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Can we get an image tied to Sat Systems rather than GEO? April 1, 2025 SatixFy Communications Ltd. Acquisition
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2 Forward-Looking Statements and Non-IFRS Financial Measures Forward-Looking Statements This presentation contains forward‐looking information within the meaning of applicable securities legislation, which reflects MDA Space’s current expectations regarding future events. Forward-looking statements in this news release include, but are not limited to, statements with respect to: accretive financial, market and product synergies associated with the transaction; statements made herein (including with respect to NSR forecasts) with respect to the anticipated benefits (if any) of the transaction; the anticipated effect of the transaction on MDA Space’s future growth, costs, opportunities and strategy going forward; the consideration to be received by SatixFy’s shareholders; the go-shop process during the Go-Shop Period (including receipt of any Superior Proposal and the resulting effects on MDA Space and the transaction consideration); the payment of a breakup fee by either party (if at all); compliance by MDA Space with various covenants contained in the transaction Agreement; the receipt of regulatory approvals and the satisfaction of the closing conditions of the transaction; the anticipated timing for SatixFy’s shareholders’ meeting and completion of the transaction; and statements made by the Chief Executive Officer of MDA Space. In particular, there can be no assurance that the transaction will be completed on the terms described herein, if at all. Forward‐looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the control of MDA Space, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward‐looking information, including: approvals required in connection with the transaction; compliance with the voting support agreements; the outcome and effects of the go-shop process; the satisfaction or waiver of the closing conditions of the transaction (if at all); adverse changes in applicable laws or regulations; delay or inability of MDA Space to pay the consideration contemplated by the Transaction Agreement; expected growth; results of operations; performance; industry trends and growth opportunities. While MDA Space considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Additional risks and uncertainties applicable to MDA Space include, but are not limited to, the factors discussed under “Risk Factors” in the MDA Space Annual Information Form (AIF) dated March 7, 2025 and available on SEDAR+ at www.sedarplus.com. MDA Space undertakes no obligation to update such forward‐looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law. Non-IFRS Financial Measures This presentation refers to certain non-IFRS measures. These measures are not recognized measures under IFRS, do not have a standardized meaning prescribed by IFRS and therefore may not be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS measures by providing further understanding of our results of operations from management’s perspective. We use non-IFRS measures including adjusted EBITDA, adjusted earnings and net debt to provide investors with supplemental measures of our operating performance and thus highlight trends in our core business that may not otherwise be apparent when relying solely on IFRS measures. We also believe that securities analysts, investors, and other interested parties frequently use non-IFRS measures in the evaluation of issuers. Additional details for these non-IFRS measures can be found in our most recently issued MD&A which is posted on www.mda.space and available on SEDAR+.
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3 • SatixFy Communications Ltd. (NYSE American:SATX) is a supplier of next generation semiconductors and solutions for the space and the satellite communications value chain • Acquisition enhances MDA Space’s technology and capabilities in the fast growing digital satellite communications market Expands our end-to-end capabilities in digital satellites by adding innovative space semiconductor technology and rich IP portfolio Vertically integrates a key and differentiated technology provider Adds a highly specialized and complementary technical team Aligns the technology roadmap for MDA Space next generation software-defined digital satellites to continue to meet evolving needs of customers • Transaction represents an equity value of US$193mm (~C$278mm) and total cash consideration of ~US$269mm (~C$387mm); expected to close in Q3 2025 • Cost savings expected to drive adjusted earnings accretion for MDA Space MDA Space to Acquire SatixFy Communications
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4 Transaction Overview Transaction Details Strategic Rationale Financial Benefits • Purchase Price: US$2.10 per SatixFy share representing an equity value of ~US$193mm (~C$278mm) and total cash consideration of ~US$269mm (~C$387mm)(1) • Funding: Cash-on-hand + Debt (revolving credit facility) • Pro-forma leverage: ~1.2x Net Debt / LTM Adjusted EBITDA(2) (as of Q4 2024) • Estimated close: Q3 2025 subject to customary closing conditions and required regulatory approvals • Expands our end-to-end capabilities in digital satellites by adding innovative space semiconductor technology and rich IP portfolio • Vertically integrates a key and differentiated technology provider • Adds a highly specialized and complementary technical team • Aligns the technology roadmap for MDA Space next generation software-defined digital satellites • Transaction expected to be accretive to MDA Space adjusted earnings(2) in 2027 (second full year of ownership) • Transaction also expected to realize cost savings within 12 months of closing, primarily as a result of vertical integration of space chips and elimination of public company costs (1) MDA Space intends to retire ~US$76mm (~C$109mm) of SatixFy Communication’s debt upon close of the transaction; (2) Non -IFRS Financial Measure
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5 • Founded in 2012, and headquartered in Rehovot, Israel • Offices in Israel, US, UK and Bulgaria; ~165 employees globally • Focused on developing next-generation semiconductors and offering end-to-end solutions including space grade chips, multi-beam digital antennas, user terminals, gateways and modems serving the satellite communications value chain • Differentiated portfolio of technology-leading silicon chips and systems enabling broadband satellite delivery o SatixFy silicon chips critical to support space industry transition from analog to digital satellites (LEO, MEO and GEO satellites) o ~US$270mm invested in R&D since 2012 o 60 issued and pending patents • Existing customer relationships with established space leaders SatixFy at-a-Glance 2024E Revenue US$17mm - US$19mm (+68% YoY at mid- point) 2024E Gross Margin 70%-75% 2024E Financial Metrics(1) Select Customers (1) Financial metrics based on financial guidance provided by SatixFy Management on its Q3 2024 earnings release on December 9, 2024 Product Portfolio
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6 SatixFy Offers End-to-End Solutions Serving the Growing Satellite Communications Market Space Chips & Products Ground Products Offerings Satellite Payload Solutions Terminals, Hubs and Gateways Markets Served Demand Drivers • Satellite communications including broadband, direct-to-device, backhaul • LEO, MEO and GEO satellite applications • Enterprise, mobility, defence, consumer • Satellite communications including broadband, direct-to-device, backhaul • Enterprise, mobility, in-flight connectivity, defence • Growing demand for ubiquitous connectivity – emergence of “always-on” model • Growth in satellite constellations to address insatiable demand for data • Satellite operators looking for more efficient technology solutions
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7 Industry Transformation Driving Demand for Differentiated Technologies Proliferation of Satellite Constellations Transition from Analog to Digital Communications Satellites Emergence of LEO / MEO constellations as efficient solution to address connectivity needs for various applications – e.g. broadband internet, direct-to- device, Internet-of-Things (IoT), 5G communication Industry transitioning from analog to digital satellites with 89%+ of all communications satellites built between 2023 and 2032 projected to include some level of software- defined technology capabilities Satellite Orders Software-defined Communications Satellite Orders, Worldwide, 2022 -2032 Source: NSR
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8 • SatixFy’s space chips used in digital communications satellites to support payload and antenna operations • Space chips designed to meet needs of next generation LEO / MEO satellite constellations and high throughput GEO satellites using modern satellite architectures (e.g. signal regeneration, beam-hopping, on-board processing) • Chips treated with a radiation hardening process to be suitable for space usage SatixFy Technology Differentiation – Innovative Space Chips SatixFy Space Products Emerging Functionality in Digital LEO / MEO Satellite Constellations MDA Space Products
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9 MDA Space + SatixFy – Cutting- Edge Digital Satellite Technology ▪ Adds complementary technology and a rich IP portfolio, enabling end-to-end satellite communications solutions: o Combine MDA Space’s technology and capabilities in digital LEO / MEO satellites (MDA AURORATM) with SatixFy’s space chips to offer in-house developed satellite payload solutions (payload = brain of a satellite = high value-add component) o Leverage SatixFy’s ground products such as terminal chips to expand offerings into new markets (e.g. landing station systems) ▪ Brings in-house differentiated and market-leading space chip development capabilities and a highly specialized technical team ▪ Ensures future space chip development aligned with MDA Space’s satellite technology roadmap
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10 MDA Space + SatixFy – Highly Complementary Digital Satellite Technology End-to-End Capabilities Major Elements of Software-defined Digital Satellite Technology & Capabilities Highly dynamic and flexible Direct Radiating Array (DRA) with Digital Beam Forming (DBFN) Modular / scalable on-board processor (modem / data processor / router) Traffic management software for on-board processor Gateway steerable antennas Satellite service platform (bus) Advanced, digital silicon ASICS and RFICs (chips) for satellite payloads, antennas and modems User terminals, modems and antennas utilizing in-house developed ASICS / RFICs Hub-Gateways (landing station baseband systems)
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11 Key Takeaways Enhances our technology and end-to-end capabilities in digital satellite communications by adding space chip development Adds a differentiated technology portfolio and rich IP Vertically integrates a key technology provider Adds a highly specialized and complementary technical team Aligns the technology roadmap for MDA Space next generation MDA AURORATM digital satellites Generates future savings and synergies 1 2 3 4 5 6
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12 Can we get an image tied to Sat Systems rather than GEO?