Earnings Call Transcript - VSAT Q3 2024

Mark Dankberg, Chairman and CEO

Thanks. Good afternoon, everybody, and thanks for joining us today. So with me, I've got Guru Gowrappan, our President; Shawn Duffy, our Chief Financial Officer; and Robert Blair, our General Counsel. So first, I'll have Robert provide our safe harbor disclosure.

Robert Blair, General Counsel

Thanks, Mark. As you know, this discussion will contain forward-looking statements. This is a reminder that factors could cause actual results to differ materially. Additional information concerning these factors is contained in our SEC filings, including our most recent reports on Forms 10-K and 10-Q. Copies are available from the SEC or from our website. Back to you, Mark.

Mark Dankberg, Chairman and CEO

Thanks. Okay. So we encourage reading the shareholder letter that we posted on our website earlier this afternoon for more details. And we'll give an overview of the main points, and then we'll allow plenty of time for questions. I'll start with a quick overview of our results and status on our satellite fleet and then Guru will go into more depth on the quarter. Our three main priorities, as described in that letter, include the Inmarsat integration, and an update on our outlook. Our financial results for the third quarter were good. Revenue of $1.1 billion was up 73% year-over-year compared to revenue from Viasat continuing operations last year. Inmarsat's contribution was about $443 million, up 12% year-over-year on a standalone basis. Combined growth was 8% year-over-year. Our adjusted EBITDA for the third quarter was $383 million, up 214% relative to adjusted EBITDA from continuing operations last year. Inmarsat's contribution was $260 million, up about 17% last year. Combined adjusted EBITDA grew about 11% year-over-year. Awards were also very good at $1.2 billion for the third quarter, resulting in $3.7 billion in backlog, and Government Systems also has about $6.4 billion of unawarded Indefinite Delivery/Indefinite Quantity, or IDIQ, potential contract value. From our results, we're continuing to grow and win business in our core target market segments, including selected enterprise and government mobility services. We continue to compete with customers who value four main attributes: an expansive view of connectivity that integrates not just reliable, measurable and affordable speed and bandwidth, but also includes hardware, software and service products that are tailored to optimize customers' unique requirements. We bring scale, not only in bandwidth and coverage but also in operational support and/or partnerships that add value in key verticals and important geographic regions. Finally, we earn the trust of similar customers and partners through years and decades of performance and technology innovation; and customers recognize our history of identifying, applying and evolving the right business models and technology for our target markets. I'll cover a few business highlights, including applying our existing infrastructure to new seamless non-terrestrial network, industry-standard services through partnerships with Skylo and Ligado, expanding our hybrid in-flight connectivity network agreement in Europe with Deutsche Telekom, scaling up government cybersecurity production and winning and expanding some key government satellite services and new technology programs. We continue to deliver leading in-flight connectivity service quality metrics, supporting our airline customers' initiatives to increase passenger engagement and offering scalable free WiFi with high-quality performance metrics, even at the busiest airports and now preparing for increased geographic coverage on important routes, such as from the continental U.S. to Hawaii. And next, I'll give a quick update on our satellite network, starting with progress on ViaSat-3 Flight 1. We've completed in-orbit testing and taken over operation. Flight 1 performance, other than the affected antenna, is nominal or better. We're configuring now for operational service and integrating, analyzing and measuring performance. Based on results to date, we're targeting commercial in-flight connectivity service in the first quarter of fiscal '25. We've already demonstrated peak downstream data rates into consumer terminals in the 200 to 300 megabit-per-second range. The bandwidth allocation features of ViaSat-3, such as optimizing delivery to hotspots dynamically across the service area in real-time support our productivity initiatives. The Flight 1 antenna root cause investigation was completed in the third quarter. Based on its findings, we're implementing corrective actions on the F2 antenna. The F2 satellite is otherwise complete. The antenna with corrective actions is expected to be completed, thoroughly tested and delivered this calendar year, and F2 is expected to be launched in the first half of calendar '25. The ViaSat-3 F3 remains unaffected, and we expect it to launch late this calendar year. We also have GX-10a and b, which are hosted payloads on polar satellites, that completed their thermal vacuum testing and are expected to launch together mid-calendar year 2024. They will improve coverage and performance for polar government and commercial routes. By next summer of calendar '25, we expect to have those four new satellites in our constellation to scale mobility services. Additionally, the GX-7, 8 and 9 satellites are being built by Airbus and are expected to be completed beginning early calendar '26 for additional geographic coverage and peak demand depth. Those highly flexible satellites will further improve our ability to optimize capacity and deliver high-quality, reliable services to our mobility customers. So with that, I'll hand it over to Guru to cover our third quarter results in more depth.

Kumara Gowrappan, President

Great. Thanks, Mark. I'll cover three key topics: Q3 financial performance, integration and transformation, and an update on our combined outlook. We are executing on our strategy and delivered strong core financial and operational performance during Q3. Core revenue and adjusted EBITDA, both grew year-over-year by 8% and 11%, respectively, driven by our mobility and government businesses. Some of the key highlights from the quarter include: Government Systems had another quarter of strong demand for our information assurance, high-speed network encryption products and tactical SATCOM products, which drove product revenue up 55% year-over-year. During the quarter, we supported the U.S. Air Force in a major exercise called Mobility Guardian 2023. Viasat provided interoperable communications through next-generation hardware and software products and systems to ensure robust and resilient connectivity. Our government business also had a fantastic quarter of awards, which were up more than 50% sequentially. While we can see lumpiness quarter-to-quarter in the business, the backlog is over $3.7 billion, adding confidence to our outlook. Recent trends in Satellite Services continued with strong growth in commercial IFC, ending the quarter with 3,500 aircraft in service, up over 17% year-over-year on a combined basis with over 1,400 aircraft in backlog. U.S. fixed broadband revenue declined as fewer residential subscribers were partially offset by higher ARPU. We continue to reallocate bandwidth to support our rapid IFC growth. Subsequent to quarter end, we expanded our relationship with Lufthansa Group, adding over 150 aircraft on our hybrid EAN network alongside their existing Ka satellite fleet. It's a great example of the integrated network solutions enabled by adding Inmarsat, and the teams are working together really well. We also began launching in partnership with Skylo Technologies and Ligado, the world's first global direct-to-device network enabling mobile network operators, device makers and chipset manufacturers to take 3GPP Release-17 compliant products to market for the first time with non-terrestrial network satellite service within our global L-band network coverage. Finally, our new business momentum is robust. We are winning in the large and growing mobility and government markets. Our government business has unique solutions that enable critical operations for the U.S. government and others. It is bolstered by IP that uniquely addresses these complex ecosystems that are evolving fast where security and resiliency are at the forefront. Some key indicators are government product growth at 55% year-over-year, IFC installations at 17% year-over-year, total awards at $1.2 billion, a backlog of $3.7 billion and unawarded IDIQ value of $6.4 billion. Now some more color on the financials. Third quarter 2024 revenue was $1.1 billion. This was up 73% compared to revenue from continuing operations of $651 million in Q3 FY 2023, including Inmarsat in both years, Q3 2024 revenue was up 8% year-over-year, driven by strong growth in Government Systems products and IFC service. Net loss totaled $124 million for Q3, up from a net loss of $47 million in the year-ago period, primarily due to increased interest expense associated with the Inmarsat acquisition and the nonrecurring Inmarsat acquisition-related charges. Adjusted EBITDA for the quarter was $383 million, an increase of 214% year-over-year from continuing operations, including Inmarsat in both years, Q3 FY 2024 adjusted EBITDA was up 11% year-over-year as good cost management leveraged our top line growth. Sequentially, net leverage increased 0.1x to approximately 3.8x estimated combined LTM adjusted EBITDA as of Q3 FY 2024, substantially favorable to plan at the time the Inmarsat acquisition was announced. We have significant financial flexibility with approximately $3 billion of liquidity, including $1.7 billion of cash, cash equivalents, and short-term investments on our balance sheet at quarter end and no near-term funded maturities. Importantly, we have a fully funded path to positive free cash flow. Finally, insurance recovery claims of $770 million are proceeding. Claims for ViaSat-3 F1 and I6 F2 were filed before calendar year-end. We expect to receive proceeds over the next few quarters. Subsequent to quarter end, we have received more than $200 million to date, with the majority anticipated to arrive in fiscal 2025. Overall, this was another strong quarter for Viasat. As Mark mentioned earlier, I will touch on three priorities we discussed in our letter, mainly around integration and transformation. First, building operational momentum and financial performance of our core business. Operational momentum is reflected in the financials I just covered. Aviation continues to be our fastest-growing area with good progress in aircraft served, passenger engagement, and in the scope of services we deliver that help our customers use connectivity to benefit their unique business models. We are proud of our reputation for predictable, reliable and measurable service quality. Our new order pipeline remains robust. Our services business also benefits from an innovative and differentiated portfolio of hardware and application software products. Our second priority is leveraging the Inmarsat integration to achieve operating capital and revenue synergies to reduce costs and expand the scale and scope of our products and services. We took a big step in Q2, integrating space and ground infrastructure, operations, go-to-market, engineering and supporting teams, reducing people resources is painful, but necessary to sustain our growth and achieve the financial metrics we expect. We expect about $100 million annual cash savings by the start of FY 2025, better than the $80 million target when the acquisition was announced and sooner by about 2 years. We're also integrating our global networks and support to further improve service quality, scale and resilience, and achieve the capital synergies to drive positive free cash flow. The third priority is sustaining mobility business growth while advancing the inflection to positive free cash flow. Our strategy is to measure and drive asset productivity by best matching bandwidth delivery to our target customers, geographic and peak time demand needs, especially in the world's mobility hotspots such as major airports and maritime ports. We are leveraging our extensive global operating data and applying machine learning techniques to dynamically optimize our existing satellite fleet as well as our forthcoming seven Ka-band satellites under construction and third-party assets. We're also using unique technologies to enhance video streaming quality and efficiency, a dominant factor driving bandwidth usage growth. Our revised capital budgets reflect the opportunity we have to scale productivity and cost savings while simultaneously driving further measurable increases in service quality. Now moving to the next topic on outlook. In terms of outlook, we exclude satellite impairment charges and the nonrecurring benefit from the litigation settlement announced last quarter from our guidance. For FY 2024, we expect revenue growth in the high single-digit percentages over FY 2023 for the combined company in a range of $4.1 billion to $4.25 billion. For FY 2024, we expect adjusted EBITDA growth in the mid-single-digit percentages over FY 2023 for the combined company. We are now expecting adjusted EBITDA in the top half of our previous range, $1.275 billion to $1.3 billion with continued growth in FY 2025 in both revenue and adjusted EBITDA. Capital expenditures are expected at approximately $1.7 billion for our current satellites under construction. In Q3, our investments in our satellite network projects and success-based CapEx, which drive growth, were over two-thirds of our total capital spend as compared to less than one-third associated with other maintenance and general CapEx activities. In FY 2025, we expect CapEx to decline to a range of $1.4 billion to $1.5 billion, inclusive of a placeholder for the potential funding of an I6 F2 replacement. Capital expenditure guidance does not include the expected $770 million benefit from insurance recoveries. So on a net basis, our planned growth spending fits well within our capital structure and liquidity framework. Note that we include capitalized interest in our CapEx guidance, which is approximately $200 million per year. We are working on reducing leverage and optimizing our balance sheet that is closely tied to our capital investment plan, post-merger, and taking advantage of the capital synergy opportunities we mentioned earlier. Before wrapping up, I have two important updates to share. We felt it was time to scale our Investor Relations program, given our nearly doubling in size post-merger. So I'm happy to announce that Lisa Curran has joined our team as VP of Investor Relations. Lisa brings a unique breadth and depth of experience across sectors and leading companies through growth transformations. And I'm sure Pete Lopez will facilitate introductions with all of you over the coming weeks. We've talked with a number of you about our plans for a Viasat Investor Day and listened to your feedback on multiple fronts. We've heard you, and we will instead focus more immediately on enhancing our reporting disclosures and investor outreach, including giving more insight into our growth businesses. We look forward to getting more of your feedback. We are aware that we are competing for your capital every day; we have conviction in our path ahead, and we want you to match our confidence. We expect to provide an update on our next earnings call. Now our path to positive free cash flow in the first half of calendar year 2025 is driven by sourcing growth from our large and growing markets, including mobility and government. Ongoing execution on our sizable backlog, meaningful cost rationalization and prioritized CapEx spending, which benefits from the natural decline as we launch our satellites. We are driving cost structure improvements with synergies, scale and benchmarking. Our operational performance in Q3 was very good, and we are on track to achieve substantial synergy value and expect the combined company to grow revenue and adjusted EBITDA in FY '24 and FY '25. To be clear, our FY '25 growth is based on a full 12 months of Inmarsat in FY '24. With that, I'll pass it back to Mark.

Mark Dankberg, Chairman and CEO

Okay. Thanks, Guru. And at this point, we'll be happy to take some questions.

Operator, Operator

Your first question comes from Ric Prentiss with Raymond James.

Richard Prentiss, Analyst

My thoughts are with you, your employees, and families during the heavy rain and weather you've experienced. I hope everyone is safe. Regarding the business, I appreciate the update on Flight 2. It seems like we're looking at the first half of calendar year '25 for that and possibly late 4Q calendar '24 for Flight 3. Are there any additional investments needed for the ground network as we consider this? Also, have you received any insurance for Flight 3? I have another question to follow up after this.

Mark Dankberg, Chairman and CEO

We are approximately 85% complete with the total capital investment plan we established for the ViaSat-3 program. This means we have about 15% left to go, which includes both the remaining space and the initial ground segment.

Richard Prentiss, Analyst

And then insurance for Flight 3...

Shawn Duffy, Chief Financial Officer

Yes, we're still working on that. We filed claims. Things are looking good, but I think you can expect that will probably be in FY '25.

Mark Dankberg, Chairman and CEO

Yes, part of the process for insuring the third flight is going over the status of Flight 1. And we'll do that through questions and responses with the insurers now that we filed our claim.

Richard Prentiss, Analyst

Okay. Guru, you mentioned that you're evaluating the optimal use of the bandwidth from your new satellites, both on the Viasat and Inmarsat sides. Can you give us an overview of the capacity you're introducing into the market? Additionally, as you consider various sectors like government, aviation, maritime, enterprise, and rural consumer, how should we envision the application of that capacity and the potential growth in each area? Lastly, could you help us understand the competitive landscape in those segments and identify your main competitors?

Mark Dankberg, Chairman and CEO

Okay. Okay. So there's a lot in there. Well, the first part is that we have always emphasized the performance of each individual satellite since we entered the business. Now, with our larger fleet and multiple satellites covering individual areas, we are focused on using each new satellite to enhance the overall capacity of the fleet more effectively than if we relied solely on the initial satellite. This approach stems from how we operate the fleet collectively. Essentially, in terms of satellite coverage, similar to cellular coverage, the most efficient areas are located in the center of each satellite's beam, while the edges are less efficient. Since these patterns do not align perfectly across all satellites, we can optimize the allocation of user terminals to the satellites in the most efficient manner. This task is much easier with mobile terminals, which can switch between satellites at any time, compared to fixed terminals. Moreover, in terms of competitive dynamics, we have observed that high-demand markets exhibit significantly higher peak to average demand ratios. For instance, in busy airports, the demand can spike several times a day compared to the average demand during off-peak times. Our newer satellites, equipped with more dynamic bandwidth steering capabilities, can adjust their beams to accommodate these high peak demand areas. We have considerable data about peak demand variances across different airports; for example, peak demands in Atlanta can differ from those in Chicago, Dallas, and Houston. This allows us to optimize our bandwidth in accordance with those demand patterns. The primary trends in mobility markets indicate an increase in both the amount of bandwidth used by individual passengers and the number of passengers utilizing WiFi. This change has initiated challenges in scaling engagement without causing bottlenecks, especially in major U.S. airports, with a view to expanding internationally. Similar dynamics are also observed in the maritime markets, though they manifest differently based on the type of vessel—whether it’s a leisure or an enterprise ship, and whether its main function is transporting people or cargo. We are actively working in each of these areas, especially since many major airports are also significant maritime ports. Our focus is on matching supply with demand, which we can achieve in two ways: by optimizing the fleet with the techniques mentioned earlier, and by being strategic about the customers we choose to serve to ensure we meet their performance expectations.

Richard Prentiss, Analyst

Yes. It seems you are confident in the amount of bandwidth you are utilizing and in your ability to effectively engage with the market at the right time and in the right geographical areas to encourage demand for your services.

Mark Dankberg, Chairman and CEO

Yes, it's all of those. We've been refining our ability to do this for years. That was kind of our original go-to-market value proposition in the in-flight space in the U.S. We have years worth of data. The data is constantly evolving, but we've got our fingers on that. We're also augmenting that with industry-based data that helps us deal with perturbations to scheduled users and for those types of vessels or planes that aren't scheduled. So you have to combine all that stuff, but we feel like that's the direction service providers are going to need to go to deliver the certainty that enterprise and government customers want.

Operator, Operator

Your next question comes from the line of Nikhil Aluru with JPMorgan.

Nikhil Aluru, Analyst

If I could ask a question on IFC, you guys mentioned the 1,400-plane backlog. Can you help us think about how quickly you're able to activate those and what the pacing might look like as they come online? And then more high level on IFC, Mark, you touched on the go-to-market. Maybe if you could give us some color on what the competitive intensity has looked like? Is there anything that you feel like you need to change potentially around pricing or promotion in the IFC business to maintain this kind of growth that you've been running at?

Mark Dankberg, Chairman and CEO

The rate of deployment is somewhat unpredictable. A significant factor influencing this is the delivery rate of new aircraft from manufacturers, particularly Boeing and Airbus, which face high demand and supply constraints, including key components. We have experienced a range from 200 to 300 deployments, with some quarters reaching as high as 500. We anticipate increasing from around 3,500 to approximately 4,200 by the end of the next fiscal year, which is a little over a year away. This estimate is based on current delivery rates and their impact on our customers’ retrofits. If new planes aren’t available, airlines might delay taking existing planes out of service for retrofits, making this a reasonable projection. Regarding growth drivers, the in-flight connectivity business primarily serves regional carriers that approach their customers differently than global long-haul carriers. Premium carriers often focus on revenue per seat mile, whereas low-cost carriers emphasize cost per available seat kilometer. A dominant trend emerging over the next few years, observable on a quarterly basis, is the competitive dynamics initially seen in the U.S. market starting to spread internationally. Airlines are beginning to realize that they don’t gain recognition from passengers unless they use the connectivity system. The key trend is enhancing passenger engagement, which often requires providing services that appeal to passengers, particularly video, thereby increasing bandwidth demand. The main challenge is establishing the airlines' confidence in our ability to deliver on these needs, which has prompted the creation of service level agreements we can measure. Additionally, we have been successful in assisting airlines in monetizing passenger engagement, as different airlines have varying approaches to this. If airlines do not find ways to monetize and only incur more costs, it becomes a barrier for many of them. Our focus has been on integrating increasing bandwidth supply and passenger engagement into viable business models for each airline, which is an area where we aim to offer investors greater visibility.

Operator, Operator

Your next question comes from the line of Mike Crawford with B. Riley.

Michael Crawford, Analyst

A couple of questions regarding the L-band. First, can you elaborate on your three geostationary small L-band satellites that you're developing and whether that may contain some of the discontinued ViaSat-4 IP?

Mark Dankberg, Chairman and CEO

No. The three new L-band satellites were initiated by Inmarsat before the merger was finalized. They feature some innovative bus characteristics and are very low-cost geosynchronous satellites, which are attractive for various reasons, but they are not based on ViaSat-3 technology.

Michael Crawford, Analyst

And those might launch in 2026?

Mark Dankberg, Chairman and CEO

Yes. I think they're intended to be in service by 2027. Part of it is they will have reasonably orbit-raising time. We'll need to work through the launch and the orbit raising and bringing into service mission, but those are ballpark correct at this point.

Michael Crawford, Analyst

Okay. And then separately on L-band, could you just elaborate more on what you, Skylo, and Ligado, each are bringing to the table on this NTN direct-to-device service and whether that requires a special device such as a formerly Bullitt phone or a TAT phone, or would this be to any iPhone or Android phone?

Mark Dankberg, Chairman and CEO

Okay. Yes. So what's happening in the device market is expanded interest in this integration of terrestrial and satellite networks, which are often referred to as NTN or non-terrestrial networks. You have to think of motivations of different parties here. The device makers, and think of it as device makers, mobile network operators, and over-the-top companies that provide data services to smartphones and other devices are all involved. The device makers are really looking to integrate a next generation of modem chips that are standardized in this 3GPP standard. There are also some specifications around satellite frequency bands. L-band being one of the most prominent for delivering these services. The device makers are working to seamlessly integrate this handoff from terrestrial cellular networks to satellite service. That’s the general theme you’ll see. Initially, some functions will be for remote emergency or remote location type services, and then remote messaging and communication services will be built into devices. The idea is if you have a device that benefits from cellular connectivity, you would use the satellite connectivity to extend that range, which we think is also to fill in black spots in coverage. Some of this is to be determined, but some part of the market serves people that are in remote areas like deserts or mountain ranges where there isn't, and probably won't ever be, cellular coverage. Many devices are disconnected, even when near cellular coverage, but in a dead spot. One of the big things going on in the industry is whether to serve those with existing cellular terrestrial frequencies that are allocated to satellite, or can you augment terrestrial cellular with licensed satellite spectrum that fills in all these black spots without taking any existing spectrum out of service. That's what 3GPP standards enable. We think, ultimately, that’s the way to both get scale and make the services more attractive. Skylo has put together a network and back-office solution that lets us start delivering those services pretty much right away. We're doing tests with interesting devices. We're working with Ligado to help scale what we can do in the U.S. We've worked with Ligado for years. They have advanced L-band, ground-based beam forming satellite capabilities. We helped develop that, and we also help them operate it. With Inmarsat, we can extend that globally across all the rest of our fleet. That’s what’s going on now. The main thing you'll see in the near future is device makers choosing those chips with satellite NTN capability starting to talk about their products and bringing them to market, probably later this year.

Kumara Gowrappan, President

A couple of quick clarification points, Mike. One, this is, as Mark said, still in market discovery and development mode, and we don't have any incremental CapEx associated with this deal, just for clarity.

Mark Dankberg, Chairman and CEO

Right now, we think this will start slowly. Ultimately, we think it will build, as Guru said. I think market discovery is a good way to describe it.

Michael Crawford, Analyst

Okay. Just one final question, more on the financials. Given the quarter-to-quarter variability in your gross margins for products and services, what caused that variance this quarter? And how should we be thinking about that in the March quarter and next year regarding gross margin on products and services revenue?

Shawn Duffy, Chief Financial Officer

Mike, it's Shawn. So I think if you think about this quarter, there are a couple of unique things. One is we had a bit of favorability on the mix in our government business, which yielded a little bit improved margins. On the service side, we also had a contract negotiation that we were able to resolve with the customer and that had some favorability as well. I would say those are things I don't expect to continue into the next quarter. We get a little benefit from the acquisition accounting and the flow-through of that, and that's going to start to meter down as well.

Operator, Operator

Your next question comes from the line of Ryan Koontz with Needham & Company.

Ryan Koontz, Analyst

Appreciate your commentary, Mark, about the major long-haul versus regionals there and different strategies. Maybe if we take a step back, can you characterize how you view those markets in your kind of targeted western markets of where we are in penetration for long-haul and regionals? Number one. And second question is that you've talked before about wholesale partnerships to fill bandwidth needs. Is that still on the table of looking for a relationship with other providers to fill any gaps you might have with the change in plan for F1?

Mark Dankberg, Chairman and CEO

Certainly. If you want to understand the future of in-flight services, consider the U.S. market as a benchmark compared to international flights to and from the U.S. Domestically, the mainline fleets usually consist of single-aisle aircraft that typically accommodate a couple of hundred passengers. There's a mix of seat-back entertainment and flights without screens, with a significant number of flights serving over 200 devices at peak times. We provide both entertainment and connectivity options, and a key theme is the increasing integration of these services, mirroring what people do at home with their devices while they watch entertainment and engage on social media. The long-haul market has been somewhat slower to evolve due to higher passenger counts requiring robust engagement and higher bandwidth capacities. We expect to perform well in that sector with the new ViaSat-3 satellites and our partnership with Inmarsat, as we aim to deliver comparable experiences to those found in the U.S. domestic market to large twin-aisle long-haul aircraft across other markets like Australia, Europe, and Brazil. Additionally, we will see innovations that blend entertainment with connectivity. However, low-cost carriers remain a segment where we aim to increase penetration due to their focus on cost per seat mile. Developing monetization strategies will be crucial for both regional domestic fleets and long-haul operations for these carriers.

Ryan Koontz, Analyst

When you discuss complementary revenue, are you referring to avenues like advertising where you can enhance revenue per seat? What other monetization strategies exist?

Mark Dankberg, Chairman and CEO

Yes. Well, one of the tricks is really the whole purpose of this is to increase passenger engagement; and think of in-flight connectivity as an amenity like other amenities. It’s got to carry its weight for those airlines, right? The idea is to come up with monetization strategies that help overall with passenger engagement. Advertising is one mechanism, but there's quite a few others that we've been testing with other airlines. Some of them involve promotions with interesting online services or destination-driven things. There’s just a very broad range of monetization opportunities. I think our approach has been that working with savvy airlines that have different approaches is important. I think if every airline does the same thing, then no airlines have a competitive advantage. A lot of this is around how they brand and monetize their operations in general and the partners they use, which are associated with their route structure and the values their brand conveys. I think we’ll give more detail, but it's one of the biggest opportunities in in-flight connectivity.

Ryan Koontz, Analyst

That's really great. And any comments on the kind of wholesale needs you might have with other sat operators?

Mark Dankberg, Chairman and CEO

Third-party? Yes. One of the main ways we've been working with third parties is on international markets where you have local regional carriers and then also regional satellite operators often tied to their regional governments and their ambitions in space. We've been able to work with those partners in a partnership, roaming wholesale basis where they can bring their space assets into service for their needs, and they can also address international flights where their own carriers go global and where other global carriers go to their regions. We think that's a really interesting formula that also helps reinforce those hotspots. It's also extensible into the maritime industry. So those themes underpin many of these wholesale agreements or third-party partner agreements that we mentioned.

Operator, Operator

Your next question comes from the line of Chris Quilty with Quilty Space.

Christopher Quilty, Analyst

Real quick first, a question for Shawn. I'm assuming the CapEx figures exclude capitalized interest?

Shawn Duffy, Chief Financial Officer

Yes. Thanks for asking, Chris. The number that we gave you for both this year and next year does include that capitalized interest, which was about $200 million.

Christopher Quilty, Analyst

Okay. Good. That's even better then. Great. Second follow-up question on the I-8 satellites. Apparently, they've got electric propulsion; but that doesn't prevent you from doing a direct injection if you want them to get to orbit quicker. Is that correct?

Mark Dankberg, Chairman and CEO

Correct. Yes. We will do a launch mission that's really based on when we need them in service, the services they'll provide, and the overall economics and trade-offs of that. We can shorten the orbit raising time by choosing the launch vehicle. We're going to keep that option open.

Christopher Quilty, Analyst

Got you. And the I6 F2, I think I got that right, is that fairly standard? I mean, you're not going out on a limb and doing something major different with that replacement, and it's more of an off-the-shelf replacement from the existing vendor? Or do you see this as an opportunity to look to add new technology into that satellite?

Mark Dankberg, Chairman and CEO

There were some specific missions for Inmarsat combined on that satellite. The I6 satellites, for example, combined L-band and Ka-band payloads. Given where we are with the combined company and our other assets, what we're really looking for is just the L-band portion of that payload. It's not commodity, but there are several different Inmarsat and other L-band satellites we could use as the basis for that. Right now, we're really just looking at our overall L-band fleet and our overall L-band needs and a migration strategy around the safety services supported by our fleet, the aviation services which are expanding and supported by our fleet, in making the decision on the best way to fulfill what that satellite was going to do. We'll report on that, but it was prudent to include a placeholder in FY '25 for the cost we would incur with the replacement.

Christopher Quilty, Analyst

Got you. Final question, and it's a little open-ended, but R&D; we rarely talk about R&D as a line in the income statement, more about specific projects. When you look at the combination of the two companies, there's a lot of things you can do in terms of products. I think of terminals and gateways and modems and different things that need to be harmonized between the two. Are there any anticipated step-ups associated with R&D investments, forget the government stuff, which is funded R&D? Or do you just see sort of regular way investment consistent with what the two companies had been doing individually? Or is there a period of time here where you need to spend more to get some products and services to market quickly?

Mark Dankberg, Chairman and CEO

Right now, one of the main themes, as Guru described, is really operational synergies with R&D being an important component of that. One example of that is we have two different networking systems, and we're in the process of converging, and that's in our R&D plan. We also have a number of improvements that our networks operate more efficiently. But our overall R&D spend, we think, is going to stay in the rough range of about 3.5% to 4%. We're aiming at two big themes: one is synergies, and the other is productivity improvements. A lot of that goes around these missions that our customers are doing, like in-flight connectivity and the synthesis of connectivity and entertainment portions. There's similar but different types of R&D activities for government and maritime applications. Those are the main drivers.

Operator, Operator

Your next question comes from the line of Edison Yu with Deutsche Bank.

Edison Yu, Analyst

First, just housekeeping. Did I hear correctly about the Analyst Day that it is being pushed out? Is that what you were trying to communicate?

Kumara Gowrappan, President

This is Guru. Yes, so I'll just say two things. One, we've had interactions with many of you, and we've had feedback on disclosure and overall reporting. We've been taking that feedback and working through that. Our focus is really on addressing some of the key questions that we are getting in, and we'll address that in the next earnings call, which means we are not going to do the Investor Day that we originally thought of in March. We are in parallel thinking about what a new Investor Day would look like. So we'll come back to you when we have an update there. We didn't want to delay key questions we’re getting on disclosures and overall reporting, which we'll address in the next earnings call.

Edison Yu, Analyst

Understand. Just a couple on the business. Just curious about cash flow. There were a couple of discrete items called out as a headwind. Any way you can quantify what those were? And do those headwinds go away sequentially?

Shawn Duffy, Chief Financial Officer

Yes, Edison, this is Shawn. Yes, I think one of the things to keep in mind is, in Q3, we had a lift in our cash flow requirements related to tax payments we needed to do for the TDL transaction and a little bit also over on the U.K. side. When I think about it, kind of Q3 to Q4, our interest payments in that quarter may be about $33 million, and our working capital requirement is probably around $50 million or so isolated there. But we don't have any material tax payments coming into Q4. So that's a good way to think about it.

Edison Yu, Analyst

All right, great. And then last question, just on the cost. I realized we boosted the savings potential to $100 million for two years. Are we looking at trying to take more? Obviously, you had time to dig into the Inmarsat piece. Should we think about potentially some upside to that $100 million as we move forward?

Kumara Gowrappan, President

Edison, I would say, if you look at what we talked about on the $100 million starting FY '25, a lot of the focus was on headcount and bringing the two teams together from go-to-market through technology. We feel really good about that. Now what we are focused on right now is non-headcount related, think procurement and supply chain and some of the external spending we do. We're now doing our analysis and working through that. We do expect opportunities there in terms of savings, but we haven't quantified those yet. We're working through that.

Shawn Duffy, Chief Financial Officer

And Edison, if I can add one point. Just keeping in mind that in Q3, alongside the risk we announced, as we were rightsizing the people, we saw some of those payments from this quarter too. So that elevated Q3 a little bit as well.

Operator, Operator

That is all the time we have for questions. I will turn the call back to Mark Dankberg for closing remarks.

Mark Dankberg, Chairman and CEO

Okay. So thanks a lot, everybody, for joining us. I would like to leave you with just a few important takeaways from third quarter. One is that the results were good. We generated 8% year-over-year revenue growth and 11% year-over-year adjusted EBITDA growth. We're winning new business in our targeted growth markets. I think, hopefully, you can get a sense of the competitive environment that we're in, in the way we are targeting specific enterprise in government and mobility markets. The Inmarsat integration program is ahead of schedule and ahead of budget. We are balancing growth, innovation, and profitability. So with that, I look forward to updating you all on our continued progress next quarter. And with that, I'll hand it back to the operator.

Operator, Operator

Thank you. This does conclude today's conference call. We thank you for joining. You may now disconnect your lines.