===============================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): November 21, 2006
ORBCOMM Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-33118 41-2118289
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
2115 Linwood Avenue, Suite 100
Fort Lee, New Jersey 07024
(Address of principal executive offices) (Zip code)
(201) 363-4900
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
===============================================================================
Item 2.02. Results of Operations and Financial Condition.
On November 21, 2006, ORBCOMM Inc. (the "Company") released its earnings for the
third fiscal quarter of 2006 and is furnishing a copy of the earnings release to
the Securities and Exchange Commission under Item 2.02 of this Current Report on
Form 8-K. In addition, the Company will discuss its financial results during a
webcast and teleconference call Tuesday, November 21, 2006 at 11:00 a.m. (ET).
To access the webcast and teleconference call, go to the Company's website at
http://www.orbcomm.com.
The press release is attached herewith as Exhibit 99 and is incorporated herein
by reference.
EBITDA is defined as earnings before interest income (expense), provision for
income taxes and depreciation and amortization. EBITDA is not a performance
measure calculated in accordance with generally accepted accounting principles,
or GAAP.
While the Company considers EBITDA to be an important measure of operating
performance, it should be considered in addition to, and not as a substitute
for, or superior to, net loss or other measures of financial performance
prepared in accordance with GAAP and may be different than EBITDA measures
presented by other companies.
The Company believes EBITDA is useful to its management and investors in
evaluating its operating performance because:
o it is one of the primary measures used by the Company to evaluate the
economic productivity of its operations, including its ability to
obtain and maintain its customers, its ability to operate its business
effectively, the efficiency of its employees and the profitability
associated with their performance; and
o it helps the Company's management and investors to meaningfully
evaluate and compare the results of its operations from period to
period on a consistent basis by removing the impact of its financing
transactions and the depreciation and amortization impact of capital
investments from its operating results.
In addition, the Company's management uses EBITDA in presentations to the
Company's board of directors to enable it to have the same measurement of
operating performance used by management and for planning purposes, including
the preparation of the Company's annual operating budget.
There are material limitations to using a measure such as EBITDA, including the
difficulty associated with comparing results among more than one company and the
inability to analyze certain significant items, including depreciation and
interest income (expense), that directly affect its net loss. The Company
compensates for these limitations by considering the economic effect of the
excluded expense items independently as well as in connection with its analysis
of net loss.
2
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99 Press Release of the Company dated November 21, 2006.
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ORBCOMM Inc.
By /s/ Robert G. Costantini
-----------------------------------------
Name: Robert G. Costantini
Title: Executive Vice President and Chief
Financial Officer
Date: November 21, 2006
4
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
------- ----------------------
99 Press Release of the Company dated November 21, 2006.
5