Gilat Satellite Networks Ltd.

Foreign Filer Report • May 19, 2025

FORM 66 – K

SECURITIES AND EXCHANGE COMMISSION

Washington,, D..C.. 2200554499

Report on Foreign Issuer

Pursuant to Rule 1133a – 1166 or 1155d – 1166 of the Securities Exchange Act of 11993344

For the Month of May,, 22002255

Gilat Satellite Networks Ltd..

((Translation of Registrant's Name into English))

Gilat House,, 2211 Yegia Kapayim Street Daniv Park,, Kiryat Arye,, Petah Tikva 44991133002200,, Israel ((Address of Principal Corporate Offices))

Indicate by check mark whether the registrant files or will file annual reports under cover Form 2200--F or Form 4400--F..

Form 2200--F ☒ Form 4400--F ☐

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 1122g33--22((b)) under the Securities Exchange Act of 11993344..

Yes ☐ No ☒

If "Yes" is marked,, indicate below the file number assigned to the registrant in connection with Rule 1122g33--22((b)):: N//A

On May 1199,, 22002255,, the Registrant issued a press release announcing its unaudited results for the first quarter of 22002255.. A copy of this press release is furnished herewith..

The attached press release is being furnished and shall not be deemed "filed" for purposes of Section 1188 of the Securities Exchange Act of 11993344 ((the "Exchange Act")) or otherwise subject to the liabilities of that section,, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 11993333 or the Exchange Act,, regardless of any general incorporation language in such filing..

Signature

Pursuant to the requirements of the Securities Exchange Act of 11993344,, the Registrant has duly caused this Report to be signed on its behalf by the undersigned,, thereunto duly authorized..

Dated May 1199,, 22002255 By:: //s// Doron Kerbel

Gilat Satellite Networks Ltd.. ((Registrant))

Doron Kerbel General Counsel && Corporate Secretary

Gilat Reports First Quarter 22002255 Results

Revenues Increased 2211%% Year--over--Year with Adjusted EBITDA of \$\$77..66 Million

Reiterates Guidance for 22002255

Petah Tikva,, Israel,, May 1199,, 22002255 — Gilat Satellite Networks Ltd.. ((NASDAQ:: GILT,, TASE:: GILT)),, a worldwide leader in satellite networking technology,, solutions and services,, today reported its results for the first quarter,, ended March 3311,, 22002255..

First Quarter 22002255 Financial Highlights

• Revenues of \$\$9922 million,, up 2211%% compared with \$\$7766..11 million in Q11 22002244;;
• GAAP operating loss of \$\$22..77 million,, compared with GAAP operating income of \$\$55..44 million in Q11 22002244 mainly due to a loss of about \$\$33..66 million from Gilat Stellar Blu's ramp up process,, amortization of purchased intangibles derived from the Stellar Blu acquisition,, and other operating expenses,, related to earnout liabilities and one--time acquisition--related costs;;
• Non--GAAP operating income of \$\$55..22 million,, compared with \$\$66..66 million in Q11 22002244;;
• GAAP net loss of \$\$66..00 million,, or \$\$00..1111 per share,, compared with GAAP net income of \$\$55..00 million,, or \$\$00..0099 per diluted share,, in Q11 22002244;;
• Non--GAAP net income of \$\$11..88 million,, or \$\$00..0033 per diluted share,, compared with \$\$66..00 million,, or \$\$00..1111 per diluted share,, in Q11 22002244;;
• Adjusted EBITDA of \$\$77..66 million,, compared with \$\$99..33 million in Q11 22002244,, which includes a loss of about \$\$33..66 million from Gilat Stellar Blu's ramp up process.. Adjusted EBITDA,, excluding such loss,, was \$\$1111..22 million..

Forward--Looking Expectations

The Company today reiterated its guidance for 22002255..

Expectations are for revenue between \$\$441155 and \$\$445555 million,, representing year--over--year growth of 4422%% at the midpoint.. Adjusted EBITDA is expected to be between \$\$4477 and \$\$5533 million,, representing year--over--year growth of 1188%% at the midpoint..

Management Commentary

Adi Sfadia,, Gilat''s CEO,, commented:: ""Gilat delivered solid Q11 22002255 results,, demonstrating strong execution across the company and positive impact from our new organizational structure.. Gilat Defense is experiencing significant momentum,, fueled by growing demand for its broad portfolio of products and services and is becoming an increasingly important contributor to our growth.. This growth is supported by macro--geopolitical factors that are driving increased investment in secure,, mission--critical communications worldwide.."

Mr.. Sfadia added,, ""Regarding Gilat Commercial,, our IFC business continues to expand as we deliver on customer commitments and grow our market base.. Gilat Stellar Blu's ramp up is on track,, and its Sidewinder ESA is now flying on over 115500 aircraft,, with strong feedback and additional orders expected very soon.. We are collaborating with our partners to expand into new applications such as ISR and VVIP aviation.. We're also in the process of developing OEM installation and broader modem compatibility,, further establishing Sidewinder as the go--to multi--orbit IFC solution..""

Mr.. Sfadia concluded,, "Based on our strong beginning to 22002255 and as Stellar Blu's ramp up finalizes,, we are on track to deliver a record year in both revenues and non--GAAP profitability as we capture the expanding opportunities in mission--critical communications and next--generation satellite solutions.."

Key Recent Announcements

• Gilat Receives Over \$\$1155 Million in Orders from Leading Satellite Operators
• Gilat Receives a Multimillion Order from a Global Defense Organization
• Gilat Receives over \$\$1111 Million Defense Contract from a Leading UAV Company
• Gilat Awarded Up to \$\$2233 Million Multi--Year Contract to Service Satellite Transportable Terminal Units for US DoD Customers
• Gilat Receives \$\$66 Million Defense Contract to Provide Military Communications solutions in Asia--Pacific
• Gilat Receives \$\$44 Million in Orders for Advanced Portable Satellite Terminals from Global Defense Customers
• Gilat Awarded Over \$\$55 Million to Support Critical Connectivity for Defense Forces

Conference Call Details

Gilat's management will discuss its first quarter 22002255 results and business achievements and participate in a question--and--answer session::

Date::	Monday,, May 1199,, 22002255
Start::	0099::0000 AM EST // 1166::0000 IST
Dial--in::	US:: 11--888888--440077--22555533
International::	++997722--33--991188--00660099

A simultaneous webcast of the conference call will be available on the Gilat website at http::////www..gilat..com and through this link:: https::////veidan..activetrail..biz//gilatq11--22002255..

The webcast will also be archived for a period of 3300 days on the Company's website and through the link above..

Non--GAAP Measures

The attached summary unaudited financial statements were prepared in accordance with U..S.. Generally Accepted Accounting Principles ((GAAP)).. To supplement the consolidated financial statements presented in accordance with GAAP,, the Company presents non--GAAP presentations of gross profit,, operating expenses,, operating income,, income before taxes on income,, net income,, Adjusted EBITDA,, and earnings per share.. The adjustments to the Company's GAAP results are made with the intent of providing both management and investors with a more complete understanding of the Company's underlying operational results,, trends,, and performance.. Non--GAAP financial measures mainly exclude,, if and when applicable,, the effect of stock--based compensation expenses,, amortization of purchased intangibles,, lease incentive amortization,, other non--recurring expenses,, other integration expenses,, other operating expenses ((income)),, net,, and income tax effect on the relevant adjustments..

Adjusted EBITDA is presented to compare the Company's performance to that of prior periods and evaluate the Company's financial and operating results on a consistent basis from period to period.. The Company also believes this measure,, when viewed in combination with the Company's financial results prepared in accordance with GAAP,, provides useful information to investors to evaluate ongoing operating results and trends.. Adjusted EBITDA,, however,, should not be considered as an alternative to operating income or net income for the period and may not be indicative of the historic operating results of the Company;; nor is it meant to be predictive of potential future results.. Adjusted EBITDA is not a measure of financial performance under GAAP and may not be comparable to other similarly titled measures for other companies.. Reconciliation between the Company''s net income and adjusted EBITDA is presented in the attached summary financial statements..

Non--GAAP presentations of gross profit,, operating expenses,, operating income,, income before taxes on income,, net income,, adjusted EBITDA and earnings per share should not be considered in isolation or as a substitute for any of the consolidated statements of operations prepared in accordance with GAAP,, or as an indication of Gilat's operating performance or liquidity.. 55

About Gilat

Gilat Satellite Networks Ltd.. ((NASDAQ:: GILT,, TASE:: GILT)) is a leading global provider of satellite--based broadband communications.. With over 3355 years of experience,, we create and deliver deep technology solutions for satellite,, ground and new space connectivity and provide comprehensive,, secure end--to--end solutions and services for mission--critical operations,, powered by our innovative technology.. We believe in the right of all people to be connected and are united in our resolution to provide communication solutions to all reaches of the world..

Our portfolio includes a diverse offering to deliver high value solutions for multiple orbit constellations with very high throughput satellites ((VHTS)) and software defined satellites ((SDS)).. Our offering is comprised of a cloud--based platform and high--performance satellite terminals;; high performance Satellite On--the--Move ((SOTM)) antennas;; highly efficient,, high--power Solid State Power Amplifiers ((SSPA)) and Block Upconverters ((BUC)) and includes integrated ground systems for commercial and defense,, field services,, network management software,, and cybersecurity services..

Gilat's comprehensive offering supports multiple applications with a full portfolio of products and tailored solutions to address key applications including broadband access,, mobility,, cellular backhaul,, enterprise,, defense,, aerospace,, broadcast,, government,, and critical infrastructure clients all while meeting the most stringent service level requirements.. For more information,, please visit:: www..gilat..com

Certain statements made herein that are not historical are forward--looking within the meaning of the Private Securities Litigation Reform Act of 11999955.. The words "estimate",, "project",, "intend",, "expect",, "believe" and similar expressions are intended to identify forward--looking statements.. These forward--looking statements involve known and unknown risks and uncertainties.. Many factors could cause the actual results,, performance or achievements of Gilat to be materially different from any future results,, performance or achievements that may be expressed or implied by such forward--looking statements,, including,, among others,, changes in general economic and business conditions,, inability to maintain market acceptance to Gilat's products,, inability to timely develop and introduce new technologies,, products and applications,, rapid changes in the market for Gilat's products,, loss of market share and pressure on prices resulting from competition,, introduction of competing products by other companies,, inability to manage growth and expansion,, loss of key OEM partners,, inability to attract and retain qualified personnel,, inability to protect the Company's proprietary technology and risks associated with Gilat's international operations and its location in Israel,, including those related to the hostilities between Israel and Hamas.. For additional information regarding these and other risks and uncertainties associated with Gilat's business,, reference is made to Gilat's reports filed from time to time with the Securities and Exchange Commission.. We undertake no obligation to update or revise any forward--looking statements for any reason..

Contact::

Gilat Satellite Networks Hagay Katz,, Chief Products and Marketing Officer hagayk@gilat..com

Alliance Advisors

GilatIR@allianceadvisors..com Phone:: ++11 221122 883388 33777777

GILAT SATELLITE NETWORKS LTD.. CONSOLIDATED STATEMENTS OF INCOME ((LOSS)) U..S.. dollars in thousands ((except share and per share data))

	Three months ended March 3311,,
		22002255		22002244
				Unaudited
Revenues	\$\$	9922,,003377	\$\$	7766,,007788
Cost of revenues		6633,,663399		4488,,002244
Gross profit		2288,,339988		2288,,005544
Research and development expenses,, net		1111,,662211		99,,331199
Selling and marketing expenses		88,,220022		77,,007777
General and administrative expenses		66,,778844		88,,007777
Other operating expenses ((income)),, net		44,,553388		((11,,881100))
Total operating expenses		3311,,114455		2222,,666633
Operating income ((loss))		((22,,774477))		55,,339911
Financial income ((expenses)),, net		((993366))		551133
Income ((loss)) before taxes on income		((33,,668833))		55,,990044
Taxes on income		((22,,331133))		((994400))
Net income ((loss))	\$\$	((55,,999966))	\$\$	44,,996644
Earnings ((losses)) per share ((basic and diluted))	\$\$	((001111))	\$\$	000099
Weighted average number of shares used in computing earnings ((losses)) per share ((Basic and Diluted))		5577,,003377,,667711		5577,,001166,,558855

GILAT SATELLITE NETWORKS LTD.. RECONCILIATION BETWEEN GAAP AND NON--GAAP CONSOLIDATED STATEMENTS OF INCOME ((LOSS)) FOR COMPARATIVE PURPOSES

U..S.. dollars in thousands ((except share and per share data))

		Three months ended March 3311,, 22002255					Three months ended March 3311,, 22002244
		GAAP		Adjustments ((**))		Non--GAAP		GAAP	Adjustments ((**))			Non--GAAP
				Unaudited						Unaudited
Gross profit	\$\$	2288,,339988		881100	\$\$	2299,,220088	\$\$	2288,,005544		772266	\$\$	2288,,778800
Operating expenses		3311,,114455		((77,,009900))		2244,,005555		2222,,666633		((449999))		2222,,116644
Operating income ((loss))		((22,,774477))		77,,990000		55,,115533		55,,339911		11,,222255		66,,661166
Income ((loss)) before taxes on income		((33,,668833))		77,,990000		44,,221177		55,,990044		11,,222255		77,,112299
Net income ((loss))	\$\$	((55,,999966))		77,,882233	\$\$	11,,882277	\$\$	44,,996644		11,,005500	\$\$	66,,001144
Earnings ((losses)) per share ((basic and diluted))	\$\$	((001111))	\$\$	001144	\$\$	000033	\$\$	000099	\$\$	000022	\$\$	001111
Weighted average number of shares used in computing earnings ((losses)) per share
Basic		5577,,003377,,667711				5577,,003377,,667711		5577,,001166,,558855				5577,,001166,,558855
Diluted		5577,,003377,,667711				5588,,000055,,223322		5577,,001166,,558855				5577,,110088,,773344

((**)) Adjustments reflect the effect of stock--based compensation expenses as per ASC 771188,, amortization of purchased intangibles,, other operating income ((expenses)),, net,, other integration expenses and income tax effect on such adjustments which is calculated using the relevant effective tax rate..

	Three months ended March 3311,, 22002255		Three months ended March 3311,, 22002244
		Unaudited	Unaudited
GAAP net income ((loss))	\$\$	((55,,999966))	\$\$ 44,,996644
Gross profit
Stock--based compensation expenses		117733	115500
Amortization of purchased intangibles		660000	550077
Other integration expenses		3377	6699
		881100	772266
Operating expenses
Stock--based compensation expenses		990011	771177
Stock--based compensation expenses related to business combination		660077	11,,332244
Amortization of purchased intangibles		888844	225577
Other operating expenses ((income)),, net **))		44,,553388	((11,,881100))
Other integration expenses		116600	1111
		77,,009900	449999
Taxes on income		((7777))	((117755))
Non--GAAP net income	\$\$	11,,882277	\$\$ 66,,001144

**)) Including M&&A expenses related to business combinations in the amounts of \$\$22,,220055 and \$\$331188 for the three months ended March 3311,, 22002255 and 22002244,, respectively

GILAT SATELLITE NETWORKS LTD.. SUPPLEMENTAL INFORMATION U..S.. dollars in thousands

ADJUSTED EBITDA::

		Three months ended March 3311,,
		22002255		22002244
			Unaudited
GAAP net income ((loss))	\$\$	((55,,999966))	\$\$	44,,996644
Adjustments::
Financial expenses ((income)),, net		993366		((551133))
Taxes on income		22,,331133		994400
Stock--based compensation expenses		11,,007744		886677
Stock--based compensation expenses related to business combination		660077		11,,332244
Depreciation and amortization ((**))		33,,996622		33,,448811
Other operating expenses ((income)),, net		44,,553388		((11,,881100))
Other integration expenses		119977		8800
Adjusted EBITDA	\$\$	77,,663311	\$\$	99,,333333

((**)) Including amortization of lease incentive

SEGMENT REVENUES::

		Three months ended March 3311,,
		22002255		22002244
			Unaudited
Commercial	\$\$	6644,,222200	\$\$	4411,,119933
Defense		2233,,001111		1177,,223300
Peru		44,,880066		1177,,665555
Total revenues	\$\$	9922,,003377	\$\$	7766,,007788

GILAT SATELLITE NETWORKS LTD.. CONSOLIDATED BALANCE SHEETS U..S.. dollars in thousands

		March 3311,, 22002255	December 3311,, 22002244
		Unaudited	Audited
ASSETS
CURRENT ASSETS::
Cash and cash equivalents	\$\$	6633,,778833	\$\$ 111199,,338844
Restricted cash		447700	885533
Trade receivables,, net		4499,,116644	4499,,660000
Contract assets		3333,,339944	2244,,994411
Inventories		5599,,443311	3388,,889900
Other current assets		3344,,339955	2211,,996633
Total current assets		224400,,663377	225555,,663311
LONG--TERM ASSETS::
Restricted cash		1133	1122
Long--term contract assets		77,,445500	88,,114466
Severance pay funds		55,,884477	55,,996666
Deferred taxes		99,,991122	1111,,889966
Operating lease right--of--use assets		66,,440000	66,,555566
Other long--term assets		88,,553399	55,,228888
Total long--term assets		3388,,116611	3377,,886644
PROPERTY AND EQUIPMENT,, NET		6699,,887788	7700,,883344
INTANGIBLE ASSETS,, NET		6644,,992288	1122,,992255
GOODWILL		116699,,444444	5522,,449944
TOTAL ASSETS	\$\$	558833,,004488	\$\$ 442299,,774488

GILAT SATELLITE NETWORKS LTD.. CONSOLIDATED BALANCE SHEETS ((Cont..)) U..S.. dollars in thousands

	March 3311,, 22002255 Unaudited	December 3311,, 22002244 Audited
LIABILITIES AND SHAREHOLDERS'' EQUITY
CURRENT LIABILITIES::
Current maturities of long--term loan	\$\$ 33,,000000	\$\$ --
Trade payables	2200,,336644	1177,,110077
Accrued expenses	4488,,224455	4455,,336688
Advances from customers and deferred revenues	7711,,770011	1188,,558877
Operating lease liabilities	22,,886655	22,,555577
Other current liabilities	2244,,661177	1177,,881177
Total current liabilities	117700,,779922	110011,,443366
LONG--TERM LIABILITIES::
Long--term loans	5577,,446699	22,,000000
Accrued severance pay	66,,553366	66,,667777
Long--term advances from customers and deferred revenues	225544	558800
Operating lease liabilities	33,,660088	44,,001144
Other long--term liabilities	4444,,887755	1100,,660066
Total long--term liabilities	111122,,774422	2233,,887777
SHAREHOLDERS'' EQUITY::
Share capital -- ordinary shares of NIS 0022 par value	22,,773366	22,,773333
Additional paid--in capital	994444,,665577	994433,,229944
Accumulated other comprehensive loss	((66,,441111))	((66,,112200))
Accumulated deficit	((664411,,446688))	((663355,,447722))
Total shareholders'' equity	229999,,551144	330044,,443355
TOTAL LIABILITIES AND SHAREHOLDERS'' EQUITY	\$\$ 558833,,004488	\$\$ 442299,,774488

GILAT SATELLITE NETWORKS LTD.. CONSOLIDATED STATEMENTS OF CASH FLOWS U..S.. dollars in thousands

	Three months ended March 3311,,
	22002255	22002244
	Unaudited
Cash flows from operating activities::
Net income ((loss))	\$\$ ((55,,999966))	\$\$ 44,,996644
Adjustments required to reconcile net income ((loss))
to net cash provided by ((used in)) operating activities::
Depreciation and amortization	33,,990055	33,,442255
Stock--based compensation expenses	11,,668811	22,,119911
Accrued severance pay,, net	((2222))	((5555))
Deferred taxes,, net	11,,998844	445511
Decrease ((increase)) in trade receivables,, net	44,,552288	((88,,779977))
Decrease ((increase)) in contract assets	((77,,779988))	66,,224488
Decrease in other assets and other adjustments ((including short--term,, long--term
and effect of exchange rate changes on cash,, cash equivalents and restricted cash))	1188,,339900	33,,550077
Increase in inventories	((1111,,445566))	((33,,119933))
Decrease in trade payables	((77,,882288))	((666666))
Decrease in accrued expenses	((66,,335588))	((11,,224400))
Decrease in advances from customers and deferred revenues	((11,,009966))	((22,,775544))
Increase in other liabilities	33,,445544	113399
Net cash provided by ((used in)) operating activities	((66,,661122))	44,,222200
Cash flows from investing activities::
Purchase of property and equipment	((11,,449900))	((779933))
Investment in other asset	((22,,550000))	--
Acquisitions of subsidiary,, net of cash acquired	((110044,,994433))	--
Net cash used in investing activities	((110088,,993333))	((779933))
Cash flows from financing activities::
Repayment of short--term debt,, net	--	((22,,774444))
Proceeds from long--term loan,, net of associated costs	5588,,997700	--
Net cash provided by ((used in)) financing activities	5588,,997700	((22,,774444))
Effect of exchange rate changes on cash,, cash equivalents and restricted cash	559922	((226688))
Increase ((decrease)) in cash,, cash equivalents and restricted cash	((5555,,998833))	441155
Cash,, cash equivalents and restricted cash at the beginning of the period	112200,,224499	110044,,775511
Cash,, cash equivalents and restricted cash at the end of the period	\$\$ 6644,,226666	\$\$ 110055,,116666