DigitalGlobe, Inc. Unaudited Condensed Consolidated Balance Sheets March 31, December 31, (in millions, except par value) 2014 2013 ------------- ------------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 170.5 $ 229.1 Restricted cash 5.4 6.9 Accounts receivable, net of allowance for doubtful accounts of $0.5 and $2.4, respectively 119.1 116.3 Prepaid and current assets 26.8 33.8 Deferred taxes 5.5 5.9 ------------- ------------- Total current assets 327.3 392.0 Property and equipment, net of accumulated depreciation of $935.7 and $880.6, respectively 2,178.2 2,177.5 Goodwill 484.9 459.3 Intangible assets, net of accumulated amortization of $11.2 and $8.7, respectively 51.4 39.9 Aerial image library, net of accumulated amortization of $42.9 and $41.3, respectively 7.5 9.1 Long-term restricted cash 4.0 4.5 Long-term deferred contract costs 41.0 44.9 Other assets 39.0 38.6 ------------- ------------- Total assets $ 3,133.3 $ 3,165.8 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 11.7 $ 20.9 Current portion of long-term debt 5.5 5.5 Other accrued liabilities 57.0 80.3 Current portion of deferred revenue 75.9 81.3 ------------- ------------- Total current liabilities 150.1 188.0 Deferred revenue 369.3 374.6 Long-term debt, net of discount 1,135.9 1,137.1 Long-term deferred tax liability, net 83.7 80.0 Other liabilities 6.0 2.8 ------------- ------------- Total liabilities $ 1,745.0 $ 1,782.5 ------------- ------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: DigitalGlobe, Inc. stockholders' equity: Series A convertible preferred stock, $0.001 par value, 0.08 shares authorized; 0.08 shares issued and outstanding at March 31, 2014; and 0.08 shares issued and outstanding at December 31, 2013 - - Common stock; $0.001 par value; 250.0 shares authorized; 75.6 shares issued and 75.4 shares outstanding at March 31, 2014; and 75.5 shares issued and 75.3 shares outstanding at December 31, 2013 0.2 0.2 Treasury stock, at cost; 0.2 shares at March 31, 2014 and December 31, 2013 (4.2) (3.5) Additional paid-in capital 1,461.0 1,457.5 Accumulated deficit (70.5) (70.9) ------------- ------------- Total DigitalGlobe, Inc. stockholders' equity 1,386.5 1,383.3 Noncontrolling interest 1.8 - ------------- ------------- Total stockholders' equity 1,388.3 1,383.3 ------------- ------------- Total liabilities and stockholders' equity $ 3,133.3 $ 3,165.8 ============= ============= DigitalGlobe, Inc. Unaudited Condensed Consolidated Statements of Cash Flows For the three months ended March 31, ---------------------------- (in millions) 2014 2013 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 0.4 $ (60.6) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization expense 57.6 47.3 Amortization of aerial image library, deferred contract costs and lease incentive 5.0 3.9 Non-cash stock-based compensation expense, net of capitalized stock-based compensation expense 3.9 10.8 Loss on abandonment of asset 1.2 - Amortization of debt issuance costs and accretion of debt discount, net of capitalized interest - 1.1 Write-off of debt issuance costs and debt discount - 12.8 Deferred income taxes 3.8 (19.4) Changes in working capital, net of assets acquired and liabilities assumed in business combinations: Accounts receivable, net 0.1 6.7 Other current and non-current assets 6.3 (2.4) Accounts payable (12.1) (0.7) Accrued liabilities (12.7) (25.4) Deferred revenue (13.6) 12.3 Cash fees paid for early extinguishment of long-term debt and debt discount - (13.8) ------------- ------------- Net cash flows provided by (used in) operating activities 39.9 (27.4) ------------- ------------- CASH FLOWS FROM INVESTING ACTIVITIES: Construction in progress additions (61.8) (63.1) Acquisition of businesses, net of cash acquired (35.7) (524.0) Other property and equipment additions (2.2) (7.2) Decrease in restricted cash 2.0 0.8 ------------- ------------- Net cash flows used in investing activities (97.7) (593.5) ------------- ------------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of debt - 1,150.0 Repayment of debt (1.4) (481.2) Payment of debt issuance costs - (36.2) Proceeds from exercise of stock options 1.8 14.6 Preferred stock dividend payment (1.0) - Other (0.2) 1.2 ------------- ------------- Net cash flows (used in) provided by financing activities (0.8) 648.4 ------------- ------------- Net (decrease) increase in cash and cash equivalents (58.6) 27.5 Cash and cash equivalents, beginning of period 229.1 246.2 ------------- ------------- Cash and cash equivalents, end of period $ 170.5 $ 273.7 ============= ============= SUPPLEMENTAL CASH FLOW INFORMATION: Changes to non-cash property, equipment and construction in progress accruals, including interest 12.0 (4.8) Capital lease obligations (3.1) - Issuance of shares of common and convertible preferred stock for acquisition of business - 836.5 Stock-based compensation awards issued in acquisition of business, net of income taxes - 13.4 Non-cash preferred stock dividend accrual (1.0) (1.0)