6)
(0.2)
0.5
0.2
Balance as at December 31, 2017
$
39.4
$
2.3
$
118.3
$
8.0
$
168.0
December 31, 2017:
Current
Non-current
December 31, 2016:
Current
Non-current
$
3.6
35.8
$
$
2.3
-
1.6
116.7
$
1.2
6.8
$
8.7
159.3
$
39.4
$
2.3
$
118.3
$
8.0
$
168.0
$
3.2
30.6
$
$
1.5
-
$
33.8
$
1.5
$
-
-
-
$
-
2.6
$
2.6
$
$
4.7
33.2
37.9
(a) Warranty and after-sale service provisions relate to obligations under commercial satellite construction
contracts.
(b) Restructuring provisions relate to costs associated with enterprise improvement initiatives for satellite
manufacturing operations.
(c) Liability to dissenting shareholders is related to the estimated amount owed to dissenting shareholders,
including those shareholders who subsequently withdrew their dissent, of the DigitalGlobe transaction
including interest (see notes 9&27(d)).
(d) Other provisions relate to obligations under premise leases and restoration costs for premise leases with
terms that expire between 2019 and 2023.
109
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
18. Employee benefits:
(a) Employee benefit liabilities:
Salary and benefits payable
Share-based payment plans
Pension and other post-retirement benefits
Employee benefits
Current portion
(b) Pension plans:
December 31,
2017
December 31,
2016
$
112.7
13.7
215.1
341.5
(123.9)
$
80.7
5.3
241.5
327.5
(89.4)
$
217.6
$
238.1
The Company maintains various pension plans covering a portion of its employees. The defined benefit
plans provide pension benefits based on various factors including earnings and length of service.
The majority of the plans are funded and the Company’s funding requirements are based on each of the
plans’ actuarial measurement framework as established by the plan agreements or applicable laws.
Employees are required to contribute to some of the funded plans. The total estimated contributions
expected to be paid to the plans in the year ending December 31, 2018 are $16.2 million.
The funded plans’ assets are legally separated from the Company and are held by an independent
trustee. The trustee is responsible for ensuring that the funds are protected as per applicable laws.
110
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
18. Employee benefits (continued):
(b) Pension plans (continued):
Movement in net defined benefit liability:
Defined benefit
obligation
2017
2016
Fair value
of plan assets
2017
2016
Net defined benefit
liability (asset)
2017
2016
Defined benefit obligation
as at January 1,
$
614.4
$
626.6
$
(437.3) $
(457.9)
$
177.1
$
168.7
Included in earnings:
Current service cost
Past service costs
Liabilities extinguished/
assets distributed on
settlement
Interest cost (income)
Included in other
comprehensive income:
Actuarial loss (gain)
arising from:
- financial
assumptions
- demographic
assumptions
- experience
adjustment
Return on plan assets
excluding interest
income
Foreign exchange
adjustment
Other:
Employer contributions
Plan participant
contributions
Benefit payments
Defined benefit obligation
6.0
0.1
-
23.3
29.4
36.5
(4.6)
6.0
-
5.2
43.1
-
0.4
(32.5)
(32.1)
6.0
0.1
(28.5)
25.9
3.5
28.6
(9.3)
(2.5)
-
2.0
18.8
-
0.4
(34.9)
(34.5)
-
-
-
-
-
(16.4)
(16.4)
23.7
(19.0)
4.7
-
-
-
(42.1)
(5.4)
(47.5)
(9.3)
(0.4)
32.5
22.8
-
-
-
(6.8)
(2.2)
(9.0)
(9.6)
(0.4)
34.9
24.9
6.0
0.1
-
6.9
13.0
36.5
(4.6)
6.0
(42.1)
(0.2)
(4.4)
(9.3)
-
-
(9.3)
6.0
0.1
(4.8)
6.9
8.2
28.6
(9.3)
(2.5)
(6.8)
(0.2)
9.8
(9.6)
-
-
(9.6)
as at December 31,
$
654.8
$
614.4
$
(478.4) $
(437.3)
$
176.4
$
177.1
In the fourth quarter of 2016, the Company amended a defined benefit pension plan at one of its operating
divisions by offering eligible terminated vested participants the option to select a lump-sum payout instead
of scheduled payments over the retirement period. As at December 31, 2016, 44% of eligible participants
selected the option and accordingly, the Company recognized a gain on settlement of $4.8 million
immediately in earnings in the fourth quarter of 2016, with an offsetting reduction to net defined employee
benefit liabilities. These measurements were based on actuarial assumptions in effect as of December
31, 2016, including an updated discount rate of 3.9%. The expense is recognized in direct costs, selling,
general and administration in the statement of earnings.
111
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
18. Employee benefits (continued):
(b) Pension plans (continued):
The expense is recognized in direct costs, selling, general and administration in the statement of earnings.
Plan assets comprise:
Cash and cash equivalents
Canadian equity securities
U.S. equity securities
Global equity securities
Government bonds
Corporate bonds
Pooled fund units:
Equity funds
Fixed income funds
Real estate funds
December 31,
2017
December 31,
2016
$
$
6.0
18.8
13.6
0.5
7.8
6.5
264.4
152.9
7.9
3.4
18.0
13.0
0.4
6.7
7.0
221.9
159.2
7.7
Total pension plan assets
$
478.4
$
437.3
(c) Other post-retirement plans:
The Company also provides for other post-retirement benefits, comprised of extended health benefits,
dental care and life insurance covering a portion of its employees in Canada and the United States. The
cost of these benefits is funded primarily out of general revenues. The plan assets for the funded plan
consist primarily of money market instruments. The total estimated contributions expected to be paid to
the plans, including the net benefit payments to be made in respect to unfunded plans, for the year ending
December 31, 2018 are $1.9 million.
112
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
18. Employee benefits (continued):
(c) Other post-retirement plans (continued):
Movement in net defined benefit liability:
Defined benefit
obligation
2017
2016
Fair value
of plan assets
2017
2016
Net defined benefit
liability (asset)
2017
2016
$
(0.4)
$
64.4
$
65.3
Defined benefit obligation
as at January 1,
$
64.4
$
65.7
$
Included in earnings:
Current service cost
Past service costs
Interest cost (income)
Included in other
comprehensive income:
Actuarial loss (gain)
arising from:
- financial
assumptions
- demographic
assumptions
- experience
adjustment
Return on plan assets
excluding interest
income
Foreign exchange
adjustment
Other:
Employer contributions
Plan participant
contributions
Benefit payments
Defined benefit obligation
0.4
(25.8)
2.3
(23.1)
0.9
(1.9)
2.6
1.6
1.5
(0.2)
(3.2)
-
1.4
(0.5)
-
0.2
(2.3)
(2.1)
1.5
1.7
(4.5)
-
0.6
(0.7)
-
0.3
(2.5)
(2.2)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(2.1)
(0.2)
2.3
-
(2.1)
-
2.5
0.4
0.4
(25.8)
2.3
(23.1)
0.9
(1.9)
2.6
1.6
1.5
(0.2)
(3.2)
-
1.4
(0.5)
(2.1)
-
-
(2.1)
1.5
1.7
(4.5)
-
0.6
(0.7)
(2.1)
0.3
-
(1.8)
as at December 31,
$
38.7
$
64.4
$
-
$
-
$
38.7
$
64.4
In the fourth quarter of 2017, the Company amended a defined benefit post-retirement plan at one of its
operating divisions by eliminating employer paid subsidies toward retiree medical benefits as of
December 31, 2017. The Company recognized a gain on settlement of $24.6 million immediately in
earnings in the fourth quarter of 2017, with an offsetting reduction to net defined employee benefit
liabilities. These measurements were based on actuarial assumptions in effect as of December 31, 2017,
including an updated discount rate of 3.42%. The expense is recognized in direct costs, selling, general
and administration in the statement of earnings.
113
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
18. Employee benefits (continued):
(d) Actuarial assumptions:
The following represents the weighted-average of the principle actuarial assumptions used in calculating
the defined benefit obligations at the reporting date.
December 31,
2017
December 31,
2016
Discount rate
Future salary increases
Health care trends
Longevity at age 65 for current pensioners:
Males
Females
Longevity at age 65 for current pensioners aged 45:
Males
Females
3.4%
3.25% - 3.75%
6.75%
20.9
22.9
22.4
24.3
3.9%
3.5%
4.5%
20.9
23.0
22.4
24.5
As at December 31, 2017, the weighted-average duration of the defined benefit obligation was 13.1 years
(December 31, 2016 - 12.9 years).
(e) Sensitivity analysis:
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding
other assumptions constant, would have affected the defined benefit obligations by the amounts shown
below.
As at December 31, 2017
Discount rate
Future salary growth
Health care trends rate
Future mortality
(f) Defined contribution plans:
Increase
of 1%
Decrease
of 1%
$
$
(78.3)
0.2
3.2
(2.1)
96.6
(0.2)
(2.5)
2.1
The Company maintains defined contribution plans for some of its employees whereby the Company
pays contributions based on a percentage of the employees’ annual salary. For the year ended December
31, 2017, the Company recorded an expense of $15.2 million (2016 - $14.1 million) related to these plans.
The Company’s former Executive Vice President and Chief Financial Officer’s employment agreement
includes post-employment benefits that will be paid on or after retirement. The Company will contribute
$4.2 million (C$5.3 million) to a trust which the employee is the primary beneficiary, in equal quarterly
amounts of $0.4 million (C$0.5 million), over an eleven quarter term commencing October 1, 2016. For
the year ended December 31, 2017, the Company recorded an expense of $1.5 million (2016 - $0.4
million) related to these benefits.
114
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
19. Long-term debt:
Syndicated credit facilities:
Revolving loan payable
December 31,
2017
December 31,
2016
$
454.0
$
241.5
Revolving loan payable in Canadian dollars (December 31, 2017
- C$nil; December 31, 2016 - C$25.0 million)
-
18.6
Operating loan payable in Canadian dollars (December 31, 2017
– C$51.0 million; December 31, 2016 - C$nil)
Term Loan A
Term Loan B
Senior term notes payable:
2024 Term Notes
2017 Term Notes
Financing fees
Obligations under finance leases
Total long-term debt
Current portion
Non-current portion
40.6
500.0
2,000.0
-
-
(52.4)
18.8
2,961.0
(18.1)
-
-
-
236.3
100.0
(0.4)
4.7
600.7
(101.9)
$
2,942.9
$
498.8
On October 5, 2017, in connection with the acquisition of DigitalGlobe, the Company entered into a $3.75
billion senior secured syndicated credit facility (the “Syndicated Credit Facility”). The Syndicated Credit Facility
is comprised of: (i) a four year senior secured first lien revolving credit facility in an aggregate principal amount
of $1.15 billion and a four year senior secured first lien operating facility in an aggregate principal amount of
$100.0 million (collectively, the “Revolving Credit Facilities”), (ii) a senior secured first lien term A facility (“Term
Loan A”) in an aggregate principal amount of $500.0 million consisting of a $250.0 million tranche with a three
year maturity and a $250.0 million tranche with a four year maturity, and (iii) a seven year senior secured first
lien term B facility (“Term Loan B”) in an aggregate principal amount of $2.0 billion. The net proceeds of the
Syndicated Credit Facility were used, along with cash on hand, to consummate the acquisition of DigitalGlobe,
to refinance all amounts outstanding under the Company’s existing syndicated credit facility and senior term
loans, to repay DigitalGlobe’s outstanding indebtedness, to pay transaction fees and expenses, to fund
working capital and for general corporate purposes.
115
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
19. Long-term debt (continued):
Loans under the Revolving Credit Facility are available in U.S. dollars and, in respect of the operating facility,
at the option of the Company, in Canadian dollars. Term Loan A and Term Loan B are repayable in U.S.
dollars. Borrowings under the Revolving Credit Facility and Term Loan A bear interest at a rate equal to U.S.
Libor (for U.S. dollar borrowings) and CDOR or Canadian Bankers’ Acceptances (for Canadian dollar
borrowings), plus a margin of 1.2% - 3.0% per annum, based on the Company’s total leverage ratio. Term
Loan B bears interest at U.S. Libor plus 2.75% per annum. The Revolving Credit Facility and Term Loan A
are payable at maturity. Term Loan B will amortize in equal quarterly installments in aggregate annual
amounts equal to 1% of the original principal amount of the loan, with the final balance payable at maturity.
The Revolving Credit Facility, Term Loan A, and Term Loan B may be repaid by the Company, in whole or
in part, together with accrued interest, without premium or penalty, with the exception of a 1% soft call
prepayment premium on Term Loan B, applicable during the first six months of the loan.
The Syndicated Credit Facility is guaranteed by the Company and certain designated subsidiaries of the
Company. The security for the Syndicated Credit Facility, subject to customary exceptions, will include
substantially all the tangible and intangible assets of the Company and its subsidiary guarantors. The
Company is required to make mandatory prepayments of the outstanding principal and accrued interest
upon the occurrence of certain events and to the extent of a specified percentage of annual excess cash
flow that is not reinvested or used for other specified purposes. The Syndicated Credit Facility is subject to
customary affirmative and negative covenants, default provisions, representations and warranties and other
terms and conditions.
The Revolving Credit Facility includes an aggregate $200.0 million sub limit under which letters of credit can
be issued. As of December 31, 2017, the Company also had in place a total of $125.0 million in letter of
credit facilities with major banks.
As at December 31, 2016, the Company had certain amounts owing under its previous syndicated credit
facility, a twelve year senior secured note purchase agreement for $250.0 million (the “2024 Term Notes”),
and a long term debt agreement for $100.0 million (the “2017 Term Notes”). On February 22, 2017, the
Company repaid in full at maturity $100.0 million to settle the 2017 Term Notes. On February 28, 2017, the
Company repaid $10.2 million of principal of its 2024 Term Notes in connection with a drawdown under its
revolving securitization facility agreement. On October 5, 2017, the Company’s previous syndicated credit
facility and 2024 Term Notes were fully repaid, in addition to a make-whole premium of $20.0 million,
concurrent with the borrowings under the Syndicated Credit Facility.
Annual contractual principal repayments on long-term debt, net of financing fees, as at December 31, 2017
are as follows:
Term
Notes
Syndicated
credit facility
Finance
leases
Less than one year
Between one and five years
More than five years
$
-
494.6
-
$
11.4
548.5
1,887.7
$
$
494.6
$
2,447.6
$
6.7
12.1
-
18.8
Total
$
18.1
1,055.2
1,887.7
$
2,961.0
116
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
20. Shareholders’ equity:
Share capital:
Authorized:
Unlimited number of common shares with no par value
Unlimited number of preferred shares, issuable in series, convertible to common shares
Common shares issued and fully paid:
Balance as at December 31, 2015
Common shares issued under employee share purchase plan (note
22(a))
Common shares issued upon exercise of share-based compensation
awards (note 22(b))
Balance as at December 31, 2016
Common shares issued as part of acquisition consideration of
DigitalGlobe, net of share issuance costs (note 9)
Common shares issued under employee share purchase plan (note
22(a))
Common shares issued upon exercise of share-based compensation
awards (note 22(b)&(c))
Number
of shares
Amount
36,227,952
$
455.8
66,466
83,860
36,378,278
4.1
7.0
466.9
19,644,240
1,071.1
83,453
105,595
4.5
7.8
Balance as at December 31, 2017
56,211,566
$
1,550.3
The following dividends were declared and paid by the Company:
For the year ended
December 31,
2017
2016
C$1.48 per common share (2016 - C$1.48)
$
47.4
$
41.0
117
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
21. Earnings per common share:
The following table outlines the calculation of basic earnings per common share:
For the year ended
December 31,
2017
2016
Net earnings
$
100.4
$
105.6
Weighted average number of common
shares outstanding
Deferred share units outstanding
Weighted average number of common
shares outstanding - basic
41,140,321
68,007
36,306,880
70,476
41,208,328
36,377,356
Earnings per common share - basic
$
2.44
$
2.90
The following table outlines the calculation of diluted earnings per common share:
Net earnings - basic
Effect of potentially dilutive share
appreciation rights
Net earnings - dilutive
Weighted average number of common
shares outstanding - basic
Effect of potentially dilutive share
appreciation rights
Effect of restricted share units
Weighted average number of common
shares outstanding - diluted
For the year ended
December 31,
2017
2016
$
100.4
$
105.6
-
100.4
(2.4)
103.2
41,208,328
36,377,356
24,743
76,810
140,136
-
41,309,881
36,517,492
Earnings per common share - diluted
$
2.43
$
2.83
As at December 31, 2017, 4,501,000 share appreciation rights (December 31, 2016 - 3,665,000) were
excluded from the diluted weighted average number of ordinary shares calculation because their effect would
have been anti-dilutive.
118
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
22. Share-based payment plans:
(a) Employee share purchase plan:
On October 1, 2001, the Company implemented an employee share purchase plan. Under this plan, the
Company may issue 1,500,000 common shares to its employees. The maximum number of common
shares that may be issued under the plan in any one year is 300,000. Under the terms of the plan,
employees can purchase shares of the Company at 85% of the market value of the shares. Employees
can allocate a maximum of 10% of their salary to the plan to a maximum of C$20,000.00 per annum. For
the year ended December 31, 2017, 83,453 (2016 - 66,466) common shares were issued at an average
price of C$59.58 (2016 - C$70.56) under the employee share purchase plan.
(b) Share appreciation rights:
The Company awards share appreciation rights (“SARs”) to certain employees under its share-based
compensation plans. Certain awards issued under the 2013 through 2017 and Omnibus Equity Incentive
plans remain outstanding as at December 31, 2017. The SARs issued under the 2013 through 2016
plans vest over a period of three years, in the amount of one-third each year, and expire five years from
their grant date. The SARs issued under the 2017 and Omnibus Equity Incentive plans vest over a period
of four years, in the amount of one-quarter each year, and expire ten years from their grant date. The
Company, at its sole discretion, has the ability to settle the SARs in cash or shares of the Company.
(i) SARs accounted for as cash-settled awards:
A summary of the SARs accounted for as cash-settled awards for the years ended December 31,
2017 and 2016 are presented below:
2017
Weighted
average
exercise price
per SAR
Number
of SARs
SARs outstanding, beginning of year
SARs issued
SARs exercised
SARs cancelled
3,031,760
25,523
(227,633)
(190,793)
C$ 79.64
68.56
54.54
81.53
2016
Weighted
average
exercise price
per SAR
C$ 80.39
75.48
54.06
90.06
Number
of SARs
2,103,627
1,135,266
(147,665)
(59,468)
SARs outstanding, end of year
2,638,857
C$ 81.56
3,031,760
C$ 79.64
SARs exercisable, end of year
1,651,216
C$ 83.61
1,323,249
C$ 78.92
119
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
22. Share-based payment plans (continued):
(b) Share appreciation rights (continued):
(i) SARs accounted for as cash-settled awards (continued):
The following table summarizes information about outstanding SARs accounted for as cash-settled
awards:
As at December 31, 2017
Prices per share
C$56.95 to C$70.46
C$71.25 to C$82.73
C$83.60 to C$90.48
C$93.30 to C$97.93
SARs outstanding
average
remaining
contractual
Number
of SARs life (in years)
Weighted Weighted
average
exercise
price per
SAR
612,364
825,143
863,475
337,875
7.7
1.9
2.5
2.4
C$ 66.65
82.02
86.82
94.07
SARs exercisable
Weighted Weighted
average
exercise
price per
SAR
average
remaining
contractual
life (in years)
5.6
1.4
2.3
2.4
C$ 66.15
81.97
86.92
94.07
Number
of SARs
195,833
608,331
621,825
225,227
2,638,857
3.5
C$ 81.57
1,651,216
2.4
C$ 83.61
As at December 31, 2016
Prices per share
C$40.61 to C$51.95
C$56.95 to C$69.73
C$78.54 to C$82.73
C$83.60 to C$90.48
C$92.13 to C$97.93
SARs outstanding
average
remaining
contractual
Number
of SARs life (in years)
Weighted Weighted
average
exercise
price per
SAR
123,592
738,579
887,472
923,242
358,875
0.6
7.8
2.8
3.5
3.4
C$ 48.58
65.92
82.10
86.82
94.06
SARs exercisable
Weighted Weighted
average
exercise
price per
SAR
average
remaining
contractual
life (in years)
0.6
1.1
1.9
3.1
3.4
C$ 48.58
62.54
81.86
87.00
94.06
Number
of SARs
123,592
161,005
554,515
364,546
119,591
3,031,760
4.2
C$ 79.64
1,323,249
2.1
C$ 78.92
120
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
22. Share-based payment plans (continued):
(b) Share appreciation rights (continued):
(ii) SARs accounted for as equity-settled awards:
A summary of the SARs accounted for as equity-settled awards for the years ended December 31,
2017 and 2016 are presented below:
2017
Weighted
average
exercise price
per SAR
Number
of SARs
SARs outstanding, beginning of year
SARs issued
SARs exercised
SARs cancelled
3,161,657
499,339
(201,155)
(121,693)
C$ 78.04
75.32
63.07
76.02
2016
Weighted
average
exercise price
per SAR
C$ 81.18
68.09
53.65
80.08
Number
of SARs
2,233,299
1,161,900
(189,708)
(43,834)
SARs outstanding, end of year
3,338,148
C$ 78.61
3,161,657
C$ 78.04
SARs exercisable, end of year
1,812,010
C$ 83.50
1,395,572
C$ 82.70
The following table summarizes information about outstanding SARs accounted for as equity-settled
awards:
As at December 31, 2017
SARs outstanding
average
remaining
Number
contractual
of SARs life (in years)
Weighted Weighted
average
exercise
price per
SAR
Prices per share
C$65.82 to C$69.86
C$72.33 to C$85.82
C$87.70 to C$95.67
1,216,810
1,347,504
773,834
9.0
3.7
1.9
C$ 66.64
83.98
88.05
SARs exercisable
Weighted Weighted
average
exercise
price per
SAR
average
remaining
contractual
life (in years)
8.9
1.9
1.9
C$66.72
83.72
87.96
Number
of SARs
211,750
847,093
753,167
3,338,148
5.2
C$ 78.60
1,812,010
2.7
C$ 83.50
As at December 31, 2016
SARs outstanding
average
remaining
Number
contractual
of SARs life (in years)
Weighted Weighted
average
exercise
price per
SAR
Prices per share
C$40.61 to C$66.72
C$71.22 to C$85.82
C$87.70 to C$95.67
1,179,971
1,202,352
779,334
9.2
3.1
2.9
C$ 65.45
83.89
88.05
SARs exercisable
Weighted Weighted
average
exercise
price per
SAR
average
remaining
contractual
life (in years)
0.8
2.6
2.9
C$ 51.22
83.00
87.89
Number
of SARs
94,071
774,845
526,656
3,161,657
5.3
C$ 78.04
1,395,572
2.6
C$ 82.70
121
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
22. Share-based payment plans (continued):
(c) Restricted share units:
In 2017, the Company issued restricted share units (“RSUs”) to certain employees under a new Omnibus
Equity Incentive Plan. The RSUs vest over a period of three years, in the amount of one-third each year,
and are equity-settled on the vesting date.
As part of the acquisition of DigitalGlobe, the Company provided replacement RSUs for a certain portion
of the unvested RSU’s previously granted to DigitalGlobe employees. The replacement RSU’s will
continue to vest over the next four years, based on the terms of the original plan.
A summary of the RSUs and replacement RSUs as at December 31, 2017 and changes during the year
are presented below:
RSUs
Weighted
average
remaining Weighted
average
grant date
fair value
vesting
period
(in years)
-
3.0
-
-
-
C$
-
79.68
-
-
-
Number
of RSUs
-
590,663
-
-
-
Replacement RSUs
Weighted
average
remaining Weighted
average
grant date
fair value
vesting
period
(in years)
-
-
1.3
-
-
$
-
-
54.57
54.57
54.57
Number
of RSUs
-
-
592,038
(100,269)
(21,668)
590,663
3.0
C$ 79.68
470,101
1.3
$ 54.57
RSUs outstanding,
beginning of year
RSUs granted
RSUs acquired (note 9)
RSUs vested
RSUs cancelled
RSUs outstanding,
end of year
(d) Share matching program:
The Company maintains a share matching program, where certain executives are granted one common
share of the Company for every three common shares of the Company that they purchase and hold for a
consecutive period of three years. Common shares are purchased on the open market to satisfy
obligations under the share matching program and are expensed as share-based compensation in the
statement of earnings.
(e) Deferred share units:
The Company maintains a deferred share units (“DSUs”) plan whereby the Company’s independent
directors receive some or all of their annual retainers in DSUs. DSUs are granted at a price equal to the
closing price of the common shares on the day before the date of grant. The DSUs are settled in equity
at retirement at the closing price of the common shares of the Company on the retirement date of the
director.
122
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
22. Share-based payment plans (continued):
(e) Deferred share units (continued):
A summary of the DSUs as at December 31, 2017 and 2016 and changes during the year are presented
below:
Number
of DSUs
DSUs outstanding, beginning of year
DSUs issued
DSUs redeemed
62,099
18,042
(681)
2017
2016
Weighted
average
issue price
per DSU
C$ 44.93
69.24
81.42
Number
of DSUs
79,867
8,756
(26,524)
Weighted
average
issue price
per DSU
C$ 40.81
81.36
44.56
DSUs outstanding, end of year
79,460
C$ 50.13
62,099
C$ 44.93
(f) Total share-based compensation expense:
Total share-based compensation expense from all forms of share-based payment plans for the year
ended December 31, 2017 was an expense of $57.9 million (2016 - $14.7 million). The details are as
follows:
Share appreciation rights:
Cash-settled
Equity-settled
Restricted stock units:
Equity-settled
Deferred share units:
Equity-settled
Executive compensation settlement (note 8)
Accelerated vesting of share-based payment awards (note 9)
Share matching program
Employee share purchase plan
$
For the year ended
December 31,
2017
2016
$
12.2
7.8
2.9
0.9
-
33.1
0.3
0.7
(5.2)
6.9
-
0.4
11.9
-
0.1
0.6
$
57.9
$
14.7
(g) Intrinsic value:
The intrinsic value of a share-based payment award is the positive difference between the market price
of the Company’s share and the exercise price of the award. As at December 31, 2017, the intrinsic value
of vested cash-settled share-based payment awards was $2.3 million (December 31, 2016 - $2.3 million).
123
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
22. Share-based payment plans (continued):
(h) Valuation of cash-settled SARs:
The fair value of the SARs were estimated at each reporting period using the Black-Scholes option pricing
model with the following assumptions:
Risk-free interest rate
Dividend yield
Expected award lives
Volatility
December 31,
2017
December 31,
2016
1.7% - 1.9%
1.8%
1 - 78 months
14% - 25%
0.7% - 1.4%
2.2%
1 - 84 months
20% - 26%
(i) Valuation of equity-settled SARs, RSUs and DSUs:
The fair value of equity-settled SARs, RSUs and DSUs were estimated on the date of the grant or the
date of accounting reclassification using the Black-Scholes option pricing model with the following
assumptions:
Risk-free interest rate
Dividend yield
Expected award lives
Volatility
0.6% - 1.9%
1.5% - 2.2%
5 - 84 months
17% - 25%
124
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures:
Refer to significant accounting policy note 3(i).
(a) Financial instruments by category:
The classification of financial instruments and their carrying amounts are as follows:
As at December 31, 2017:
Derivative
Financial
assets at
instruments
fair value in a qualifying
hedging
relationship
through
earnings
Available-for-
sale
financial
assets
Loans and
receivables
Other
Total carrying
amount
Financial assets:
Current:
Cash and cash
equivalents
Trade and other
receivables:
$
-
$
-
$
19.1 $
-
$
-
$
19.1
Trade accounts
receivable
Orbital receivables
Other receivables
Financial assets, other:
Short-term
investments
Notes receivable
Derivative financial
instruments
Restricted cash
Non-current:
Orbital receivables
Financial assets, other:
Notes receivable
Derivative financial
instruments
Long-term
investments
Restricted cash
-
-
-
-
-
-
7.1
-
7.1
-
-
1.6
-
-
1.6
-
-
-
-
-
-
2.5
-
2.5
-
-
1.3
-
-
1.3
273.1
30.0
8.9
312.0
-
0.2
-
5.7
5.9
424.2
20.2
-
-
17.3
37.5
-
-
-
-
0.8
-
-
-
0.8
-
-
-
27.4
-
27.4
-
-
36.2
36.2
-
-
-
-
-
-
-
-
-
-
-
273.1
30.0
45.1
348.2
0.8
0.2
9.6
5.7
16.3
424.2
20.2
2.9
27.4
17.3
67.8
As at December 31, 2017, included in long-term investments is an investment of $26.1 million (C$32.7
million) (December 31, 2016 - $24.4 million (C$32.7 million)) in unquoted equity securities in an entity
over which the Company does not have significant influence. The fair value of these unquoted equity
securities cannot be reliably determined due to the lack of an active market and are carried at cost.
125
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(a) Financial instruments by category (continued):
As at December 31, 2017 (continued):
Financial
liabilities at
fair value
through
earnings
Derivative
instruments
in a qualifying
hedging
relationship
Other
financial
liabilities
Total carrying
amount
Financial liabilities:
Current:
Trade and other payables
$
-
$
-
$
236.9
$
236.9
Financial liabilities, other:
Non-trade payables
Derivative financial instruments
Securitization liability
Long-term debt:
Current portion of long-term debt
Obligations under finance leases
Non-current:
Financial liabilities, other:
Non-trade payables
Derivative financial instruments
Securitization liability
Long-term debt:
Long-term debt
Obligations under finance leases
-
5.4
5.4
-
-
-
-
-
1.4
1.4
-
-
-
-
-
1.4
1.4
-
-
-
-
-
0.7
0.7
-
-
-
-
12.1
-
12.1
15.5
11.4
6.7
18.1
11.7
-
11.7
90.8
12.1
6.8
18.9
15.5
11.4
6.7
18.1
11.7
2.1
13.8
90.8
2,930.9
12.0
2,942.9
2,930.9
12.0
2,942.9
126
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(a) Financial instruments by category (continued):
As at December 31, 2016:
Derivative
Financial
assets at
instruments
fair value in a qualifying
hedging
relationship
through
earnings
Available-for-
sale
financial
assets
Loans and
receivables
Other
Total carrying
amount
$
-
$
-
$
14.1
$
-
$
-
$
14.1
Financial assets:
Current:
Cash and cash
equivalents
Trade and other
receivables:
Trade accounts
receivable
Orbital receivables
Other receivables
Financial assets, other:
Short-term
investments
Notes receivable
Derivative financial
instruments
Restricted cash
Non-current:
Orbital receivables
Financial assets, other:
Notes receivable
Derivative financial
instruments
Long-term
investments
Restricted cash
-
-
-
-
-
-
6.1
-
6.1
-
-
3.7
-
-
3.7
-
-
-
-
-
-
5.7
-
5.7
-
-
2.2
-
-
2.2
175.9
27.1
5.7
208.7
-
38.5
-
8.6
47.1
418.4
14.0
-
-
16.6
30.6
-
-
-
-
5.8
-
-
-
5.8
-
-
-
24.4
-
24.4
-
-
22.4
22.4
-
-
-
-
-
-
-
-
-
-
-
175.9
27.1
28.1
231.1
5.8
38.5
11.8
8.6
64.7
418.4
14.0
5.9
24.4
16.6
60.9
127
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(a) Financial instruments by category (continued):
As at December 31, 2016 (continued):
Financial
liabilities at
fair value
through
earnings
Derivative
instruments
in a qualifying
hedging
relationship
Other
financial
liabilities
Total carrying
amount
Financial liabilities:
Current:
Bank overdraft
$
Trade and other payables
Financial liabilities, other:
Non-trade payables
Derivative financial instruments
Securitization liability
Long-term debt:
Long-term debt
Obligations under finance leases
Non-current:
Financial liabilities, other:
Non-trade payables
Derivative financial instruments
Securitization liability
Long-term debt:
Long-term debt
Obligations under finance leases
-
-
-
8.8
8.8
-
-
-
-
-
1.3
1.3
-
-
-
-
$
-
-
-
3.1
3.1
-
-
-
-
-
1.5
1.5
-
-
-
-
$
17.9
$
17.9
186.0
186.0
5.4
-
5.4
14.9
99.9
2.0
101.9
12.6
-
12.6
5.4
11.9
17.3
14.9
99.9
2.0
101.9
12.6
2.8
15.4
106.3
106.3
496.0
2.8
498.8
496.0
2.8
498.8
128
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(b) Fair value of financial instruments:
Financial instruments carried at amortized cost:
As at December 31, 2017 and 2016, the fair values of all financial instruments carried at amortized cost,
other than long-term debt and orbital receivables, approximated their carrying value.
The fair value of long-term debt is estimated based on a discounted cash flow approach, categorized as
Level 2 as outlined in the descriptions below. The estimated fair value of long-term debt, excluding
obligations under finance leases, at December 31, 2017, was $3,176.3 million (December 31, 2016 -
$598.7 million) as compared to the carrying value of $2,942.2 million (December 31, 2016 - $596.0
million). As at December 31, 2017, long-term debt included a designated portion of a net investment
hedge, which had a fair value of $297.8 million (December 31, 2016 - $50.2 million) and a carrying value
of $271.0 million (December 31, 2016 - $50.0 million). The fair value of obligations under finance leases
approximates their carrying value.
The fair value of orbital receivables is estimated based on a discounted cash flow approach using discount
rates that reflect the credit risk of counterparties. The estimated fair value of orbital receivables at
December 31, 2017 was $507.0 million (December 31, 2016 - $505.0 million) as compared to the carrying
value of $454.2 million (December 31, 2016 - $445.6 million).
129
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(b) Fair value of financial instruments (continued):
Financial instruments carried at amortized cost (continued):
As at December 31, 2017, the carrying amount of assets pledged as collateral amounted to $3,786.0
million (December 31, 2016 - $1,578.1 million).
Financial instruments carried at fair value:
The table below analyzes financial instruments carried at fair value, by valuation method. The different
levels have been defined as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2:
Inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3:
Inputs for the asset or liability that are not based on observable market data (unobservable
inputs).
December 31, 2017
Level 1
Level 2
Level 3
Total
Assets
Short-term investments
Derivative financial instruments
Total assets
Liabilities
$
$
0.8
-
0.8
$
$
-
12.5
12.5
$
$
Derivative financial instruments
$
-
$
8.9
$
-
-
-
-
$
0.8
12.5
$
13.3
$
8.9
During the year, no transfers occurred between Level 1 and Level 2 financial instruments.
December 31, 2016
Level 1
Level 2
Level 3
Total
Assets
Short-term investments
Derivative financial instruments
Total assets
Liabilities
$
$
5.8
-
5.8
$
$
-
17.9
17.9
$
$
Derivative financial instruments
$
-
$
14.7
$
-
-
-
-
$
$
5.8
17.9
23.7
$
14.7
130
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(b) Fair value of financial instruments (continued):
Financial instruments carried at fair value (continued):
The fair values of the short-term investments are based on their quoted prices. The Company determines
fair value of its derivative financial instruments based on internal valuation models, such as discounted
cash flow analysis, using management estimates and observable market-based inputs, as applicable.
Management estimates include assumptions concerning the amount and timing of estimated future cash
flows and application of appropriate discount rates. Observable market-based inputs are sourced from
third parties and include interest rates and yield curves, currency spot and forward rates, and credit
spreads, as applicable.
(c) Credit risk:
The Company is exposed to credit risk through its cash and cash equivalents, restricted cash, short-term
investments, trade and other receivables, non-securitized orbital receivables, notes receivable and
derivative financial instruments.
The Company’s credit exposure through receivables relates to a diverse group of customers, including
government customers, in multiple geographic regions purchasing a wide variety of products and services
from the Company, and is therefore mitigated by a reduced concentration of risk.
Customers are assessed for credit risk based on the nature of the customer organization, financial health,
and credit history with the Company and others. Credit limits or maximum exposures under revenue
contracts are identified, approved and monitored. In some cases, the Company will procure credit
insurance to mitigate its exposure.
Trade and other receivables, non-securitized orbital receivables, and notes receivable are considered for
impairment on a case by case basis and provided for when objective evidence is received that a customer
may default.
The amount of financial assets recognized on the balance sheet as at December 31, 2017 and 2016 are
summarized in the carrying values tables in note 23(a). The carrying amount of these assets represent
their maximum credit exposure, with the exception of derivative financial instruments subject to master
netting arrangements as described in note 23(g).
The Company’s trade receivables and allowance for doubtful accounts are shown in the following table:
Trade receivables
Less: allowance for doubtful accounts
December 31,
2017
December 31,
2016
$
282.8
(9.7)
$
180.9
(5.0)
Trade receivables, net of allowance for doubtful accounts
$
273.1
$
175.9
131
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(c) Credit risk (continued):
The aging of trade receivables at the reporting date was:
Not past due
Past due 1 - 30 days
Past due 31 - 90 days
Past due 90+ days
Allowance for doubtful accounts:
Balance as at December 31, 2015
Allowance reversed
Foreign exchange
Balance as at December 31, 2016
Bad debt expense
Balance as at December 31, 2017
December 31,
2017
December 31,
2016
$
208.3
52.5
6.8
5.5
$
130.1
15.0
5.7
25.1
$
273.1
$
175.9
$
8.9
(3.7)
(0.2)
5.0
4.7
$
9.7
In implementing all its derivative financial instruments, the Company deals with counterparties and is
therefore exposed to credit related losses in the event of non-performance by these counterparties.
However, the Company deals with counterparties that are major financial institutions, and does not expect
any of the counterparties to fail to meet their obligations.
During the year, the Company has also provided an indemnity to Export Development Canada (“EDC”)
in partial support of selected satellite financings provided by EDC. The indemnity is not recognized on
the balance sheet and if it was called upon, the maximum value of the indemnity as at December 31,
2017 was $50.3 million (December 31, 2016 - $29.7 million).
132
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(d) Liquidity risk:
The Company’s liquidity risk is the risk it may not be able to meet its contractual obligations associated
with financial liabilities as they come due. The Company’s principal sources of liquidity are cash provided
by operations, including collection of orbital receivables and advance payments from customers related
to long-term construction contracts and service contracts, and access to credit facilities and equity capital
resources, including public common share offerings. The Company’s short-term cash requirements are
primarily to fund working capital, with medium term requirements to service and repay debt, and invest in
capital and intangible assets, and research and development for growth initiatives. Cash is also used to
pay dividends and finance other long-term strategic initiatives. For the foreseeable future, the Company
believes that these principal sources of liquidity are sufficient to maintain the Company’s capacity and to
meet planned growth and development activities.
The maturities of the contractual cash flows of the Company’s financial liabilities are shown in the following
table:
December 31, 2017
Carrying Contractual
cash flows
amount
less than Maturing in Maturing in
1 year 1 to 2 years 2 to 5 years
Maturing in
Non-derivative financial
liabilities:
Bank overdraft
$
-
$
-
$
-
$
-
$
- $
236.8
236.8
236.8
-
-
Maturing
beyond
5 years
-
-
Trade and other
payables
Financial liabilities,
other:
Non-trade payables
Securitization liability
Long-term debt:
Obligations under
finance leases
Long-term debt,
Including interest
Derivative financial
liabilities:
Foreign exchange
forward contracts
Other derivative
instruments
14.4
106.3
14.6
108.8
2.6
16.3
1.3
15.6
3.9
57.3
6.8
19.6
18.8
20.5
7.4
6.4
6.7
-
2,942.2
2,961.0
3,799.1
3,819.6
169.9
177.3
160.5
166.9
1,407.7
1,414.4
2,061.0
2,061.0
3,318.5
4,179.8
433.0
183.8 1,475.6
2,087.4
8.0
0.9
8.9
8.1
0.9
9.0
6.4
0.4
6.8
1.5
0.4
1.9
0.2
0.1
0.3
-
-
-
$
3,327.4
$ 4,188.8 $
439.8 $
185.7 $ 1,475.9 $ 2,087.4
133
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(d) Liquidity risk (continued):
December 31, 2016
Carrying Contractual
cash flows
amount
less than Maturing in Maturing in
1 year 1 to 2 years 2 to 5 years
Maturing in
Non-derivative financial
liabilities:
Bank overdraft
$
17.9
$
17.9
$
17.9
$
-
$
- $
Trade and other
payables
Financial liabilities,
other:
186.0
186.0
186.0
-
-
Non-trade payables
18.1
18.7
Securitization liability
121.2
151.9
6.2
22.6
Long-term debt:
Obligations under
finance leases
Long-term debt,
Including interest
4.8
5.1
2.4
596.0
600.8
694.2
699.3
119.2
121.6
2.0
22.3
1.7
20.3
22.0
6.2
63.9
1.0
400.9
401.9
Maturing
beyond
5 years
-
-
4.3
43.1
-
153.8
153.8
944.0
1,073.7
354.3
46.3
472.0
201.1
Derivative financial
liabilities:
Foreign exchange
forward contracts
Other derivative
instruments
(e) Interest rate risk:
12.8
1.9
14.7
12.9
1.9
14.8
10.4
1.5
11.9
1.6
0.3
1.9
0.9
0.1
1.0
-
-
-
$
958.7
$ 1,088.5
$ 366.2
$
48.2
$ 473.0 $
201.1
The Company is exposed to fluctuations in interest rates since a proportion of its capital structure consists
of variable rate debt. The following table presents the effect of an increase or decrease in interest rates,
all other variables remaining constant, on net earnings and other comprehensive income for the period
ended December 31, 2017:
50 basis points higher
Effect on other
Effect on comprehensive
income
net earnings
50 basis points lower
Effect on other
Effect on comprehensive
income
net earnings
Interest rate risk
$
(4.3)
$
-
$
4.3
$
-
134
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(f) Foreign exchange risk:
The Company is exposed to foreign exchange risk on sales contracts, purchase contracts and debt
denominated in currencies other than the functional currency of the Company’s contracting entity. For
Canadian operations, this is typically the United States dollar or Euro. For United States operations, this
is typically the Euro or Japanese yen. The Company is also exposed to foreign currency risk on the net
assets of its foreign operations.
The Company maintains a hedging program and enters into foreign exchange forward contracts to hedge
the significant majority of the exposure arising from expected foreign currency denominated cash flows.
The term of the foreign exchange forward contracts can range from less than one month to several years.
The Company also enters into foreign exchange forward contracts to manage exposures from certain
intercompany loans, miscellaneous foreign currency payables and receivables, borrowings in foreign
currency and investments in foreign operations. The Company does not enter into foreign exchange
forward contracts for trading or speculative purposes.
As at December 31, 2017, the Company had Canadian dollar foreign exchange forward purchase
contracts for $190.8 million (December 31, 2016 - $193.0 million) and United States dollar foreign
exchange purchase contracts for $57.9 million (December 31, 2016 - $30.7 million). The Company also
had Canadian dollar foreign exchange forward sales contracts for $354.4 million (December 31, 2016 -
$301.2 million) and United States dollar foreign exchange forward sales contracts for $77.0 million
(December 31, 2016 - $170.4 million).
The following table summarizes the Company’s foreign exchange forward contracts outstanding, which
have been recorded on the balance sheet at fair value as assets and liabilities as appropriate:
Notional
amount
Average
exchange
rate
Maturity dates
December 31, 2017
Purchase contracts settled in
Canadian dollars:
U.S. dollar
Euro
British pound
165.3
15.7
2.4
1.2742
1.4998
1.6919
January 2018 - Oct 2020
January 2018 - September 2020
January 2018 - January 2019
Sales contracts settled in
Canadian dollars:
U.S. dollar
Euro
British pound
Purchase contracts settled in
United States dollars:
311.5
26.1
1.9
1.2790
1.4926
1.7206
January 2018 - January 2021
January 2018 - January 2021
January 2018 - January 2019
Carrying
value
asset
(liability)
$
$
(2.7)
0.2
-
6.5
(0.6)
-
Japanese yen
Euro
2,231.2
31.9
0.0092
1.1530
March 2018 - March 2019
January 2018 - April 2019
$
(0.5)
2.1
Sales contracts settled in
United States dollars:
Japanese yen
Euro
1,115.5
57.6
0.0092
1.1584
March 2018 - March 2019
January 2018 - April 2019
$
0.2
(3.3)
135
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(f) Foreign exchange risk (continued):
Notional
amount
Average
exchange
rate
Maturity dates
December 31, 2016
Purchase contracts settled in
Canadian dollars:
U.S. dollar
Euro
British pound
175.2
14.8
3.1
1.3100
1.4163
1.8305
January 2017 - March 2020
January 2017 - September 2018
January 2017 - March 2018
Sales contracts settled in
Canadian dollars:
U.S. dollar
Euro
British pound
Purchase contracts settled in
United States dollars:
282.4
23.2
2.4
1.2962
1.4414
1.7976
January 2017 - January 2021
January 2017 - January 2021
January 2017 - March 2018
Carrying
value
asset
(liability)
$
$
3.8
0.1
(0.4)
(8.5)
0.1
0.2
Japanese yen
Euro
1,726.3
11.7
0.0096
1.0767
March 2017 - March 2019
January 2017 - April 2017
$
(1.4)
(0.2)
Sales contracts settled in
United States dollars:
Japanese yen
Euro
Cash flow hedges:
3,276.7
126.9
0.0084
1.1270
January 2017 - October 2017
January 2017 - April 2019
$
(0.9)
6.9
The Company applies cash flow hedge accounting when a foreign exchange contract is included in a
qualifying hedging relationship as described in note 3(i)(iii).
The following table indicates the periods in which the cash flows associated with designated cash flow
hedges are expected to occur and to impact earnings and the carrying amounts of the related hedging
instruments:
December 31, 2017
Foreign exchange
forward contracts:
Maturing in
Carrying
amount
Expected
cash flows
less than Maturing in Maturing in
1 year 1 to 2 years 2 to 5 years
Maturing
beyond
5 years
Assets
Liabilities
$
$
3.8
2.1
$
4.3
2.2
$
3.0
1.4
1.0 $
0.5
0.3 $
0.3
-
-
136
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(f) Foreign exchange risk (continued):
Cash flow hedges (continued):
Maturing in
Carrying
amount
Expected
cash flows
less than Maturing in Maturing in
1 year 1 to 2 years 2 to 5 years
Maturing
beyond
5 years
December 31, 2016
Foreign exchange
forward contracts:
Assets
Liabilities
$
$
7.9
4.6
$
8.1
4.7
$
5.8
3.1
1.6 $
0.8
0.7 $
0.8
-
-
Net investment hedges:
As at December 31, 2017, the Company had designated $271.0 million of its $2.0 billion Term Loan B as
a hedge of its investment in certain U.S. subsidiaries. As of December 31, 2016, the Company had
designated $50.0 million of its $100.0 million 2017 Term Notes and $21.0 million of foreign exchange sell
contracts as a hedge of its investment in certain U.S. subsidiaries. Foreign exchange gains and losses
arising from the translation of the designated portion of the Term Loan B are recognized in other
comprehensive income to the extent that the hedges are effective and are recognized in the consolidated
statements of earnings to the extent that the hedges are ineffective.
Foreign exchange sensitivity:
The following table presents the effect of the strengthening and weakening of various currencies (all other
variables remaining constant) on the fair valuation of financial instruments as at December 31 and the
corresponding effect on net earnings and other comprehensive income:
Currency 1
Currency 2
Currency 1 strengthens 10%
Currency 1 weakens 10%
against currency 2
Effect on other
Effect on comprehensive
income
net earnings
against currency 2
Effect on other
Effect on comprehensive
income
net earnings
December 31, 2017
Canadian dollar $
U.S. dollar
British pound Canadian dollar
Euro
Canadian dollar
New Zealand
Canadian dollar
dollar
Euro
U.S. dollar
Japanese yen U.S. dollar
December 31, 2016
Canadian dollar $
U.S. dollar
Canadian dollar
Euro
Euro
U.S. dollar
Japanese yen U.S. dollar
(7.6)
-
(0.4)
-
3.4
0.2
0.1
(0.3)
4.9
0.8
$
$
(6.8)
0.1
(0.4)
(0.1)
(1.4)
-
(5.4)
(0.6)
(9.8)
(2.5)
$
$
7.6
-
0.4
-
(3.4)
(0.2)
(0.1)
0.3
(4.9)
(0.8)
$
$
6.8
(0.1)
0.4
0.1
1.4
-
5.4
0.6
9.8
2.5
137
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
23. Financial instruments and fair value disclosures (continued):
(g) Master netting agreements:
Certain of the Company’s derivative financial assets and liabilities are subject to master netting
arrangements that do not meet the offsetting criteria under IAS 32 - Financial Instruments: Presentation
as the Company does not have a current legally enforceable right to set off recognized amounts and the
intention to settle on a net basis, the assets and liabilities, simultaneously. The right of offset is
enforceable only on the occurrence of a future trigger such as a credit event.
The following table sets out the carrying amounts of foreign exchange forward contracts that are subject
to the master netting agreements described above:
December 31, 2017
Derivative financial assets:
Foreign exchange forward contracts
Derivative financial liabilities:
Foreign exchange forward contracts
December 31, 2016
Gross
and net
amounts
in the
consolidated
balance sheet
Financial
instruments
that are
not offset
Amount
if presented
net
$
9.9
$
6.5
$
3.4
8.0
6.5
1.5
Gross
and net
amounts
in the
consolidated
balance sheet
Financial
instruments
that are
not offset
Amount
if presented
net
Derivative financial assets:
Foreign exchange forward contracts
Other derivative instruments
$
Derivative financial liabilities:
Foreign exchange forward contracts
Other derivative instruments
$
12.5
5.3
17.8
12.7
1.9
14.6
8.1
-
8.1
8.1
-
8.1
$
4.4
5.3
9.7
4.6
1.9
6.5
138
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
24. Capital management:
The Company’s primary capital management objectives are to provide an adequate return to shareholders,
provide adequate and efficient funding of operations, finance growth, preserve financial flexibility to benefit
from potential opportunities as they arise and comply with borrowing covenants.
The Company defines capital as its share capital, contributed surplus and retained earnings.
Share capital
Contributed surplus
Retained earnings
December 31,
2017
December 31,
2016
$
1,550.3
50.6
261.8
$
466.9
31.0
208.8
$
1,862.7
$
706.7
The Company regularly issues shares in relation to its long-term compensation plans, employee share
purchase plan, and acquisitions. It also occasionally implements share repurchase programs that are
approved by the Board of Directors.
The Company is required by its lenders under the Syndicated Credit Facility to maintain compliance with
certain financial covenants. These covenants include a maximum multiple of debt to EBITDA of 5.5 times (as
at each quarter up to and including March 31, 2019, and decreasing thereafter), a minimum multiple of EBITDA
to interest expense, and a maximum percentage of distributions to available cash flow. As at December 31,
2017, the Company is compliant with these financial covenants.
The Company has term debt outstanding under its Syndicated Credit Facility. Debt is also incurred as required
under the Revolving Credit Facilities and is reduced as cash is generated from operations. The Company has
monetized some of its orbital receivables, applying the proceeds to reduce its debt, and retains the ability to
securitize more orbital receivables in the future.
25. Government assistance:
(a) Investment tax credits:
During the year, the Company recognized investment tax credits of $31.6 million (2016 - $22.5 million)
as a reduction of current expenses in direct costs, selling, general and administration of which $19.8
million (2016 - $11.6 million) related to expenses incurred in prior years. The Company also recognized
$1.0 million as a reduction of the cost of intangible assets during the year (2016 - $1.9 million). The
Company has investment tax credits of approximately $66.4 million (2016 - $40.6 million) available to
offset future Canadian Federal and Provincial income taxes payable which expire between 2026 and
2037. Investment tax credits are only recognized in the financial statements when the recognition criteria
have been met as described in note 3(g).
139
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
25. Government assistance (continued):
(b) Government grants:
(i)
Investissement Québec:
On November 15, 2010, the Company signed a non-refundable contribution agreement ("Grant") and
an interest free refundable contribution agreement (“Interest Free Loan”) with Investissement Québec
("IQ") relating to the expansion of the plant ("Project") at its Sainte-Anne-de-Bellevue subsidiary.
Under the Grant, the Company was eligible to receive funding for certain Project expenditures incurred
from January 1, 2010 to December 31, 2012 to a maximum of $7.2 million (C$9.0 million). As at
December 31, 2017, the Company has received the maximum eligible funding of $7.2 million (C$9.0
million) under the Grant. Payments made from the Grant can become conditionally repayable if certain
average employment targets are not met from January 1, 2012 to December 31, 2018. As at December
31, 2017, the Company has met the required employment targets.
Under the Interest Free Loan, the Company was eligible to receive interest free repayable funding
for certain eligible Project expenditures incurred from January 1, 2010 to December 31, 2015 to a
maximum of $7.2 million (C$9.0 million). As at December 31, 2017, the Company has received the
maximum of $7.2 million (C$9.0 million) under the Interest Free Loan. The loan is repayable in 84
equal and consecutive monthly installments beginning three years subsequent to the receipt of the
first disbursement on February 1, 2013. The Company began repaying the loan in the first quarter
of 2016. For the year ended December 31, 2017, the Company repaid $1.0 million (2016 - $0.9
million) for the Interest Free Loan. As at December 31, 2017, the discounted Interest Free Loan
payable balance of $4.8 million is recorded in financial liabilities (December 31, 2016 - $5.2 million).
(ii) Technology Demonstration Program:
On May 5, 2016, the Company was awarded a contribution agreement valued at $43.0 million
(C$54.0 million) by Innovation, Science and Economic Development under the Technology
Demonstration Program (“TDP”). The TDP program contributes funding towards large-scale
research and development projects that typically require the integration of several different
technologies and the coordination of activities of many partners. The Company will coordinate with
a team of Canadian partners, both in industry and academia, to develop innovative technology for
space communications and space surveillance. Under the agreement, the Company and its partners
can claim 50% of eligible costs up to $86.1 million (C$108.0 million) for the period August 12, 2014
through to March 31, 2021. Of this total, the Company is eligible to receive a maximum contribution
of $25.1 million (C$31.5 million) based on 50% of eligible costs up to $50.2 million (C$63.0 million).
During the year, the Company recorded a recovery against direct costs, selling, general and
administration of $12.5 million (2016 - $8.9 million) for its portion of 50% of eligible costs incurred
over the period October 2016 to September 2017. For the year ended December 31, 2017, the
Company received proceeds of $10.1 million (2016 - $4.5 million) in respect of its claim for 50% of
eligible expenditures over the period April 2016 to June 2017.
140
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
25. Government assistance (continued):
(b) Government grants (continued):
(iii) Government of Canada:
The Company's Canadian operations have traditionally received funding under contract from the
Government of Canada under several programs that support the development of new commercial
technologies and products for delivery to customers of the Government of Canada. This funding is
subject to possible repayment in the form of royalties, generally not exceeding 5% of future revenues,
on commercialization of that intellectual property by the Company. For the years ended December
31, 2017 and 2016, no funding was received under these programs.
26. Income taxes:
The Tax Cuts and Jobs Act (“2017 Act”) was enacted on December 22, 2017. The 2017 Act includes a broad
range of tax reform proposals affecting businesses, including a reduction in the U.S. federal corporate tax rate
from 35% to 21%, a one-time mandatory deemed repatriation tax on earnings of certain foreign subsidiaries
that were previously tax deferred, limitations on interest expense deductions, a new base erosion focused
minimum tax applicable to certain payments to foreign related parties and the creation of new taxes on
earnings of non-US subsidiaries.
For the year ended December 31, 2017, the Company has not finalized the accounting for the tax effects of
the enactment of the 2017 Act. However, the Company has made a reasonable estimate of the impact of the
2017 Act on the Company’s existing deferred tax balances and the one-time mandatory deemed repatriation
tax. The Company’s deferred tax balances for its US subsidiaries have been re-measured based on the newly
enacted tax rates at which the deferred tax assets and liabilities are expected to reverse in future fiscal years.
The impact of this re-measurement and the provision for the one-time mandatory deemed repatriation tax was
not material.
For other elements of tax expense noted below, the Company has not been able to make a reasonable
estimate and continues to account for such items based on the provisions of the tax laws that were in effect
immediately prior to the 2017 Act. As the Company finalizes the accounting for the tax effects of the enactment
of the 2017 Act, the Company expects to reflect adjustments to the recorded provisional amounts and record
additional tax effects of the 2017 Act.
141
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
26. Income taxes (continued):
(a) Income tax expense is comprised of the following:
Current tax expense:
Current period
Adjustment for prior periods
Deferred tax expense:
Origination and reversal of temporary differences
Change in unrecognized deductible temporary differences
Change in tax rate
Recognition of previously unrecognized tax losses
For the year ended
December 31,
2017
2016
$
$
16.3
2.3
18.6
(38.0)
5.2
0.3
(122.4)
(154.9)
20.3
6.7
27.0
(4.4)
1.4
(0.1)
-
(3.1)
Income tax expense (recovery)
$
(136.3)
$
23.9
(b) A reconciliation of income taxes at statutory rates to actual income tax expense (recovery) is as follows:
For the year ended
December 31,
2017
2016
Statutory Federal and Provincial tax rate in Canada
26.00%
26.00%
Income tax expense at the statutory tax rate
Foreign earnings subject to different rates
Change in statutory rates
Change in unrecognized deferred tax assets
Foreign exchange differences
Share-based compensation
Other permanent differences
$
(9.3)
(13.0)
3.9
(122.0)
(3.4)
2.3
5.2
$
33.7
(6.1)
-
(0.6)
(1.1)
1.8
(3.8)
$
(136.3)
$
23.9
142
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
26. Income taxes (continued):
(c) Unrecognized deferred tax assets:
Deferred tax assets have not been recognized in respect of the following temporary differences:
Tax losses
Other deductible temporary differences
(d) Recognized deferred tax assets and liabilities:
Deferred tax assets and liabilities are attributable to the following:
December 31,
2017
December 31,
2016
$
$
177.6
90.4
268.0
$
$
254.1
138.3
392.4
December 31, 2017
Assets
Liabilities
Net
Construction contract assets and liabilities
Property, plant and equipment
Intangible assets and goodwill
Investment tax credits
Derivative financial instruments
Trade and other payables
Employee benefits
Tax loss carry forwards
Other items
Tax assets (liabilities)
Set off of tax
$
87.6
177.8
9.2
11.1
5.0
26.6
61.6
216.9
11.2
607.0
(498.7)
$
(8.4)
(20.6)
(553.8)
(15.3)
(1.5)
-
-
-
(2.7)
(602.3)
498.7
$
79.2
157.2
(544.6)
(4.2)
3.5
26.6
61.6
216.9
8.5
4.7
-
Net tax assets (liabilities)
$
108.3
$
(103.6)
$
4.7
December 31, 2016
Assets
Liabilities
Construction contract assets and liabilities
Property, plant and equipment
Intangible assets and goodwill
Investment tax credits
Derivative financial instruments
Trade and other payables
Employee benefits
Tax loss carry forwards
Other items
Tax assets (liabilities)
Set off of tax
$
4.3
0.1
0.8
8.3
0.2
2.3
5.7
4.7
0.2
26.6
(11.6)
$
(4.0)
(0.4)
(7.0)
(10.6)
(0.8)
-
-
-
(0.1)
(22.9)
11.6
$
Net tax assets (liabilities)
$
15.0
$
(11.3)
$
Net
0.3
(0.3)
(6.2)
(2.3)
(0.6)
2.3
5.7
4.7
0.1
3.7
-
3.7
143
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
26. Income taxes (continued):
(e) Movement in temporary differences during the year:
Balance, Recognized
Recognized
in other
in statement comprehensive
income
of earnings
Acquired in
business
combination
(note 9)
Balance,
Foreign
currency December 31,
2017
translation
December 31,
2016
Construction
contract
assets and
liabilities
Property,
plant and
equipment
Intangible assets
and goodwill
Investment tax
credits
Derivative
financial
instruments
Trade and other
payables
Employee
benefits
Tax loss carry
forwards
Other items
$
0.3
$
(46.3)
$
(0.3)
(6.2)
(2.3)
(0.6)
2.3
5.7
4.7
0.1
74.9
(12.9)
43.8
0.5
17.6
43.9
76.1
(42.7)
-
-
-
-
0.9
-
(5.6)
-
0.1
$
125.3 $
(0.1)
$
79.2
82.3
0.3
157.2
(525.0)
(0.5)
(544.6)
(45.7)
2.7
6.5
17.3
135.6
51.4
-
-
0.2
0.3
0.5
(0.4)
(4.2)
3.5
26.6
61.6
216.9
8.5
$
3.7
$
154.9
$
(4.6) $
(149.6) $
0.3
$
4.7
144
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
26. Income taxes (continued):
(e) Movement in temporary differences during the year (continued):
Balance,
December 31,
2015
Recognized
in other
Recognized
in statement comprehensive
income
of earnings
Balance,
Foreign
currency December 31,
2016
translation
Construction
contract
assets and
liabilities
Property,
plant and
equipment
Intangible assets
and goodwill
Investment tax
credits
Derivative
financial
instruments
Trade and other
payables
Employee
benefits
Tax loss carry
forwards
Other items
$
1.1
$
(0.9)
$
0.2
(6.1)
(6.4)
(1.1)
3.7
5.6
2.3
0.6
(0.5)
0.1
4.4
0.4
(1.5)
(0.7)
2.4
(0.6)
-
-
-
-
0.1
-
0.6
-
-
$
0.1
$
0.3
-
(0.2)
(0.3)
-
0.1
0.2
-
0.1
(0.3)
(6.2)
(2.3)
(0.6)
2.3
5.7
4.7
0.1
3.7
$
(0.1)
$
3.1
$
0.7
$
-
$
(f) As at December 31, 2017, the Company has non-capital losses carried forward for tax purposes totaling
approximately $795.6 million that are available to reduce taxable income of future years. These non-
capital losses carried forward expire as follows:
2019
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
No Expiry
$
0.1
1.1
0.7
9.7
1.1
41.6
12.3
171.9
21.0
15.6
56.5
60.2
401.1
2.7
$
795.6
The Company also has net capital losses carried forward of approximately $110.0 million that are
available to offset capital gains of future years.
145
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
26. Income taxes (continued):
(g) As at December 31, 2017, the Company had taxable temporary differences relating to investments in
subsidiaries of $11.6 million (December 31, 2016 - $63.9 million) that were not recognized because the
Company controls the timing of the reversal of the temporary differences and it is satisfied that they will
not be reversed in the foreseeable future.
27. Contingencies and commitments:
(a) As at December 31, 2017, the Company is committed under legally enforceable agreements for
purchases and rental payments for amounts as follows:
2018
2019
2020
2021
2022
Thereafter
Purchase
obligations
Operating
leases
$
370.2
286.6
117.7
16.6
13.8
13.8
$
38.0
35.1
29.0
26.9
23.3
102.5
$
Total
408.2
321.7
146.7
43.5
37.1
116.3
$
818.7
$
254.8
$
1,073.5
Purchase obligations relate to commitments for purchases of property, plant and equipment, intangible
assets and operating expenses. Operating leases include minimum rental payments primarily for office
space, manufacturing facilities, and equipment.
For the year ended December 31, 2017, the Company has recorded total lease expenses of $37.2 million
(2016 - $32.7 million) in the statement of earnings.
(b) As at December 31, 2017, the Company’s banks have issued letters of credit for $108.0 million (2016 -
$83.7 million) of which $77.9 million (2016 - $69.5 million) is guaranteed by Export Development Canada,
a Canadian government corporation.
(c) As noted in note 3(d)(i), satellite construction contracts may include performance incentives whereby
payment for a portion of the purchase price of the satellite is contingent upon in-orbit performance of the
satellite. The Company’s ultimate receipt of orbital performance incentives is subject to the continued
performance of its satellites generally over the contractually stipulated life of the satellites. A complete or
partial loss of a satellite’s functionality can result in loss of orbital receivable payments or repayment of
amounts received by the Company under a warranty payback arrangement. The Company generally
receives the present value of the orbital receivables if there is a launch failure or a failure caused by a
customer error, but will forfeit some or all of the orbital receivables if the loss is caused by satellite failure
or as a result of Company error. The Company recognizes orbital performance incentives in the financial
statements based on the amounts that are expected to be received and believes that it will not incur a
material loss relating to the incentives recognized.
(d) In November 2017, certain purported former holders of DigitalGlobe series A convertible preferred stock
and certain purported former holders of shares of DigitalGlobe common stock filed petitions for appraisal
of the value of their purported holdings of DigitalGlobe common and preferred stock as of the date of the
Company’s acquisition of DigitalGlobe (note 9). DigitalGlobe is named as a respondent in the lawsuits,
and filed answers to the lawsuits in December 2017.
146
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
27. Contingencies and commitments (continued):
(e) The Company enters into agreements in the ordinary course of business with resellers and others. Most
of these agreements require the Company to indemnify the other party against third-party claims alleging
that one of its products infringes or misappropriates a patent, copyright, trademark, trade secret or other
intellectual property right. Certain of these agreements require the Company to indemnify the other party
against claims relating to property damage, personal injury or acts or omissions by the Company, its
employees, agents or representatives.
(f) From time to time, the Company has made guarantees regarding the performance of its systems to its
customers. Some of these agreements do not limit the maximum potential future payments the Company
could be obligated to make. The Company evaluates and estimates potential losses from such
indemnification based on the likelihood that the future event will occur. To date, the Company has not
incurred any material costs as a result of such obligations and has not accrued any liabilities related to
such indemnification and guarantees in the consolidated financial statements.
(g) The Company has entered into industrial cooperation agreements, sometimes referred to as offset
agreements, as a condition to entering into contracts for its products and services from certain customers
in foreign countries. These agreements are designed to return economic value to the foreign country and
may be satisfied through activities that do not require a direct cash payment, including transferring
technology, providing manufacturing, training and other consulting support to in-country projects. These
agreements may provide for penalties in the event the Company fails to perform in accordance with offset
requirements. The Company has historically not been required to pay any such penalties.
(h) The Company is a party to various other legal proceedings and claims that arise in the ordinary course of
business as either a plaintiff or defendant. The Company analyzes all legal proceedings and the
allegations therein. The outcome of any of these other proceedings, either individually or in the aggregate,
is not expected to have a material adverse effect on the Company’s financial position, results of operations
or liquidity.
28. Related party transactions:
The President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer have
employment agreements which provide severance and change of control benefits. Upon termination or
change of control, these executives are entitled to lump sum payments between two and one-half and three
years’ compensation.
Compensation expense for the Company’s directors and Named Executive Officers is as follows:
Salaries and other benefits
Post-employment benefits
Share-based payments
For the year ended
December 31,
$
2017
9.4
1.5
5.2
$
2016
8.2
0.5
16.8
$
16.1
$
25.5
In 2016, the Company recognized an executive compensation settlement of $14.2 million to its former
President and Chief Executive Officer (note 8).
147
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
29. Supplemental cash flow information:
(a) Changes in operating assets and liabilities:
Trade and other receivables
Construction contract assets
Financial assets, other
Inventories
Current tax assets
Non-financial assets
Orbital receivables
Trade and other payables
Financial liabilities, other
Provisions
Construction contract liabilities
Employee benefits
Non-financial liabilities
$
For the year ended
December 31,
2017
64.4
(40.1)
41.2
1.1
(37.4)
31.5
(5.8)
(17.6)
4.7
11.8
(39.7)
(24.1)
(32.5)
$
2016
45.7
58.7
(45.0)
1.4
(25.3)
(4.0)
(8.7)
22.4
(11.2)
(0.2)
(147.9)
3.0
(8.1)
$
(42.5)
$
(119.2)
(b) Cash and cash equivalents on the consolidated statements of cash flows are comprised of the following:
Cash and cash equivalents
Bank overdraft
For the year ended
December 31,
2017
19.1
-
19.1
$
$
2016
14.1
(17.9)
(3.8)
$
$
(c) Acquisition of DigitalGlobe, net of cash acquired in the investing activities section of the consolidated
statement of cash flows is comprised of the following:
Investing activities:
Acquisition of DigitalGlobe
Repayment of DigitalGlobe long-term debt
Settlement of DigitalGlobe transaction costs
Cash acquired
For the
year ended
December 31, 2017
$
(1,131.0)
(1,266.0)
(46.6)
170.6
$
(2,273.0)
148
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
29. Supplemental cash flow information (continued):
(d) Reconciliation of liabilities arising from financing activities:
Long-term
debt
Securitization
liability
Obligations
under
finance
leases
Financial
liabilities
Total
Balance as at
January 1, 2017
$
596.0
$
121.2
$
4.7
$
5.2
$
727.1
Changes from
financing cash flows:
Repayment of
revolving loan
facility and other
long-term debt
Repayment of
(421.4)
2017 Term notes
(100.0)
Repayment of
2024 Term notes
(256.3)
Payments on
finance leases
Interest paid on
long-term debt
Settlement of
securitization liability,
including interest
Repayment of interest
free government
assistance
Total changes from
financing cash flows
Issuance of long-term
debt related to
acquisition, net of
financing fees
(note 9)
The effect of changes
in foreign exchange
rates
Liability related changes:
Amortization of
financing fees
New finance leases
Finance leases
acquired
Loss from early
extinguishment of
debt
Finance expense
Total liability related
other changes
-
-
-
-
-
(21.8)
-
-
-
-
(4.5)
-
-
-
-
(40.5)
-
-
(818.2)
(21.8)
(4.5)
-
-
-
-
-
-
(1.0)
(1.0)
(421.4)
(100.0)
(256.3)
(4.5)
(40.5)
(21.8)
(1.0)
(845.5)
3,096.7
4.7
2.2
-
-
20.4
40.4
63.0
-
-
-
-
-
-
6.9
6.9
-
-
3,096.7
0.4
0.3
5.4
-
7.3
10.6
-
0.3
18.2
-
-
-
-
0.3
0.3
2.2
7.3
10.6
20.4
47.9
88.4
Balance as at
December 31,
2017
$ 2,942.2
$
106.3
$
18.8
$
4.8
$ 3,072.1
149
MAXAR TECHNOLOGIES LTD. (formerly known as MacDonald, Dettwiler and Associates Ltd.)
Notes to Consolidated Financial Statements
(Tabular amounts in millions of United States dollars, except shares, share-based compensation awards, and per share amounts)
Years ended December 31, 2017 and 2016
30. Subsequent event:
On February 22, 2018, the Company declared a quarterly dividend of C$0.37 per common share payable on
March 29, 2018 to shareholders of record at the close of business on March 15, 2018.
150
INVESTOR INFORMATION
Incorporation
Maxar Technologies Ltd.
Incorporated February 3, 1969
Transfer Agent
COMPUTERSHARE INVESTOR SERVICES INC.
510 Burrard Street, 3rd Floor
Vancouver, British Columbia
Canada V6C 3B9
Telephone: (604) 661-9400
Fax: (604) 661-9401
Auditors
KPMG LLP, Chartered Professional Accountants
Investor Relations
Email: investor@maxar.com
Stock Listing
Maxar Technologies Ltd.
the Toronto Stock Exchange and New York Stock
Exchange under the symbol MAXR.
Registered Company Office
Maxar Technologies Ltd.
Suite 1700, 666 Burrard Street
Vancouver, British Columbia
Canada V6C 2X8
Telephone: (604) 974-5275
Fax: (604) 974-5807
www.maxar.com
Please visit our website for other Maxar office locations
151 BOARD OF DIRECTORS
SELECTED OFFICERS
Howard L. Lance
President and Chief Executive Officer
Anil Wirasekara
Interim Chief Financial Officer
Michelle Kley
Senior Vice President, General Counsel and Corporate Secretary
Robert L. Phillips
West Vancouver, British Columbia
Chairman of the Board
Corporate Director
Howard L. Lance
San Francisco, California
President and Chief Executive Officer
Maxar Technologies Ltd.
Dennis H. Chookaszian
Wilmette, Illinois
Chairman of the Audit Committee
Corporate Director
Nick S. Cyprus
Mahwah, New Jersey
Corporate Director
Howell M. Estes, III
Colorado Springs, Colorado
Corporate Director
Lori B. Garver
McLean, Virginia
Chairman of the Governance and Nominating Committee
General Manager, Air Line Pilots Association
Joanne O. Isham
Alexandria, Virginia
Corporate Director
C. Robert Kehler
Alexandria, Virginia
Corporate Director
Brian G. Kenning
Vancouver, British Columbia
Corporate Director
L. Roger Mason, Jr.
Alexandria, Virginia
Corporate Director
President, Space, Intelligence & Cyber Sector, Peraton
Eric J. Zahler
New York, New York
Chairman of the Human Resources and Management Compensation Committee
Managing Director, Sagamore Capital Group LLC
152 MAXAR.com
NYSE: MAXR
TSX: MAXR