Comtech Telecommunications Corp. https://comtech.com/ Tue, 18 Feb 2025 21:50:21 +0000 en-US hourly 1 https://wordpress.org/?v=6.7.1 Comtech Appoints David B. Kagan to its Board of Directors https://comtech.com/press-releases/2025/02/18/comtech-appoints-david-b-kagan-to-its-board-of-directors/ Tue, 18 Feb 2025 21:31:38 +0000 https://comtech.com/press-releases/2025/02/18/comtech-appoints-david-b-kagan-to-its-board-of-directors/

CHANDLER, Ariz. – February 18, 2025– Comtech Telecommunications Corp. (NASDAQ: CMTL) (“Comtech” or the “Company”), a global communications technology leader, today announced that the Comtech Board of Directors (the “Board”) has appointed David (Dave) B. Kagan as an independent director to the Board, effective February 13, 2025.

Mr. Kagan has deep experience leading satellite communications companies over the course of his career, which spans more than 35 years. Most recently, he served as CEO of Globalstar, where he drove significant top and bottom line improvements. He also expanded Globalstar’s services beyond the legacy of one-way messaging and GPS to focus on satellite IoT and was a key contributor in securing the industry’s first service offering enabling direct-to-device satellite capability. Before that, he served in leadership roles at ITC Global, Globe Wireless and Spacenet, among others.

“We are delighted to welcome Dave Kagan to the Comtech Board,” said Ken Traub, Chairman, President and CEO of Comtech. “Dave brings both deep experience in the satellite industry as well as strength in capital markets, turnarounds and strategic transactions which will be invaluable as we continue to execute on the comprehensive transformation of Comtech.”

“I am thrilled to join the Comtech Board,” said Mr. Kagan. “I look forward to working with my fellow directors and this highly engaged leadership team as it continues to execute on the recently announced strategic transformation.”

About David B. Kagan

Mr. Kagan, 63, served as chief executive officer of Globalstar, Inc. (NASDAQ: GSAT), a leading provider of satellite solutions, from September 2018 to September 2023, where he also served as president and chief operating officer from December 2017 to September 2018 and from January 2016 to March 2017. From March 2017 to November 2017, he was the chief operating officer of SpeedCast International Limited. Mr. Kagan previously served as president of ITC Global LLC from August 2014 to September 2015, and president and chief executive officer of Globe Wireless LLC from June 2011 until it was sold to Inmarsat in August 2014. Prior to that, he served as president and chief executive officer of Maritime Telecommunications Network from January 1997 to December 2008. Mr. Kagan currently serves on the Boards of KVH Industries, Inc. (NASDAQ: KVHI) and AscendArc, Inc., and was inducted into the Satellite Hall of Fame in March 2023. He holds a master’s degree of Business Administration from Florida Atlantic University and a bachelor’s degree in both Finance and Marketing from the University of South Florida, Tampa.

About Comtech

Comtech Telecommunications Corp. is a leading provider of satellite and space communications technologies; terrestrial and wireless network solutions; Next Generation 911 (NG911) and emergency services; and cloud native capabilities to commercial and government customers around the world. Through its culture of innovation and employee empowerment, Comtech leverages its global presence and decades of technology leadership and experience to create some of the world’s most innovative solutions for mission-critical communications. For more information, please visit www.comtech.com.

Cautionary Note Regarding Forward-Looking Statements

Certain information in this press release contains, and oral statements made by our representative from time to time may contain, forward-looking statements. Forward-looking statements can be identified by words such as: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “future,” “goal,” “outlook,” “intend,” “likely,” “may,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “strategy,” “target,” “will,” “would,” and similar references to future periods. Forward-looking statements include, among others, statements regarding our expectations for our strategic alternatives process, our expectations for further portfolio-shaping opportunities, our expectations for other operational initiatives, future performance and financial condition, the plans and objectives of our management and our assumptions regarding such future performance, financial condition, and plans and objectives that involve certain significant known and unknown risks and uncertainties and other factors not under our control which may cause our actual results, future performance and financial condition to be materially different from the results, performance or other expectations implied by these forward-looking statements. Factors that could cause actual results to differ materially from current expectations are described in our filings with the Securities and Exchange Commission. We urge you to consider all of the risks, uncertainties and factors identified above or discussed in such reports carefully in evaluating the forward-looking statements. The risks described above are not the only risks that we face. We do not intend to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise, except as required by law.

Investor Relations Contact

Maria Ceriello

631-962-7102

investors@comtech.com

Media Contact

Jamie Clegg

480-532-2523

jamie.clegg@comtech.com

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Comtech Launches Industry-First Multipath Radio Platform https://comtech.com/press-releases/2025/02/13/comtech-launches-industry-first-multipath-radio-platform/ Thu, 13 Feb 2025 14:05:16 +0000 https://comtech.com/press-releases/2025/02/13/comtech-launches-industry-first-multipath-radio-platform/

MPR platform provides industry-first multipath mitigation capabilities in single integrated, antenna agnostic platform

CHANDLER, Ariz. – February 13, 2025– Comtech Telecommunications Corp. (NASDAQ: CMTL) (“Comtech” or the “Company”), a global communications technology leader, today announced the launch of the Company’s new multipath radio (“MPR”) platform. As the first-ever terrestrial high data rate over-the-horizon integrated radio of its kind, MPR will empower first responders, warfighters, and commercial operators with new high data rate communications capabilities on a single antenna agnostic platform.

Built on the proven success of Comtech’s next-generation Troposcatter systems, the MPR platform’s multimode functionality, diverse antenna support, and advanced signal processing techniques empower users to establish secure, reliable and resilient communications links in challenging environments where traditional radios struggle. Today, MPR supports line-of-sight (“LOS”), obstructed-line-of-sight (“OLOS”), and beyond-line-of-sight (“BLOS”) scenarios.

“Comtech’s MPR is optimized for on-the-move, at-the-halt, and fixed applications in a flexible, low Size Weight and Power (“SWAP”) terrestrial over-the-horizon communications platform,” said Daniel Gizinski, President of Comtech’s Satellite and Space Communications Segment. “MPR’s functionality and ease of use is a true game-changer for end users, demonstrating the ability to be set up and deployed in less than 10 minutes as well as delivering industry-leading data rates continuously over long distances. The software-defined nature of Comtech’s MPR platform also enables the system to adapt and incorporate new capabilities over time.”

In the past, terrestrial BLOS communications systems were limited due to large size, high-power requirements, and complexity of operation. Leveraging over 40 years of multipath radio technology leadership, Comtech’s MPR is revolutionizing high data rate communications capabilities by providing a rapidly deployable, transportable, low SWAP solution for military and commercial operators.

Comtech’s Multipath Mitigation Technology Advantage:

Today, reliable communications in diverse environments are essential for military and critical infrastructure applications. However, multipath propagation, where radio signals travel along multiple paths before reaching the end user, disrupts signal integrity, causing a drop in communications or total loss of connectivity. Comtech’s MPR solves multipath disruption by a unique combination of diverse techniques, advanced forward error correction, and adaptive coding and modulation, that represent a first for the industry.

Operational Value for End Users:

  • BLOS without SATCOM: MPR provides real-time data connectivity over-the-horizon up to 150 miles; this capability can be critical in satellite contested environments or when limited space segment is available.
  • Reliable Communications: The MPR ensures clear and consistent communications across echelons, overcoming signal degradation caused by terrain or obstacles.
  • Enhanced Situational Awareness: Reliable data exchange facilitates a shared understanding of a variety of scenarios ranging from military operations to disaster response, which is crucial for informed decision-making.
  • Improved Interoperability: The MPR is over the air compatible with Comtech’s entire Family of Troposcatter Systems. To enhance network and information interoperability, MPR provides an easy-to-use Layer 2 interface integration package for all IP based MESH and MANET radio networks.
  • Common Digital Architecture: MPR is designed to leverage a common digital architecture across the Company’s other product lines, including Comtech’s Digital Common Ground modems.
  • Low SWAP: The MPR provides users maximum SWAP flexibility against varied environments. The small footprint and rapid set up provide users with a true expeditionary capability.
  • Enhancements: Comtech’s MPR has a series of planned enhancements, including point-to-multi-point, which will allow simultaneous communications to multiple on-the-move platforms and stationary sites, eliminating the need for multiple systems at the hub location.

Recent U.S. Department of Defense Demonstrations Validate MPR Capabilities:

During an initial Joint Service demonstration along Florida’s panhandle, Comtech’s MPR delivered 14 megabits of data continuously over a 101-mile BLOS link using no vertical lift.

During the U.S. Navy’s Silent Swarm 2024 exercise, Comtech’s new MPR platform completed a long-range ship-to-shore connection for an unmanned surface vessel-revolutionizing at-sea command, control, communications, computers, cyber, intelligence, surveillance, and reconnaissance mission support.

For more information Comtech’s new MPR platform, please visit our webpage: https://comtech.com/capability/mpr-platform/.

About Comtech

Comtech Telecommunications Corp. is a leading provider of satellite and space communications technologies; terrestrial and wireless network solutions; Next Generation 911 (NG911) and emergency services; and cloud native capabilities to commercial and government customers around the world. Through its culture of innovation and employee empowerment, Comtech leverages its global presence and decades of technology leadership and experience to create some of the world’s most innovative solutions for mission-critical communications. For more information, please visit www.comtech.com.

Forward-Looking Statements

Certain information in this press release contains statements that are forward-looking in nature and involve certain significant risks and uncertainties. Actual results and performance could differ materially from such forward-looking information. The Company’s Securities and Exchange Commission filings identify many such risks and uncertainties. Any forward-looking information in this press release is qualified in its entirety by the risks and uncertainties described in such Securities and Exchange Commission filings.

Investor Relations

Maria Ceriello

631-962-7115

Maria.Ceriello@comtech.com

Media Contact

Jamie Clegg

480-532-2523

jamie.clegg@comtech.com

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Ken Traub Named Comtech President & CEO https://comtech.com/recent-news/2025/02/04/ken-traub-named-comtech-president-ceo/ Tue, 04 Feb 2025 18:26:34 +0000 https://comtech.com/?p=12868

Ken Traub, chairman of the board of directors of Comtech Telecommunications, was appointed president and CEO of the global communications technology company, effective immediately.

Comtech said Traud, who succeeds John Ratigan, is driving the company’s comprehensive transformation.

“We are implementing a comprehensive set of initiatives to better position Comtech for the future including improving operational discipline, streamlining operations, supporting profitable growth initiatives, undertaking a broad review of strategic alternatives and strengthening the capital structure,” Traud shared.

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Comtech Makes More Leadership Changes, Electing Kenneth Traub as Executive Chairman https://comtech.com/recent-news/2025/02/04/comtech-makes-more-leadership-changes-electing-kenneth-traub-as-executive-chairman/ Tue, 04 Feb 2025 18:24:00 +0000 https://comtech.com/?p=12869

Comtech’s board of directors has elected Kenneth Traub as the executive chairman of the company. In the Nov. 27 announcement, Comtech said that Traub will be the senior executive leading Comtech. John Ratigan, who was named permanent CEO at the end of October, will report to Traub.

Traub joined Comtech’s board one month ago as an independent director. He has experience as a CEO, chairman, director, investor, and consultant in public companies. Since 2019, Traub has served as the managing partner of consulting and investment advisory firm Delta Value Advisors. He was previously managing partner of Raging Capital and served as president and CEO of Ethos Management LLC.

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Comtech hires turnaround expert as CEO, widens strategic review to include all scenarios, discontinues 70 satellite products – Space Intel Report https://comtech.com/recent-news/2025/02/04/comtech-hires-turnaround-expert-as-ceo-widens-strategic-review-to-include-all-scenarios-discontinues-70-satellite-products-space-intel-report/ Tue, 04 Feb 2025 18:21:44 +0000 https://comtech.com/?p=12865

Satellite ground hardware manufacturer Comtech Telecommunications Corp. hired a turnaround specialist as its new chief executive, the company’s fourth CEO since December 2021, and broadened a strategic review of options including a possible sale as it seeks to stabilize its business.

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Daniel Gizinski to Lead Comtech’s Satellite & Space Communications Segment https://comtech.com/recent-news/2025/02/04/daniel-gizinski-to-lead-comtechs-satellite-amp-space-communications-segment/ Tue, 04 Feb 2025 17:18:47 +0000 https://comtech.com/?p=12863

Comtech has appointed Daniel Gizinski as president of the company’s Satellite & Space Communications segment. With this role, he will oversee all aspects of the S&S segment, including product development, operations, and market expansion.

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Comtech Announces Financial Results for the First Quarter of Fiscal 2025 https://comtech.com/press-releases/2025/01/13/comtech-announces-financial-results-for-the-first-quarter-of-fiscal-2025/ Mon, 13 Jan 2025 12:06:46 +0000 https://comtech.com/press-releases/2025/01/13/comtech-announces-financial-results-for-the-first-quarter-of-fiscal-2025/

CHANDLER, Ariz. – January 13, 2025– Comtech Telecommunications Corp. (NASDAQ: CMTL) (“Comtech” or the “Company”), a global communications technology leader, today reported financial results for its first fiscal quarter ended October 31, 2024. In addition, Comtech separately announced today that its Board of Directors (the “Board”) has named Ken Traub as President and Chief Executive Officer, effective immediately, in addition to his current role as Chairman, and that the Board and management team are undertaking a series of prompt and decisive actions to address the Company’s current challenges and build a stronger company for long-term. That press release can be found on the Company’s investor relations website.

Consolidated Financial Results

  • Net sales of $115.8 million;
  • Net bookings of $127.9 million, representing a book-to-bill ratio of 1.10x;
  • Gross margin of 12.5%;
  • Operating loss of $129.2 million, net loss of $148.4 million and Adjusted EBITDA loss (a Non-GAAP measure) of $19.4 million;
  • Funded backlog of $811.0 million; and
  • Revenue visibility of approximately $1.6 billion.

Business Highlights

  • Awarded a sole source contract valued at over $50.0 million by the U.S. Navy Information Warfare Systems Command;
  • Awarded a contract renewal valued at over $30.0 million for critical enhanced 911 call routing services for one of the largest U.S. wireless carriers;
  • Awarded a large, multi-year location-based services maintenance and support contract valued at over $19.0 million for one of the largest U.S. wireless carriers;
  • Launched a new Digital Common Ground (“DCG”) portfolio of modems for U.S. government and commercial customers; and
  • Subsequent to quarter end, appointed Daniel Gizinski as President of the Satellite & Space Communications (“S&S”) segment, adding deep leadership expertise in satellite communications engineering, operations and product strategy.

Mr. Traub commented, “While Comtech’s recent historical performance has been unsatisfactory, the Company has great assets, including its people, technologies, reputation, customers and relationships. Since I joined the Company as Executive Chairman about six weeks ago, I have learned a lot, which gives me confidence that we can overcome the challenges and create new opportunities to strengthen the business and drive value. We are implementing a comprehensive set of initiatives to better position Comtech for the future including improving operational discipline, streamlining operations, supporting profitable growth initiatives, undertaking a broad review of strategic alternatives and strengthening the capital structure. I am honored to expand my role as President and CEO today, and look forward to leading the Company into a stronger and brighter future.”

Consolidated Results Commentary

Consolidated net sales of $115.8 million in the first fiscal quarter declined 23.8% compared to the prior year period, primarily due to the performance of the S&S segment and partially offset by growth in the Terrestrial & Wireless Networks (“T&W”) segment.

Consolidated net bookings were $127.9 million in the first fiscal quarter, a decrease of 31.1% compared to the prior year period. The book-to-bill ratio in the quarter was 1.10x, as compared to 1.22x in the prior year period. This was driven by several large awards in the prior year period, including funding from the U.S. Army related to the GFSR and EDIM contracts and an order from an international customer and reseller of the Company’s troposcatter solutions.

The first fiscal quarter results also reflect Comtech’s prior decisions to divest of its high-power solid-state amplifier (“PST”) and steerable antenna (“CGC”) product lines in fiscal 2024.

Gross profit was $14.5 million, or 12.5% of consolidated net sales, as compared to $47.9 million, or 31.5% of consolidated net sales, in the prior year period. This was driven by a large, high-margin troposcatter sale in the prior year period; higher-than-expected costs at completion for certain nonrecurring engineering-related projects in the satellite ground infrastructure product line; and late delivery penalties related to an international MTTS troposcatter solutions order. Gross profit in the more recent period was also impacted by a non-cash charge of $11.4 million related to the write-down of certain inventories in the S&S segment resulting from the Company’s review of its product portfolio, which is expected to improve the Company’s profitability in future periods.

Operating loss in the first fiscal quarter was $129.2 million, as compared to operating income of $2.1 million for the prior year period, and net loss in the first fiscal quarter was $148.4 million, as compared to $1.4 million in the prior year period. This was primarily due to a non-cash goodwill impairment charge of $79.6 million in the S&S segment; $17.9 million of restructuring costs (including the aforementioned inventory write down); and a non-cash charge of $17.4 million to fully reserve for an unbilled receivable contract asset related to an international customer and reseller of the Company’s troposcatter solutions, among other things.

Adjusted EBITDA loss (a non-GAAP measure) was $19.4 million in the first fiscal quarter, compared to Adjusted EBITDA income of $18.4 million in the prior year period.

Backlog was $811.0 million as of October 31, 2024, compared to $798.9 million as of July 31, 2024.

Revenue visibility, measured as the sum of funded backlog and the total unfunded value of certain multi-year contracts, was approximately $1.6 billion at the end of the quarter.

Satellite and Space Communications Segment Commentary

Net sales in the S&S segment were $58.9 million in the first fiscal quarter, a decrease of 42.5% compared to the prior year period. This was driven by a decline in sales of troposcatter and SATCOM solutions; the impact of the PST divestiture completed in November 2023; and the impact of the CGC divestiture initiated in the fourth quarter of fiscal 2024. The decrease also reflects the impact of late delivery penalties related to an international MTTS troposcatter solutions order.

Net bookings in the S&S segment were $58.4 million in the first fiscal quarter, a decrease of 57.4% compared to the prior year period. The book-to-bill ratio in the quarter was 0.99x, as compared to 1.34x in the prior year period.

Key S&S contract awards and product launches during the first fiscal quarter included:

  • Securing in excess of $16.0 million of funded orders from the U.S. Army calling for the supply of VSAT equipment and related services;
  • Receiving more than $8.5 million in incremental funding related to the Company’s U.S. Army EDIM contract;
  • Awarded over $6.0 million in funded orders from a new international customer for certain frequency-type power amplifiers;
  • Awarded a production order, valued in excess of $5.0 million, by an existing customer deploying a new LEO constellation (deliveries are anticipated to begin in the mid-2025 timeframe);
  • Awarded a sole source contract, valued in excess of $50.0 million, by the U.S. Navy Information Warfare Systems Command (the contract has a four-year period of performance, and funded orders received to date are valued at approximately $2.0 million);
  • Awarded approximately $2.0 million in funded orders from a new international customer of the Company’s ELEVATE™ networking platform; and
  • Launched the DCG platform, based on the proven success of the Company’s previous software-defined modem platforms.

S&S segment operating loss was $118.8 million in the first fiscal quarter, compared to operating income of $10.1 million in the prior year period, and net loss in the first fiscal quarter was $119.4 million, as compared to net income of $9.3 million for the prior year period. This was driven by a non-cash goodwill impairment charge of $79.6 million; a non-cash charge of $17.4 million to fully reserve for an unbilled receivable contract asset related to an international customer and reseller of the Company’s troposcatter solutions; $13.8 million of restructuring costs (including the aforementioned non-cash charge related to inventory write-downs); $3.0 million of amortization of intangibles; and lower net sales and gross profit in this segment.

Adjusted EBITDA loss in the S&S segment was $21.1 million in the first fiscal quarter, compared to Adjusted EBITDA of $15.1 million in the prior year period, driven by significantly lower net sales and gross profit, and higher selling, general and administrative expenses (due to the aforementioned $17.4 million non-cash charge related to an allowance for doubtful account), offset in part by lower research and development expenses.

At quarter end, the S&S segment had $278.4 million in funded backlog.

Subsequent to quarter end, Daniel Gizinski was appointed as President of the S&S segment, bringing to Comtech over 15 years of experience in satellite communications engineering, operations, product strategy and executive management. He oversees all aspects of this segment, including product development, operations and market expansion.

Terrestrial & Wireless Networks Segment Commentary

Net sales in the T&W segment were $56.9 million in the first fiscal quarter, an increase of 14.9% as compared to the prior year. This growth was driven by higher net sales of call handling and Next Generation 911 (“NG-911”) services, partially offset by lower net sales of location-based solutions.

Net bookings in the T&W segment were $69.4 million in the first fiscal quarter, an increase of 43.4% compared to the prior year period. The book-to-bill ratio in the quarter was 1.22x, as compared to 0.98x in the prior year period.

Key T&W contract wins and renewals during the first fiscal quarter included:

  • Awarded a contract renewal by one of the largest U.S. wireless carriers, valued in excess of $30.0 million, for critical enhanced 911 call routing services;
  • Awarded a large, multi-year contract, valued at over $19.0 million, for location-based maintenance and support services for one of the largest U.S. wireless carriers;
  • Awarded a contract by a municipality located in British Columbia, Canada, valued at more than $2.0 million, for an NG-911 Guardian call handling solution;
  • Awarded over $1.0 million in funding to continue servicing certain PSAPs in a New England state; and
  • Awarded over $1.0 million of funding related to an NG-911 deployment in South Carolina.

The T&W segment recorded operating income of $5.3 million in the first fiscal quarter, an increase of 31.6% compared to the prior year period, and net income of $5.3 million in the first quarter, an increase of 28.9% compared to the prior year period. Adjusted EBITDA was $11.0 million, an increase of 14.0% compared to the prior year period. This growth reflects higher net sales, partially offset by a lower gross profit percentage in this segment.

At quarter end, the T&W segment had $532.6 million in funded backlog.

Cost-Savings and Profit Improvement Initiatives

As announced separately today, the Company is conducting a thorough review of processes, product lines, staffing levels and cost structures to identify actions that are expected to meaningfully reduce costs, enable a more efficient and effective organization and improve its cash conversion cycle. To that end, the Company notes that since July 2024, it has significantly progressed with its plans to wind down its steerable antenna operations located in the U.K. (GAAP operating losses related to this product line in fiscal 2024, 2023 and 2022 were $32.3 million, $8.2 million and $9.9 million, respectively). In addition to discontinuing approximately 70 products within the Company’s satellite ground infrastructure product line to focus on higher margin revenue opportunities, the Company has also reduced its global workforce by approximately 13% since July 31, 2024, which represents approximately $26 million in annualized labor costs. Severance associated with such actions approximated $2.8 million, of which $1.1 million will be expensed in the second quarter of fiscal 2025.

Liquidity

Comtech’s cash and cash equivalents were approximately $30 million as of both October 31, 2024 and January 10, 2025. As previously disclosed, on June 17, 2024, the Company entered into a new $222.0 million credit facility. The credit facility was subsequently amended on October 17, 2024, to, among other things, suspend financial covenant testing for the Company’s first fiscal quarter ended October 31, 2024. On October 17, 2024, the Company also entered into a $25.0 million subordinated credit facility.

As of quarter end, aggregated outstanding debt under these two credit facilities was approximately $225 million, before consideration of GAAP related adjustments to reflect offsetting deferred financing costs and discounts related to each facility. Over the next twelve months, commencing with its fiscal quarter ending January 31, 2025, when financial covenant testing resumes, the Company believes that it will not be able to comply with one or more of these covenants. As a result, such debt was presented as “current” on the Company’s condensed consolidated balance sheet as of October 31, 2024.

Strengthening the balance sheet is a top priority for the Company. This includes lowering investments in working capital, reducing debt levels and cash interest costs and regaining compliance with financial covenants. The Comtech Board is confident that Mr. Traub possesses the requisite skill set, track record and experience to oversee these initiatives.

As announced in a separate press release today, the Company’s Board is conducting a comprehensive review of strategic alternatives. This process will include evaluating capital-raising and de-levering opportunities.

Outlook

Comtech is not providing guidance.

Conference Call and Webcast Information

Comtech will host a conference call with investors and analysts today at 8:30 am Eastern Time. Mr. Traub will lead the call, joined by Michael Bondi, Chief Financial Officer; Daniel Gizinski, President of the Satellite and Space Communications segment; and Jeff Robertson, President of the Terrestrial & Wireless Networks segment. A live webcast of the conference call will be accessible on the Investor Relations section of Comtech’s website at www.comtech.com/investors. Alternatively, investors can access the conference call by dialing (800) 579-2543 (domestic), or (785) 424-1789 (international) and using the conference I.D. “Comtech.” A replay will be available for seven days by dialing (800) 839-9557 (domestic), or (402) 220-6089 (international).

About Comtech

Comtech Telecommunications Corp. is a leading provider of satellite and space communications technologies; terrestrial and wireless network solutions; Next Generation 911 (“NG911”) and emergency services; and cloud native capabilities to commercial and government customers around the world. Through its culture of innovation and employee empowerment, Comtech leverages its global presence and decades of technology leadership and experience to create some of the world’s most innovative solutions for mission-critical communications. For more information, please visit www.comtech.com.

Cautionary Note Regarding Forward-Looking Statements

Certain information in this press release contains, and oral statements made by the Company’s representatives from time to time may contain, forward-looking statements. Forward-looking statements can be identified by words such as: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “future,” “goal,” “outlook,” “intend,” “likely,” “may,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “strategy,” “target,” “will,” “would,” and similar references to future periods. Forward-looking statements include, among others, statements regarding its expectations for its strategic alternatives process, expectations for further portfolio-shaping opportunities, expectations for other operational initiatives, the intended use of proceeds from the Credit Facility and Subordinated Credit Facility, expectations for completing further financing initiatives, future performance and financial condition, plans to address its ability to continue as a going concern, the plans and objectives of management and assumptions regarding such future performance, financial condition, and plans and objectives that involve certain significant known and unknown risks and uncertainties and other factors not under its control which may cause actual results, future performance and financial condition, and achievement of plans and objectives of management to be materially different from the results, performance or other expectations implied by these forward-looking statements. Factors that could cause actual results to differ materially from current expectations include, among other things: the outcome and effectiveness of the aforementioned strategic alternatives process, further portfolio-shaping opportunities, other operational initiatives, and the completion of further financing activities; its ability to access capital and liquidity so that the Company is able to continue as a going concern; its ability to implement changes in executive leadership; the possibility that the expected synergies and benefits from strategic activities will not be fully realized, or will not be realized within the anticipated time periods; the risk that acquired businesses will not be integrated successfully; impacts from, and uncertainties regarding, future actions that may be taken by activist stockholders; the possibility of disruption from acquisitions or dispositions, making it more difficult to maintain business and operational relationships or retain key personnel; the risk that the Company will be unsuccessful in implementing a tactical shift in its Satellite and Space Communications segment away from bidding on large commodity service contracts and toward pursuing contracts for niche products and solutions with higher margins; the nature and timing of receipt of, and performance on, new or existing orders that can cause significant fluctuations in net sales and operating results; the timing and funding of government contracts; adjustments to gross profits on long-term contracts; risks associated with international sales; rapid technological change; evolving industry standards; new product announcements and enhancements; changing customer demands and/or procurement strategies and ability to scale opportunities and deliver solutions to current and prospective customers; changes in prevailing economic and political conditions, including as a result of Russia’s military incursion into Ukraine, the Israel-Hamas war and attacks in the Red Sea region; changes in the price of oil in global markets; changes in prevailing interest rates and foreign currency exchange rates; risks associated with legal proceedings, customer claims for indemnification, and other similar matters; risks associated with obligations under its credit facilities; risks associated with large contracts; risks associated with supply chain disruptions; and other factors described in this and other Company filings with the Securities and Exchange Commission.

Appendix:

  • Condensed Consolidated Statements of Operations (Unaudited)
  • Condensed Consolidated Balance Sheets (Unaudited)
  • Use of Non-GAAP Financial Measures

COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES

Consolidated Statements of Operations

(Unaudited)

Three months ended October 31,

2024

2023

Net sales

$

115,800,000

151,911,000

Cost of sales

101,284,000

104,029,000

Gross profit

14,516,000

47,882,000

Expenses:

Selling, general and administrative

51,644,000

32,695,000

Research and development

3,713,000

7,812,000

Amortization of intangibles

6,593,000

5,289,000

Impairment of long-lived assets, including goodwill

79,555,000

Proxy solicitation costs

1,583,000

CEO transition costs

598,000

143,686,000

45,796,000

Operating (loss) income

(129,170,000

)

2,086,000

Other expenses (income):

Interest expense

9,532,000

4,932,000

Interest (income) and other

635,000

(65,000

)

Write-off of deferred financing costs

1,412,000

Change in fair value of warrants and derivatives

5,524,000

Loss before provision for (benefit from) income taxes

(146,273,000

)

(2,781,000

)

Provision for (benefit from) income taxes

2,134,000

(1,344,000

)

Net loss

$

(148,407,000

)

(1,437,000

)

Gain on extinguishment of convertible preferred stock

51,179,000

Adjustments to reflect redemption value of convertible preferred stock:

Dividend on convertible preferred stock

(58,634,000

)

(1,823,000

)

Net loss attributable to common stockholders

$

(155,862,000

)

(3,260,000

)

Net loss per common share:

Basic

$

(5.29

)

(0.11

)

Diluted

$

(5.29

)

(0.11

)

Weighted average number of common shares outstanding – basic

29,446,000

28,745,000

Weighted average number of common and common equivalent shares outstanding – diluted

29,446,000

28,745,000

COMTECH TELECOMMUNICATIONS CORP. AND SUBSIDIARIES

Consolidated Balance Sheets

(Unaudited)

October 31, 2024

July 31, 2024

Assets

Current assets:

Cash and cash equivalents

$

29,644,000

32,433,000

Accounts receivable, net

180,864,000

195,595,000

Inventories, net

81,804,000

93,136,000

Prepaid expenses and other current assets

14,244,000

15,387,000

Total current assets

306,556,000

336,551,000

Property, plant and equipment, net

46,433,000

47,328,000

Operating lease right-of-use assets, net

29,873,000

31,590,000

Goodwill

204,625,000

284,180,000

Intangibles with finite lives, net

188,235,000

194,828,000

Deferred financing costs, net

1,936,000

3,251,000

Other assets, net

15,545,000

14,706,000

Total assets

$

793,203,000

912,434,000

Liabilities, Convertible Preferred Stock and Stockholders’ Equity

Current liabilities:

Accounts payable

$

43,514,000

42,477,000

Accrued expenses and other current liabilities

56,384,000

62,245,000

Current portion of credit facility, net

182,380,000

4,050,000

Current portion of subordinated credit facility, net

23,735,000

Operating lease liabilities, current

7,645,000

7,869,000

Contract liabilities

69,104,000

65,834,000

Interest payable

551,000

1,072,000

Total current liabilities

383,313,000

183,547,000

Non-current portion of credit facility, net

173,527,000

Operating lease liabilities, non-current

28,726,000

30,258,000

Income taxes payable, non-current

2,495,000

2,231,000

Deferred tax liability, net

6,106,000

6,193,000

Long-term contract liabilities

21,983,000

21,035,000

Other liabilities

51,516,000

9,314,000

Total liabilities

494,139,000

426,105,000

Commitments and contingencies

Convertible preferred stock, par value $0.10 per share; authorized and issued 175,264 shares at October 31, 2024 (redemption value of $187,814,000 which includes accrued dividends of $655,000) and authorized and issued 171,827 shares at July 31, 2024 (redemption value of $180,076,000, which includes accrued dividends of $1,341,000)

148,700,000

180,076,000

Stockholders’ equity:

Preferred stock, par value $0.10 per share; authorized and unissued 1,824,736 and 1,828,173 shares at October 31, 2024 and July 31, 2024, respectively

Common stock, par value $0.10 per share; authorized 100,000,000 shares; issued 43,927,127 and 43,766,109 shares at October 31, 2024 and July 31, 2024, respectively

4,393,000

4,377,000

Additional paid-in capital

587,820,000

640,145,000

Retained earnings

103,580,000

592,213,000

748,102,000

Less:

Treasury stock, at cost (15,033,317 shares at October 31, 2024 and July 31, 2024)

(441,849,000

)

(441,849,000

)

Total stockholders’ equity

150,364,000

306,253,000

Total liabilities, convertible preferred stock and stockholders’ equity

$

793,203,000

912,434,000

Use of Non-GAAP Financial Measures

To provide investors with additional information regarding our financial results, this release contains “Non-GAAP financial measures” under the rules of the SEC. Our Adjusted EBITDA is a Non-GAAP measure that represents earnings (loss) before interest, income taxes, depreciation, amortization of intangibles, impairment of long-lived assets, including goodwill, amortization of cost to fulfill assets, amortization of stock-based compensation, CEO transition costs, change in fair value of warrants and derivatives, proxy solicitation costs, restructuring costs, strategic emerging technology costs (for next-generation satellite technology), and write-off of deferred financing costs, and in the recent past, acquisition plan expenses, change in fair value of the convertible preferred stock purchase option liability, COVID-19 related costs, facility exit costs, strategic alternatives expenses and other and loss on business divestiture. These items, while periodically affecting our results, may vary significantly from period to period and may have a disproportionate effect in a given period, thereby affecting the comparability of results. Although closely aligned, our definition of Adjusted EBITDA is different than EBITDA (as such term is defined in our Credit Facility) utilized for financial covenant calculations and also may differ from the definition of EBITDA or Adjusted EBITDA used by other companies and therefore may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA is also a measure frequently requested by our investors and analysts. We believe that investors and analysts may use Adjusted EBITDA, along with other information contained in our SEC filings, including GAAP measures, in assessing our performance and comparability of our results with other companies. Our Non-GAAP measures reflect the GAAP measures as reported, adjusted for certain items as described herein and also excludes the effects of our outstanding convertible preferred stock. These Non-GAAP financial measures have limitations as an analytical tool as they exclude the financial impact of transactions necessary to conduct our business, such as the granting of equity compensation awards, and are not intended to be an alternative to financial measures prepared in accordance with GAAP. These measures are adjusted as described in the reconciliation of GAAP to Non-GAAP measures in the tables presented herein, but these adjustments should not be construed as an inference that all of these adjustments or costs are unusual, infrequent or non-recurring. Non-GAAP financial measures should be considered in addition to, and not as a substitute for or superior to, financial measures determined in accordance with GAAP. Investors are advised to carefully review the GAAP financial results that are disclosed in our SEC filings. As we have not provided future financial targets, there is no need to reconcile our business outlook to the most directly comparable GAAP measures. Furthermore, even if targets had been provided, items such as stock-based compensation, adjustments to the provision for income taxes, amortization of intangibles and interest expense, which are specific items that impact these measures, have not yet occurred, are out of our control, or cannot be predicted. For example, quantification of stock-based compensation expense requires inputs such as the number of shares granted and market price that are not currently ascertainable. Accordingly, reconciliations to the Non-GAAP forward looking metrics would not be available without unreasonable effort and such unavailable reconciling items could significantly impact our financial results.

Three months ended October 31,

Fiscal Year

2024

2023

2024

Reconciliation of GAAP Net Loss to Adjusted EBITDA:

Net loss

$

(148,407,000

)

$

(1,437,000

)

$

(99,985,000

)

Provision for (benefit from) income taxes

2,134,000

(1,344,000

)

(295,000

)

Interest expense

9,532,000

4,932,000

22,153,000

Interest (income) and other

635,000

(65,000

)

678,000

Write-off of deferred financing costs

1,412,000

1,832,000

Change in fair value of warrants and derivatives

5,524,000

(4,273,000

)

Amortization of stock-based compensation

155,000

2,645,000

6,096,000

Amortization of intangibles

6,593,000

5,289,000

21,154,000

Depreciation

2,895,000

3,022,000

12,159,000

Impairment of long-lived assets, including goodwill

79,555,000

64,525,000

Amortization of cost to fulfill assets

261,000

240,000

960,000

Proxy solicitation costs

1,583,000

CEO transition costs

598,000

2,916,000

Restructuring costs

17,853,000

3,716,000

12,470,000

Strategic emerging technology costs

280,000

1,370,000

4,110,000

Loss on business divestiture

1,199,000

Adjusted EBITDA

$

(19,397,000

)

$

18,368,000

$

45,699,000

Reconciliations of our GAAP consolidated operating income (loss), net income (loss) attributable to common stockholders and net income (loss) per diluted common share to the corresponding Non-GAAP measures are shown in the tables below. Non-GAAP net income (loss) attributable to common stockholders and Non-GAAP net income (loss) per diluted common share reflect Non-GAAP provisions for income taxes based on year-to-date results, as adjusted for the Non-GAAP reconciling items included in the tables below. We evaluate our Non-GAAP effective income tax rate on an ongoing basis, and it can change from time to time. Our Non-GAAP effective income tax rate can differ materially from our GAAP effective income tax rate.

October 31, 2024

October 31, 2023

Three months ended

Three months ended

Operating

Loss

Net Loss Attributable to Common Stockholders

Net Loss per Diluted Common Share*

Operating

Income

Net (Loss) Income Attributable to Common Stockholders

Net (Loss) Income per Diluted Common Share*

Reconciliation of GAAP to Non-GAAP Earnings:

GAAP measures, as reported

$

(129,170,000

)

$

(155,862,000

)

$

(5.29

)

$

2,086,000

$

(3,260,000

)

$

(0.11

)

Change in fair value of warrants and derivatives

5,524,000

0.19

Adjustments to reflect redemption value of convertible preferred stock

58,634,000

1.99

1,823,000

0.06

Gain on extinguishment of convertible preferred stock

(51,179,000

)

(1.74

)

Impairment of long-lived assets, including goodwill

79,555,000

79,555,000

2.70

Restructuring costs

17,853,000

17,155,000

0.58

3,716,000

2,862,000

0.10

Amortization of intangibles

6,593,000

6,141,000

0.21

5,289,000

4,098,000

0.14

Proxy solicitation costs

1,583,000

1,501,000

0.05

CEO transition costs

598,000

567,000

0.02

Amortization of stock-based compensation

155,000

131,000

2,645,000

2,055,000

0.07

Strategic emerging technology costs

280,000

268,000

0.01

1,370,000

1,055,000

0.04

Amortization of cost to fulfill assets

261,000

261,000

0.01

240,000

240,000

0.01

Net discrete tax expense (benefit)

29,000

(2,049,000

)

(0.07

)

Non-GAAP measures

$

(22,292,000

)

$

(37,275,000

)

$

(1.27

)

$

15,346,000

$

6,824,000

$

0.24

Fiscal Year 2024

Operating

(Loss)

Income

Net (Loss) Income Attributable to Common Stockholders

Net (Loss) Income per Diluted Common Share*

Reconciliation of GAAP to Non-GAAP Earnings:

GAAP measures, as reported

$

(79,890,000

)

$

(135,440,000

)

$

(4.70

)

Loss on extinguishment of convertible preferred stock

19,555,000

0.68

Adjustments to reflect redemption value of convertible preferred stock

15,900,000

0.55

Change in fair value of warrants and derivatives

(4,273,000

)

(0.15

)

Impairment of long-lived assets, including goodwill

64,525,000

63,800,000

2.21

Amortization of intangibles

21,154,000

16,389,000

0.57

Restructuring costs

12,470,000

9,736,000

0.34

Amortization of stock-based compensation

6,096,000

4,797,000

0.17

Strategic emerging technology costs

4,110,000

3,795,000

0.13

CEO transition costs

2,916,000

2,245,000

0.08

Loss on business divestiture

1,199,000

1,199,000

0.04

Amortization of cost to fulfill assets

960,000

960,000

0.03

Net discrete tax expense

4,136,000

0.14

Non-GAAP measures

$

33,540,000

$

2,799,000

$

0.10

* Per share amounts may not foot due to rounding. In addition, due to the GAAP net loss for the period, Non-GAAP EPS for the three months ended October 31, 2023 and Fiscal 2024 was computed using weighted average diluted shares outstanding of 28,982,000 and 29,132,000, during the respective period.

ECMTL

Investor Relations Contact

Maria Ceriello

631-962-7115

Maria.Ceriello@comtech.com

Media Contact

Jamie Clegg

480-532-2523

Jamie.Clegg@comtech.com

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Comtech Announces CEO Transition and Comprehensive Transformation Initiatives https://comtech.com/press-releases/2025/01/13/comtech-announces-ceo-transition-and-comprehensive-transformation-initiatives/ Mon, 13 Jan 2025 12:04:45 +0000 https://comtech.com/press-releases/2025/01/13/comtech-announces-ceo-transition-and-comprehensive-transformation-initiatives/

Appoints Kenneth H. Traub as President and Chief Executive Officer, Effective Immediately

Commences Comprehensive Transformation to Immediately Strengthen Company

CHANDLER, Ariz. – Jan. 13, 2025– Comtech Telecommunications Corp. (NASDAQ: CMTL) (“Comtech” or the “Company”), a global communications technology leader, today announced that its Board of Directors (the “Board”) has named Ken Traub as President and Chief Executive Officer, replacing John Ratigan effective immediately. Mr. Traub joined the Comtech Board on October 31, 2024 and became Executive Chairman on November 27, 2024.

Mr. Traub is leading a comprehensive transformation of Comtech. Some highlights of this transformation include:

  • Operational Discipline and Rightsizing. Comtech is taking decisive action to improve processes, streamline product lines, optimize staffing and sharpen its organizational focus. These actions are expected to result in significant cost savings and working capital efficiencies, particularly in the Company’s Satellite & Space Communications (“S&S”) segment, and position Comtech to generate sustainable positive cash flow.
  • Support and Grow Successful Business Units. The Company’s Terrestrial & Wireless Networks (“T&W”) segment is poised for continued strong growth, driven by the need for nontraditional methods to request emergency help from new devices and the segment’s new initiatives in public safety technologies. The growth of the Company’s carrier business will be supported by its latest cloud-agnostic 5G passive and emergency location, messaging and alerting services. In the S&S segment, Comtech is strong in designing, manufacturing and supporting sophisticated communications equipment for both defense and commercial users that rely on the Company to provide mission-critical communications infrastructure. Comtech will prudently invest in and support these successful businesses and capitalize on opportunities to build and monetize these valuable assets.
  • Strategic Alternatives Process. The Comtech Board, under Mr. Traub’s leadership, will conduct a comprehensive review of strategic alternatives and explore a range of potential transactions to enhance Comtech’s strategic focus and strengthen the Company’s balance sheet. This process is a broadening of the previously announced review of strategic alternatives for the T&W segment and will include various alternatives for the S&S segment.
  • Strengthening the Capital Structure. Comtech had available liquidity of approximately $30 million of cash and equivalents as of both October 31, 2024 and January 10, 2025. The Company is positioned to generate positive cash flow over the coming months through implementation of the initiatives described above and will consider opportunities to strengthen its capital structure.

Mr. Traub commented, “While Comtech’s recent historical performance has been unsatisfactory, the Company has great assets, including its people, technologies, reputation, customers and relationships. Since I joined the Company as Executive Chairman about six weeks ago, I have learned a lot, which gives me confidence that we can overcome the challenges and create new opportunities to strengthen the business and drive value. We are implementing a comprehensive set of initiatives to better position Comtech for the future including improving operational discipline, streamlining operations, supporting profitable growth initiatives, undertaking a broad review of strategic alternatives and strengthening the capital structure. I am honored to expand my role as President and CEO today, and look forward to leading the Company into a stronger and brighter future.”

“The Board is fully supportive of Ken’s leadership and committed to his strategy that will deliver immediate and necessary improvements for Comtech,” said former Army Chief Information Officer, Lieutenant General (Retired) Bruce T. Crawford, Lead Independent Director of the Comtech Board.

There can be no assurance that the exploration of strategic alternatives will result in a transaction or other strategic changes or outcomes. There is no timeframe for the conclusion of the process, and the Company does not intend to comment further regarding this matter unless and until further disclosure is determined to be appropriate or necessary.

First Quarter Fiscal 2025 Financial Results: Conference Call and Webcast Information

In a separate press release issued today, Comtech announced its financial results for the first quarter of fiscal 2025. That press release can be found on the Investor Relations section of the Company’s website at www.comtech.com/investors.

Comtech will host a conference call with investors and analysts today at 8:30 am Eastern Time. Mr. Traub will lead the call, joined by Michael Bondi, Chief Financial Officer; Daniel Gizinski, President of the Satellite and Space Communications segment; and Jeff Robertson, President of the Terrestrial & Wireless Networks segment. A live webcast of the conference call will also be accessible at www.comtech.com/investors. Alternatively, investors can access the conference call by dialing (800) 579-2543 (domestic), or (785) 424-1789 (international) and using the conference I.D. “Comtech.” A replay will be available for seven days by dialing (800) 839-9557 (domestic), or (402) 220-6089 (international).

About Kenneth H. Traub

Mr. Traub has served as a director on Comtech’s Board since October 2024 and was named as Executive Chairman in November 2024. He is a visionary and transformational corporate leader with a successful track record of building sustainable shareholder value. Mr. Traub has over 30 years of experience as a Chairman, CEO, director and active investor with a demonstrated record of accomplishment in driving strategic, financial, operational and governance improvements. Mr. Traub is adept at managing business challenges, executing turnarounds, optimizing capital allocation, driving operational improvements, implementing M&A and other strategic initiatives and capitalizing on strategic growth opportunities. Mr. Traub received a BA from Emory College in 1983 and an MBA from Harvard Business School in 1988.

About Comtech

Comtech Telecommunications Corp. is a leading provider of satellite and space communications technologies; terrestrial and wireless network solutions; Next Generation 911 (NG911) and emergency services; and cloud native capabilities to commercial and government customers around the world. Through its culture of innovation and employee empowerment, Comtech leverages its global presence and decades of technology leadership and experience to create some of the world’s most innovative solutions for mission-critical communications. For more information, please visit www.comtech.com.

Cautionary Note Regarding Forward-Looking Statements

Certain information in this press release contains, and oral statements made by our representative from time to time may contain, forward-looking statements. Forward-looking statements can be identified by words such as: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “future,” “goal,” “outlook,” “intend,” “likely,” “may,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “strategy,” “target,” “will,” “would,” and similar references to future periods. Forward-looking statements include, among others, statements regarding our expectations for our strategic alternatives process, our expectations for further portfolio-shaping opportunities, our expectations for other operational initiatives, future performance and financial condition, the plans and objectives of our management and our assumptions regarding such future performance, financial condition, and plans and objectives that involve certain significant known and unknown risks and uncertainties and other factors not under our control which may cause our actual results, future performance and financial condition to be materially different from the results, performance or other expectations implied by these forward-looking statements. Factors that could cause actual results to differ materially from current expectations are described in our filings with the Securities and Exchange Commission. We urge you to consider all of the risks, uncertainties and factors identified above or discussed in such reports carefully in evaluating the forward-looking statements. The risks described above are not the only risks that we face. We do not intend to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise, except as required by law.

Investor Relations Contact

Maria Ceriello

631-962-7102

investors@comtech.com

Media Contact

Jamie Clegg

480-532-2523

jamie.clegg@comtech.com

]]>
Comtech to Report First Quarter Fiscal 2025 Results on January 13, 2025 https://comtech.com/press-releases/2025/01/10/comtech-to-report-first-quarter-fiscal-2025-results-on-january-13-2025/ Fri, 10 Jan 2025 14:02:06 +0000 https://comtech.com/press-releases/2025/01/10/comtech-to-report-first-quarter-fiscal-2025-results-on-january-13-2025/

CHANDLER, Ariz. – Jan. 10, 2025– Comtech Telecommunications Corp. (NASDAQ: CMTL) (“Comtech” or the “Company”) today announced that it plans to release its first quarter fiscal 2025 results before the market opens on Monday, January 13, 2025.

At 8:30 a.m. ET that day, Comtech’s leadership team will hold a conference call to discuss the Company’s first quarter fiscal 2025 results, operations, and business trends. A real-time webcast of the call will be available to the public at the investor relations section of the Comtech web site at www.comtech.com. Alternatively, investors can access the conference call by dialing (800) 579-2543 (primary) or (785) 424-1789 (alternate) and using the conference I.D. of “Comtech.” A replay of the call will also be available by dialing (800) 839-9557 or (402) 220-6089 through Monday, January 27, 2025.

About Comtech

Comtech Telecommunications Corp. is a leading global technology company providing terrestrial and wireless network solutions, next-generation 911 emergency services, satellite and space communications technologies, and cloud native capabilities to commercial and government customers around the world. Our unique culture of innovation and employee empowerment unleashes a relentless passion for customer success. With multiple facilities located in technology corridors throughout the United States and around the world, Comtech leverages our global presence, technology leadership, and decades of experience to create the world’s most innovative communications solutions. For more information, please visit www.comtech.com.

Forward-Looking Statements

Certain information in this press release contains statements that are forward-looking in nature and involve certain significant risks and uncertainties. Actual results and performance could differ materially from such forward-looking information. The Company’s Securities and Exchange Commission filings identify many such risks and uncertainties. Any forward-looking information in this press release is qualified in its entirety by the risks and uncertainties described in such Securities and Exchange Commission filings.

Investor Relations

Maria Ceriello

631-962-7115

Maria.Ceriello@comtech.com

]]>
Comtech Provides Update on Quarterly Filing Process https://comtech.com/press-releases/2024/12/23/comtech-provides-update-on-quarterly-filing-process/ Mon, 23 Dec 2024 14:01:34 +0000 https://comtech.com/press-releases/2024/12/23/comtech-provides-update-on-quarterly-filing-process/

Announces Notification of Delinquency from Nasdaq for Late Filing of Form 10-Q for Period Ended October 31, 2024

CHANDLER, Ariz. – December 23, 2024– Comtech Telecommunications Corp. (NASDAQ: CMTL) (“Comtech” or the “Company”), a global technology leader, received a letter (the “Letter”) from the Nasdaq Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that it is not in compliance with periodic requirements for continued listing set forth in Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”) because the Company’s Quarterly Report on Form 10-Q for the period ended October 31, 2024 (the “Report”) was not filed with the Securities and Exchange Commission (the “SEC”) by the required extended due date of December 16, 2024. This Letter received from Nasdaq has no immediate effect on the listing or trading of the Company’s shares.

The Letter states that the Company has 60 calendar days, or by February 17, 2025, to submit to Nasdaq its plan to regain compliance with the Listing Rule. Pursuant to the Letter, if Nasdaq accepts the plan, Nasdaq can grant an exception of up to 180 calendar days from the Report’s due date, or until June 16, 2025, to regain compliance. If Nasdaq does not accept the plan, the Company will have the opportunity to appeal that decision to a Nasdaq Hearings Panel.

The Company is diligently working to complete its Report, and the Company expects to complete and file its Report with the SEC to regain compliance with the Listing Rule prior to the expiration of the 60-day period.

About Comtech

Comtech Telecommunications Corp. is a leading global technology company providing satellite and space communications technologies, terrestrial and wireless network solutions, NG911 emergency services and cloud native capabilities to commercial and government customers around the world. Our unique culture of innovation and employee empowerment unleashes a relentless passion for customer success. With multiple facilities located in technology corridors throughout the United States and around the world, Comtech leverages its global presence, technology leadership and decades of experience to create the world’s most innovative communications solutions. For more information, please visit www.comtech.com.

Forward-Looking Statements

Certain information in this press release contains, and oral statements made from time to time by our representatives may contain, forward-looking statements. Forward-looking statements include, among others, statements regarding our expectations regarding our response to the Letter, our expectations for our operational initiatives, future performance and financial condition, the plans and objectives of our management and our assumptions regarding such future performance, financial condition, and plans and objectives that involve certain significant known and unknown risks and uncertainties and other factors not under our control which may cause our actual results, future performance and financial condition to be materially different from the results, performance or other expectations implied by these forward-looking statements. Factors that could cause actual results to differ materially from current expectations are described in our filings with the SEC. We urge you to consider all of the risks, uncertainties and factors identified above or discussed in such reports carefully in evaluating the forward-looking statements. The risks described above are not the only risks that we face. We do not intend to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise, except as required by law.

Investor Relations Contact

Maria Ceriello

631-962-7102

investors@comtech.com

Media Contacts

Jamie Clegg

480-532-2523

jamie.clegg@comtech.com

]]>