Item 7.01. Regulation FD Disclosure.

The information contained in this Item 7.01 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act except as may be expressly set forth by specific reference in such filing.

In connection with the offering of the Notes (as defined below), Viasat disclosed certain preliminary information regarding Viasat's anticipated financial results for the quarter ending June 30, 2020 and outlook for fiscal year 2021.

Viasat anticipates that its financial results for the quarter ending June 30, 2020 will continue to be impacted by the COVID-19 pandemic, although it is unable to quantify the expected operational and financial impacts at this time:

--------------------------------------------------------------------------------


       ?   The COVID-19 pandemic is continuing to impact Viasat's higher-margin
           in-flight services business and its mobile broadband satellite
           communications system business in its satellite services and commercial
           networks segments, respectively, due to the severe decline in global
           air traffic and resulting downturn in the commercial aviation market.
           Viasat expects this negative impact on revenues and operating cash
           flows from its in-flight connectivity businesses to continue in fiscal
           year 2021, but to lessen over time with increases in passenger air
           traffic. In fiscal year 2020, less than 10% of Viasat's total revenues
           were generated by services and products provided to commercial airlines
           reported in its satellite services and commercial networks segments.


       ?   Although Viasat's government systems segment is continuing to perform
           in line with its expectations, Viasat's government business has
           experienced some administrative delays on certain contractual vehicles
           as government customers adjust to the challenges inherent in the remote
           work environment resulting from the COVID-19 pandemic. As a result,
           Viasat anticipates that contract awards in its government systems
           segment in fiscal year 2021 may be more heavily weighted towards the
           second half of Viasat's fiscal year.


       ?   Viasat's fiscal first quarter is also typically its lightest fiscal
           quarter with respect to earnings generation, reflecting seasonal trends
           as well as the timing of awards in its government systems segment
           (which tend to be lighter in its first fiscal quarter). In fiscal year
           2020, Adjusted EBITDA for the quarter ended June 30, 2019 represented
           only 21% of Adjusted EBITDA for the full fiscal year.

However, Viasat anticipates that the diversification of its businesses will provide resiliency and potential opportunities for Adjusted EBITDA growth in fiscal year 2021 (with growth weighted more heavily in the second half of the fiscal year), notwithstanding the expected near-term impact of both COVID-19 and delays in government awards. The combination of these factors is expected to result in Adjusted EBITDA for the quarter ending June 30, 2020 reflecting a lower percentage of Viasat's projected Adjusted EBITDA for fiscal year 2021 than the percentage of fiscal year 2020 Adjusted EBITDA represented by the quarter ended June 30, 2019.

For a further discussion of the impact of the COVID-19 pandemic on Viasat's business, operations and financial condition, including the risks associated with COVID-19, please see Viasat's Annual Report on Form 10-K for the fiscal year ended March 31, 2020.




Item 8.01. Other Events.

On June 17, 2020, Viasat, Inc. issued a press release pursuant to Rule 135c under the Securities Act regarding the proposed issuance of $400.0 million in aggregate principal amount of senior unsecured notes due 2028 (the "Notes") through a private placement to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act and outside the United States pursuant to Regulation S under the Securities Act.

Neither the press release nor this Current Report on Form 8-K constitutes an offer to sell or the solicitation of an offer to buy securities. Any offers of the securities will be made only by means of a private offering memorandum. The Notes have not been registered under the Securities Act, and may not be offered or sold in the United States except pursuant to an effective registration statement or an exemption from the registration requirements of the Securities Act and applicable state laws.

In accordance with Rule 135c(d) under the Securities Act, a copy of the press release is attached hereto as Exhibit 99.1.

--------------------------------------------------------------------------------

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit
Number     Description of Exhibit



99.1         Press Release dated June 17, 2020 issued by Viasat, Inc.
104        Cover Page Interactive Data File (embedded with the Inline XBRL document)

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses