UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

☒   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2021January 29, 2022

 

or

   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___ to ___.

Commission File Number: 0-23246

 

dakt20210111b_10qimg001.jpg

 

Daktronics, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

South Dakota

  

46-0306862

(State or Other Jurisdiction of

Incorporation or Organization)

  

(I.R.S. Employer Identification No.)

    

201 Daktronics Drive

Brookings,

SD

 57006

(Address of Principal Executive Offices)

 

(605) 692-0200

(Registrant’s Telephone Number, Including Area Code)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, No Par Value

DAKT

Nasdaq Global Select Market

Preferred Stock Purchase Rights

DAKT

Nasdaq Global Select Market

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒  No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒  No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

 

Smaller reporting company

   

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

 

The number of shares of the registrant’s common stock outstanding as of August 30, 2021February 22, 2022 was 45,357,234.45,466,357.

 

 

  

 

DAKTRONICS, INC. AND SUBSIDIARIES

FORM 10-Q

For the Quarter Ended July 31, 2021January 29, 2022

 

Table of Contents

 

 

  

Page

Part I.

Financial Information

1

Item 1.

Financial Statements (Unaudited)

1

 

Condensed Consolidated Balance Sheets as of July 31, 2021January 29, 2022 and May 1, 2021

1

 

Condensed Consolidated Statements of Operations for the Three and Nine Months Ended July 31,January 29, 2022 and January 30, 2021 and August 1, 2020

2

 

Condensed Consolidated Statements of Comprehensive (Loss) Income for the Three and Nine Months Ended July 31,January 29, 2022 and January 30, 2021 and August 1, 2020

3

 

Condensed Consolidated Statements of Shareholders' Equity for the Three and Nine Months Ended July 31,January 29, 2022 and January 30, 2021 and August 1, 2020

4

 

Condensed Consolidated Statements of Cash Flows for the ThreeNine Months Ended July 31,January 29, 2022 and January 30, 2021 and August 1, 2020

6

 

Notes to the Condensed Consolidated Financial Statements

7

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

13

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

1820

Item 4.

Controls and Procedures

1820

   

Part II.

Other Information

1820

Item 1.

Legal Proceedings

1820

Item 1A.

Risk Factors

1820

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

1820

Item 3.

Defaults Upon Senior Securities

1820

Item 4.

Mine Safety Disclosures

1821

Item 5.

Other Information

1821

Item 6.

Exhibits

1821

   
Index to Exhibits1922

Signatures

2023

 

 

 

 

PART I. FINANCIAL INFORMATION

 

Item 1. FINANCIAL STATEMENTS

 

DAKTRONICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)

(unaudited)

 

 

July 31,

 

May 1,

  

January 29,

 

May 1,

 
 

2021

  

2021

  

2022

  

2021

 

ASSETS

        

CURRENT ASSETS:

  

Cash and cash equivalents

 $74,658  $77,590  $30,883  $77,590 

Restricted cash

 2,541  2,812  836  2,812 

Marketable securities

 4,035 0 

Accounts receivable, net

 78,497  67,808  96,710  67,808 

Inventories

 84,514  74,356  111,110  74,356 

Contract assets

 38,133  32,799  39,874  32,799 

Current maturities of long-term receivables

 1,756  1,462  1,550  1,462 

Prepaid expenses and other current assets

 9,821  7,445  12,903  7,445 

Income tax receivables

  635   731   2,426   731 

Total current assets

  290,555   265,003   300,327   265,003 
  

Property and equipment, net

 56,208  58,682  58,262  58,682 

Long-term receivables, less current maturities

 1,390  1,635  7,655  1,635 

Goodwill

 8,311  8,414  8,099  8,414 

Intangibles, net

 1,780  2,083  1,579  2,083 

Investment in affiliates and other assets

 26,271  27,403  27,398  27,403 

Deferred income taxes

  11,941   11,944   11,731   11,944 

TOTAL ASSETS

 $396,456  $375,164  $415,051  $375,164 
  

LIABILITIES AND SHAREHOLDERS' EQUITY

        

CURRENT LIABILITIES:

  

Accounts payable

 $57,775  $40,251  $62,835  $40,251 

Contract liabilities

 67,507  64,495  79,591  64,495 

Accrued expenses

 27,650  30,672  32,031  30,672 

Warranty obligations

 9,986  10,464  11,378  10,464 

Income taxes payable

  496   738   545   738 

Total current liabilities

  163,414   146,620   186,380   146,620 
  

Long-term warranty obligations

 15,395  15,496  15,793  15,496 

Long-term contract liabilities

 10,586  10,720  10,738  10,720 

Other long-term obligations

 7,848  7,816  7,460  7,816 

Long-term income taxes payable

 654  548  478  548 

Deferred income taxes

  378   410   363   410 

Total long-term liabilities

  34,861   34,990   34,832   34,990 
  

SHAREHOLDERS' EQUITY:

  

Common Stock, no par value, authorized 115,000,000 shares; 46,444,603 and 46,264,576 shares issued at July 31, 2021 and May 1, 2021, respectively

 61,172  60,575 

Common Stock, no par value, authorized 115,000,000 shares; 46,733,544 and 46,264,576 shares issued at January 29, 2022 and May 1, 2021, respectively

 61,794  60,575 

Additional paid-in capital

 47,117  46,595  47,903  46,595 

Retained earnings

 99,701  96,016  97,725  96,016 

Treasury Stock, at cost, 1,266,401 and 1,297,409 shares at July 31, 2021 and May 1, 2021, respectively

 (7,101) (7,297)

Treasury Stock, at cost, 1,866,526 and 1,297,409 shares at January 29, 2022 and May 1, 2021, respectively

 (10,101) (7,297)

Accumulated other comprehensive loss

  (2,708)  (2,335)  (3,482)  (2,335)

TOTAL SHAREHOLDERS' EQUITY

  198,181   193,554   193,839   193,554 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

 $396,456  $375,164

 

 $415,051  $375,164

 

 

See notes to condensed consolidated financial statements.

 

 

1

 

 

DAKTRONICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

 

 

Three Months Ended

  

Three Months Ended

  

Nine Months Ended

 
 

July 31,

 

August 1,

  

January 29,

 

January 30,

 

January 29,

 

January 30,

 
 

2021

  

2020

  

2022

  

2021

  

2022

  

2021

 

Net sales

 $144,732  $143,644  $139,558  $94,139  $448,767  $365,150 

Cost of sales

  112,544   107,883   117,250   70,198   362,007   272,134 

Gross profit

 32,188  35,761  22,308  23,941  86,760  93,016 
  

Operating expenses:

  

Selling

 11,795  11,556  12,735  12,004  37,012  36,214 

General and administrative

 7,571  7,124  8,328  6,389  24,100  20,777 

Product design and development

  7,162   7,532   6,925   5,784   21,283   20,053 
  26,528   26,212   27,988   24,177   82,395   77,044 

Operating income

  5,660   9,549 

Operating (loss)income

  (5,680)  (236)  4,365   15,972 
  

Nonoperating (expense) income:

  

Interest income

 153  85 

Interest expense

 (16) (73)

Interest income (expense), net

 56  (40) 134  (46)

Other (expense) income, net

  (868)  (627)  (793)  (913)  (2,613)  (2,377)
  

Income before income taxes

 4,929  8,934 

Income tax expense

  1,244   1,467 

Net income

 $3,685  $7,467 

(Loss) income before income taxes

 (6,417) (1,189) 1,886  13,549 

Income tax (benefit) expense

  (2,067)  (975)  177   2,880 

Net (loss) income

 $(4,350) $(214) $1,709  $10,669 
  

Weighted average shares outstanding:

  

Basic

 45,139  44,654  45,223  45,064  45,263  44,908 

Diluted

 45,419  44,751  45,223  45,064  45,442  45,061 
  

Earnings per share:

 

(Loss) earnings per share:

 

Basic

 $0.08  $0.17  $(0.10) $(0.00) $0.04  $0.24 

Diluted

 $0.08  $0.17  $(0.10) $(0.00) $0.04  $0.24 
 
 

 

See notes to condensed consolidated financial statements.

 

2

 

 

DAKTRONICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(in thousands)

(unaudited)

 

 

Three Months Ended

  

Three Months Ended

  

Nine Months Ended

 
 

July 31,

 

August 1,

  

January 29,

 

January 30,

 

January 29,

 

January 30,

 
 

2021

  

2020

  

2022

  

2021

  

2022

  

2021

 
  

Net income

 $3,685  $7,467 

Net (loss) income

 $(4,350) $(214) $1,709  $10,669 
  

Other comprehensive (loss) income:

  

Cumulative translation adjustments

 (373) 1,037   (714)  1,296   (1,137)  2,717 

Unrealized gain (loss) on available-for-sale securities, net of tax

  (10)  0   (10)  0 

Total other comprehensive (loss) income, net of tax

  (373)  1,037   (724)  1,296   (1,147)  2,717 

Comprehensive income

 $3,312  $8,504 

Comprehensive (loss) income

 $(5,074) $1,082  $562  $13,386 

 

See notes to condensed consolidated financial statements.

 

3

 

 

DAKTRONICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(in thousands)

(unaudited)

 

                 
 

Common Stock

  

Additional Paid-In Capital

  

Retained Earnings

  

Treasury Stock

  

Accumulated Other Comprehensive Loss

  

Total

  

Common Stock

  

Additional Paid-In Capital

  

Retained Earnings

  

Treasury Stock

  

Accumulated Other Comprehensive Loss

  

Total

 

Balance as of May 1, 2021

 $60,575  $46,595  $96,016  $(7,297) $(2,335) $193,554  $60,575  $46,595  $96,016  $(7,297) $(2,335) $193,554 

Net income

 0  0  3,685  0  0  3,685  0  0  3,685  0  0  3,685 

Cumulative translation adjustments

 0  0  0  0  (373) (373) 0  0  0  0  (373) (373)

Share-based compensation

 0  518  0  0  0  518  0  518  0  0  0  518 

Employee savings plan activity

 597 0 0 0 0 597  597 0 0 0 0 597 

Treasury stock reissued

 0  4  0  196  0  200  0  4  0  196  0  200 

Balance as of July 31, 2021

 $61,172  $47,117  $99,701  $(7,101) $(2,708) $198,181   61,172   47,117   99,701   (7,101)  (2,708)  198,181 

Net income

 0 0 2,374 0 0 2,374 

Cumulative translation adjustments

 0 0 0 0 (50) (50)

Share-based compensation

 0 494 0 0 0 494 

Exercise of stock options

 3 0 0 0 0 3 

Tax payments related to RSU issuances

  0   (199)  0   0   0   (199)

Balance as of October 30, 2021

  61,175   47,412   102,075   (7,101)  (2,758)  200,803 

Net loss

 0 0 (4,350) 0 0 (4,350)

Cumulative translation adjustments

 0 0 0 0 (714) (714)

Unrealized gain (loss) on available-for-sale securities, net of tax

 0 0 0 0 (10) (10)

Share-based compensation

 0 491 0 0 0 491 

Exercise of stock options

 5 0 0 0 0 5 

Employee savings plan activity

 614 0 0 0 0 614 

Treasury stock purchase

  0   0   0   (3,000)  0   (3,000)

Balance as of January 29, 2022

 $61,794  $47,903  $97,725  $(10,101) $(3,482) $193,839 

 

See notes to condensed consolidated financial statements.

 

4

 

DAKTRONICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(continued)

(in thousands)

(unaudited)

 

                 
 

Common Stock

  

Additional Paid-In Capital

  

Retained Earnings

  

Treasury Stock

  

Accumulated Other Comprehensive Loss

  

Total

  

Common Stock

  

Additional Paid-In Capital

  

Retained Earnings

  

Treasury Stock

  

Accumulated Other Comprehensive Loss

  

Total

 

Balance as of May 2, 2020

 $60,010  $44,627  $85,090  $(7,470) $(5,277) $176,980  $60,010  $44,627  $85,090  $(7,470) $(5,277) $176,980 

Net income

 0  0  7,467  0  0  7,467  0  0  7,467  0  0  7,467 

Cumulative translation adjustments

 0  0  0  0  1,037  1,037  0  0  0  0  1,037  1,037 

Share-based compensation

 0  539  0  0  0  539  0  539  0  0  0  539 

Treasury stock reissued

  0   26   0   173   0   199   0   26   0   173   0   199 

Balance as of August 1, 2020

 $60,010  $45,192  $92,557  $(7,297) $(4,240) $186,222   60,010   45,192   92,557   (7,297)  (4,240)  186,222 

Net income

 0 0 3,416 0 0 3,416 

Cumulative translation adjustments

 0 0 0 0 384 384 

Share-based compensation

 0 508 0 0 0 508 

Tax payments related to RSU issuances

  0   (125)  0   0   0   (125)

Balance as of October 31, 2020

  60,010   45,575   95,973   (7,297)  (3,856)  190,405 

Net loss

 0 0 (214) 0 0 (214)

Cumulative translation adjustments

 0 0 0 0 1,296 1,296 

Share-based compensation

 0 516 0 0 0 516 

Employee savings plan activity

  565   0   0   0   0   565 

Balance as of January 30, 2021

 $60,575  $46,091  $95,759  $(7,297) $(2,560) $192,568 

 

See notes to condensed consolidated financial statements.

 

5

 

 

DAKTRONICS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

 

Three Months Ended

  

Nine Months Ended

 
 

July 31,

 

August 1,

  

January 29,

 

January 30,

 
 

2021

  

2020

  

2022

  

2021

 

CASH FLOWS FROM OPERATING ACTIVITIES:

  

Net income

 $3,685  $7,467  $1,709  $10,669 

Adjustments to reconcile net income to net cash (used in) provided by operating activities:

  

Depreciation and amortization

 4,052  4,337  11,544  12,848 

Gain on sale of property, equipment and other assets

 (106) (53) (737) (244)

Share-based compensation

 518  539  1,503  1,563 

Equity in loss of affiliates

 746  529 

Equity in loss of investees

 1,966  1,740 

Provision for doubtful accounts

 (421) 1  (600) 1,551 

Deferred income taxes, net

 (32) (4) 151  (21)

Change in operating assets and liabilities

  (9,461)  (4,271)  (41,000)  20,115 

Net cash (used in) provided by operating activities

  (1,019)  8,545   (25,464)  48,221 
  

CASH FLOWS FROM INVESTING ACTIVITIES:

  

Purchases of property and equipment

 (1,283) (3,155) (10,024) (6,935)

Proceeds from sales of property, equipment and other assets

 149  86  838  470 

Purchases of and loans to equity investment

  (718)  (492)

Purchases of marketable securities

 (4,045) 0 

Proceeds from sales or maturities of marketable securities

 0 982 

Purchases of and loans to equity investees

  (6,695)  (1,328)

Net cash used in investing activities

  (1,852)  (3,561)  (19,926)  (6,811)
  

CASH FLOWS FROM FINANCING ACTIVITIES:

  

Principal payments on long-term obligations

  (200)  (210) (200) (431)

Payments for common shares repurchased

 (3,000) 0 

Proceed from exercise of stock options

 8 0 

Tax payments related to RSU issuances

  (199)  (125)

Net cash used in financing activities

  (200)  (210)  (3,391)  (556)
  

EFFECT OF EXCHANGE RATE CHANGES ON CASH

  (132)  (481)  98   (505)

NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH

  (3,203)  4,293   (48,683)  40,349 
  

CASH, CASH EQUIVALENTS AND RESTRICTED CASH:

  

Beginning of period

  80,402   40,412   80,402   40,412 

End of period

 $77,199  $44,705  $31,719  $80,761 
  

Supplemental disclosures of cash flow information:

  

Cash paid for:

  

Interest

 $0  $43  $0  $195 

Income taxes, net of refunds

 980  786  1,601  1,491 
  

Supplemental schedule of non-cash investing and financing activities:

  

Demonstration equipment transferred to inventory

 $46  $0  $53  $56 

Purchases of property and equipment included in accounts payable

 868  969  1,795  527 

Contributions of common stock under the ESPP

 597  0  1,211  565 

 

See notes to condensed consolidated financial statements.

 

6

 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share data)

(unaudited)

 

Note 1. Basis of Presentation

 

Daktronics, Inc. and its subsidiaries (the “Company”, “Daktronics”, “we”, “our”, or “us”) are the world's industry leader in designing and manufacturing electronic scoreboards, programmable display systems and large screen video displays for sporting, commercial and transportation applications.

 

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary to fairly present our financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions affecting the reported amounts therein. Due to the inherent uncertainty involved in making estimates, actual results in future periods may differ from those estimates.

 

Certain information and disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. The balance sheet at May 1, 2021, has been derived from the audited financial statements at that date, but it does not include all the information and disclosures required by GAAP for complete financial statements. These financial statements should be read in conjunction with our financial statements and notes thereto for the year ended May 1, 2021, which are contained in our Annual Report on Form 10-K previously filed with the Securities and Exchange Commission ("SEC"). The results of operations for the interim periods presented are not necessarily indicative of results that may be expected for any other interim period or for the full fiscal year.

 

Daktronics, Inc. operates on a 52- or 53-week fiscal year, with our fiscal year ending on the Saturday closest to April 30 of each year. When April 30 falls on a Wednesday, the fiscal year ends on the preceding Saturday. Within each fiscal year, each quarter is comprised of 13-week periods following the beginning of each fiscal year. In each 53-week year, an additional week is added to the first quarter, and each of the last three quarters is comprised of a 13-week period. The threenine months ended July 31, 2021January 29, 2022 and August 1, 2020January 30, 2021, contained operating results for 1339 weeks. 

 

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the totals of the same amounts shown in the condensed consolidated statements of cash flows. Restricted cash consists of cash and cash equivalents held in bank deposit accounts to secure issuances of foreign bank guarantees. 

 

 

July 31,

 

August 1,

  

January 29,

 

January 30,

 
 

2021

  

2020

  

2022

  

2021

 

Cash and cash equivalents

 $74,658  $44,609  $30,883  $76,877 

Restricted cash

  2,541   96   836   3,884 

Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statement of cash flows

 $77,199  $44,705 

Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statements of cash flows

 $31,719  $80,761 

 

Other Business Developments - Coronavirus Pandemic

 

During fiscal 2021, the global spread of the coronavirus pandemic ("COVID-19")Impacts to and restrictions impacted our business and created significant volatility, uncertainty and global economic disruption. We took proactive steps to solidify our financial position and mitigate any adverse consequences. Our orders and sales decline, in fiscal 2021, indicate the impacts of the pandemic. To align our expenses to the change in the market, we reduced investments in capital assets, reduced executive pay and board member compensation for fiscal 2021, and instituted initiatives to reduce other costs in the business. On April 1, 2020, our board of directors voted to suspend stock repurchases under our share repurchase program and to suspend dividends for the foreseeable future. In addition, throughout fiscal 2021, we temporarily furloughed employees to manage our cost structure to align with decreased demand.

A special voluntary retirement and voluntary exit incentive program ("Offering") and a reduction in force ("RIF") were instituted during the first quarter of fiscal 2021 to adjust our capacity and reduce on-going expenses due to the reduced revenue and uncertainties created by the COVID-19 pandemic. During the first quarter of fiscal 2021, 60 employees agreed to participate in the Offering and completed employment. The approximate cost of this Offering was $931. Under the RIF, employment was terminated with 108 employees with severance totaling $1,426.

We received governmental wage subsidies from various governmental programs related to COVID implications of $77 and $812 during the three months ended July 31, 2021 and August 1, 2020, respectively and recorded as a reduction of compensation expense, which is mostly included in the "Costs of sales" line item in our condensed consolidated statements of operations. We also have elected to defer payments of the employer portion of social security taxes during the payroll tax deferral period, which ended on December 31, 2020. As of July 31, 2021 the total amount of such deferral was $5,122, which is included in the "Accrued expenses" and in the "Other long-term obligations" line items in our condensed consolidated balance sheet. Per the terms of the deferral program, 50 percent of the deferred amount is due on December 31, 2021 with the remaining 50 percent due on December 31, 2022.

We continue to monitor guidance from international and domestic authorities, regarding the COVID-19 pandemic and may take additional actions based on their requirements and recommendations. Since late fiscal 2021, order and quoting activities have increased creating a strong backlog and positive outlook; however, there is no assurance that this trend will continue in future quarters. Supply chain disruptions continue to emerge as a result of several factors including - the pandemic, shipping container shortages, and the changes in global demand. Specifically, weeconomic conditions are impacted by the global shortage of semiconductors and related electronic components, other materials needed for production, and freight availability. We expect headwinds in material, labor, freight availability and inflationexpected as the world economies recover which from the COVID-may 19cause volatility pandemic, adjust to supply chain conditions and disruptions, and react to the evolving war and geopolitical environment. Our ability to fund operations and capital expenditures in the future will be dependent on our revenue cycles and production costs. While we cannot predict the length or severity ofability to generate cash flow from operations in these conditions, to maintain or improve margins, and to use funds from our credit facility or other funding sources.  

We anticipate needing to utilize a portion of our line of credit which expires in November 2022, and there can be no assurances that we will be successful in renewing the line of credit with sufficient capacity or that we will otherwise be able to obtain sufficient cash. However, based on our initial discussions with lenders and other alternatives we have available to us, such as increasing prices of our goods and services, reducing capital expenditures, reducing operating expenses, negotiating longer payment terms to our suppliers, and obtaining other forms of debt or equity financing, we believe it is reasonably possible theyprobable our existing cash balances and future actions will continuebe sufficient to have some impact onfund our normal business operations during fiscalover the next 2022.twelve months from the date of this Report. 

 

Recent Accounting Pronouncements

 

There have been no material changes to our significant accounting policies and estimates as described in our Annual Report on Form 10-K for the fiscal year ended May 1, 2021.

 

Accounting Standards Adopted

There are no significant Accounting Standard Updates ("ASU's"ASUs") issued that werewe adopted inas of January 29, 2022.

Accounting Standards Not Yet Adopted

In November 2021, the Financial Accounting Standards Board ("FASB") issued ASU 2021-10,Government Assistance (Topic 832): Disclosures by Business Entities About Government Assistance ("ASU 2021-10"), which requires business entities to disclose information about transactions with a government that are accounted for by applying a grant or contribution model by analogy. For transactions covered by ASU 2021-10, the new standard requires the disclosure of information about the nature of the transaction, including significant terms and conditions, as well as the amounts and specific financial statement line items affected by the transaction. ASU 2021-10 is effective for annual periods beginning after December 15, 2021, which for us is the threefirst-months ended quarter of fiscal July 31, 2023. Early adoption is permitted. The Company does not expect the adoption of ASU 2021.-10 to have a material impact on future disclosures. 

 

7

 

Accounting Standards Not Yet Adopted

There are no significant ASU's issued not yet adopted as of July 31, 2021.

 

Note 2. Investments in Affiliates

 

The aggregate amount of our investments in affiliates accounted for under the equity method was $19,141$17,921 and $19,887 atas of July 31, 2021January 29, 2022 and May 1, 2021, respectively. Our proportional share of the respective affiliates' earnings or losses is included in the "Other (expense) income, net" line item in our condensed consolidated statements of operations. For the three and ninemonths ended July 31, 2021 and August 1, 2020January 29, 2022, our share of the losses of our affiliates was $746$401 and $529, respectively.$1,966 as compared to $595 and $1,740 for the three and nine months ended January 30, 2021. We purchased services for research and development activities from our equity method investments.investees. The total of these related party transactions was $470$1,520 for the threenine months ended July 31, 2021January 29, 2022, which wasis included in the "Product design and development" line item in in our condensed consolidated statement of operations, and $275$117 of this remains unpaid and is included in the "Accounts payable"payable " line item in our condensed consolidated balance sheet. There were 0 related party transactions forWe have loaned equity investees $6,335, which is evidenced by convertible notes (“Notes”) and included in the three months ended August 1, 2020.“Long-term receivables, less current maturities" line item in our condensed consolidated balance sheet. 

 

 

Note 3. Earnings Per Share ("EPS")

 

The following is a reconciliation of the net income and common share amounts used in the calculation of basic and diluted EPS for the three and ninemonths ended July 31, 2021January 29, 2022 and August 1, 2020January 30, 2021:

 

 

Net income

  

Shares

  

Per share income

  

Net (loss) income

  

Shares

  

Per share (loss) income

 

For the three months ended July 31, 2021

      

For the three months ended January 29, 2022

      

Basic (loss) earnings per share

 $(4,350) 45,223  $(0.10)

Dilution associated with stock compensation plans

      

Diluted (loss) earnings per share

 $(4,350)  45,223  $(0.10)

For the three months ended January 30, 2021

      

Basic (loss) earnings per share

 $(214) 45,064  $(0.00)

Dilution associated with stock compensation plans

         

Diluted (loss) earnings per share

 $(214)  45,064  $(0.00)

For the nine months ended January 29, 2022

 

Basic earnings per share

 $3,685  45,139  $0.08  $1,709 45,263 $0.04 

Dilution associated with stock compensation plans

   280        179    

Diluted earnings per share

 $3,685   45,419  $0.08  $1,709   45,442  $0.04 

For the three months ended August 1, 2020

      

For the nine months ended January 30, 2021

 

Basic earnings per share

 $7,467  44,654  $0.17  $10,669 44,908 $0.24 

Dilution associated with stock compensation plans

     97         153    

Diluted earnings per share

 $7,467   44,751  $0.17  $10,669   45,061  $0.24 

 

Options outstanding to purchase 1,8102,216 shares of common stock with a weighted average exercise price of $9.52$8.17 for the three months ended July 31, 2021January 29, 2022 and 2,1192,337 shares of common stock with a weighted average exercise price of $9.96$8.70 for the three months ended August 1, 2020January 30, 2021 were not included in the computation of diluted earnings per share because the effects would be anti-dilutive.

Options outstanding to purchase 1,857 shares of common stock with a weighted average exercise price of $9.26 for the nine months ended January 29, 2022 and 2,268 shares of common stock with a weighted average exercise price of $9.29 for the nine months ended January 30, 2021 were not included in the computation of diluted earnings per share because the effects would be anti-dilutive. 

 

 

Note 4. Revenue Recognition

 

Disaggregation of revenue

The following table presents our disaggregation of revenue by segments:

 

 

Three Months Ended July 31, 2021

  

Three Months Ended January 29, 2022

 
       

High School

                

High School

         
 

Commercial

  

Live Events

  

Park and Recreation

  

Transportation

  

International

  

Total

  

Commercial

  

Live Events

  

Park and Recreation

  

Transportation

  

International

  

Total

 

Type of performance obligation

                                    

Unique configuration

 $3,587  $41,508  $4,166  $6,541  $5,883  $61,685  $4,112  $25,950  $4,167  $9,803  $8,606  $52,638 

Limited configuration

 25,907  5,842  22,957  5,352  11,545  71,603  32,081  6,843  18,717  5,269  10,453  73,363 

Service and other

  3,287   5,037   771   665   1,684   11,444   3,902   6,264   837   751   1,803   13,557 
 $32,781  $52,387  $27,894  $12,558  $19,112  $144,732  $40,095  $39,057  $23,721  $15,823  $20,862  $139,558 

Timing of revenue recognition

                                    

Goods/services transferred at a point in time

 $26,379  $6,829  $21,941  $5,571  $12,019  $72,739  $32,829  $8,540  $17,351  $5,576  $10,967  $75,263 

Goods/services transferred over time

  6,402   45,558   5,953   6,987   7,093   71,993   7,266   30,517   6,370   10,247   9,895   64,295 
 $32,781  $52,387  $27,894  $12,558  $19,112  $144,732  $40,095  $39,057  $23,721  $15,823  $20,862  $139,558 

 

  

Three Months Ended August 1, 2020

 
          

High School

             
  

Commercial

  

Live Events

  

Park and Recreation

  

Transportation

  

International

  

Total

 

Type of performance obligation

                        

Unique configuration

 $8,727  $41,975  $7,668  $7,724  $4,012  $70,106 

Limited configuration

  22,555   5,419   20,688   6,266   8,653   63,581 

Service and other

  3,224   4,080   587   508   1,558   9,957 
  $34,506  $51,474  $28,943  $14,498  $14,223  $143,644 

Timing of revenue recognition

                        

Goods/services transferred at a point in time

 $22,892  $6,214  $19,368  $6,374  $9,179  $64,027 

Goods/services transferred over time

  11,614   45,260   9,575   8,124   5,044   79,617 
  $34,506  $51,474  $28,943  $14,498  $14,223  $143,644 
8

 
  

Nine Months Ended January 29, 2022

 
          

High School

             
  

Commercial

  

Live Events

  

Park and Recreation

  

Transportation

  

International

  

Total

 

Type of performance obligation

                        

Unique configuration

 $12,258  $110,986  $15,241  $25,320  $26,051  $189,856 

Limited configuration

  83,965   21,510   66,590   15,173   32,464   219,702 

Service and other

  11,116   18,344   2,531   1,941   5,277   39,209 
  $107,339  $150,840  $84,362  $42,434  $63,792  $448,767 

Timing of revenue recognition

                        

Goods/services transferred at a point in time

 $85,570  $26,877  $62,407  $15,781  $33,801  $224,436 

Goods/services transferred over time

  21,769   123,963   21,955   26,653   29,991   224,331 
  $107,339  $150,840  $84,362  $42,434  $63,792  $448,767 

  

Three Months Ended January 30, 2021

 
          

High School

             
  

Commercial

  

Live Events

  

Park and Recreation

  

Transportation

  

International

  

Total

 

Type of performance obligation

                        

Unique configuration

 $2,087  $14,006  $3,604  $7,880  $5,155  $32,732 

Limited configuration

  24,630   4,536   10,424   3,273   7,391   50,254 

Service and other

  3,368   4,788   616   616   1,765   11,153 
  $30,085  $23,330  $14,644  $11,769  $14,311  $94,139 

Timing of revenue recognition

                        

Goods/services transferred at a point in time

 $25,092  $5,720  $9,163  $3,436  $7,785  $51,196 

Goods/services transferred over time

  4,993   17,610   5,481   8,333   6,526   42,943 
  $30,085  $23,330  $14,644  $11,769  $14,311  $94,139 

  

Nine Months Ended January 30, 2021

 
          

High School

             
  

Commercial

  

Live Events

  

Park and Recreation

  

Transportation

  

International

  

Total

 

Type of performance obligation

                        

Unique configuration

 $14,322  $83,283  $16,363  $24,579  $15,534  $154,081 

Limited configuration

  69,796   14,566   52,808   15,364   24,268   176,802 

Service and other

  10,829   14,777   1,994   1,647   5,020   34,267 
  $94,947  $112,626  $71,165  $41,590  $44,822  $365,150 

Timing of revenue recognition

                        

Goods/services transferred at a point in time

 $71,210  $18,670  $48,249  $15,740  $25,432  $179,301 

Goods/services transferred over time

  23,737   93,956   22,916   25,850   19,390   185,849 
  $94,947  $112,626  $71,165  $41,590  $44,822  $365,150 

 

See "Note 5. Segment Reporting" for a disaggregation of revenue by geography.

 

8

Contract balances

Contract assets represent revenue recognized in excess of amounts billed and include unbilled receivables. Unbilled receivables, which represent an unconditional right to payment subject only to the passage of time, are reclassified to accounts receivable when they are billed according to the contract terms. Contract liabilities represent amounts billed to the customers in excess of revenue recognized to date.

 

The following table reflects the changes in our contract assets and liabilities:

 

 

July 31,

 

May 1,

 

Dollar

 

Percent

  

January 29,

 

May 1,

 

Dollar

 

Percent

 
 

2021

  

2021

  

Change

  

Change

  

2022

  

2021

  

Change

  

Change

 

Contract assets

 $38,133  $32,799  $5,334  16.3% $39,874  $32,799  $7,075  21.6%

Contract liabilities - current

 67,507  64,495  3,012  4.7% 79,591  64,495  15,096  23.4%

Contract liabilities - noncurrent

 10,586  10,720  (134) (1.3)% 10,738  10,720  18  0.2%

 

The changes in our contract assets and contract liabilities from May 1, 2021 to July 31, 2021January 29, 2022 were due to the timing of billing schedules and revenue recognition, which can vary significantly depending on the contractual payment terms and the seasonality of theconstruction and sports markets.market seasonality. We had no material impairments of contract assets for the threenine months ended July 31, 2021January 29, 2022.

 

For service-type warranty contracts, we allocate revenue to this performance obligation, recognize the revenue over time, and recognize costs as incurred. Earned and unearned revenues for these contracts are included in the "Contract assets" and "Contract liabilities" line items in our condensed consolidated balance sheets. Changes in unearned service-type warranty contracts, net were as follows:

 

 

July 31,

  

January 29,

 
 

2021

  

2022

 

Balance at beginning of period

 $24,590  $24,590 

New contracts sold

 10,165  33,145 

Less: reductions for revenue recognized

 (8,669) (30,337)

Foreign currency translation and other

  (86)  (400)

Balance at end of period

 $26,000  $26,998 

 

9

As of July 31, 2021January 29, 2022 and May 1, 2021, our contracts in progress that were identified as loss contracts were immaterial. For these contracts, the provision for losses is included in the "Accrued expenses" line item in our condensed consolidated balance sheets.

 

During the threenine months ended July 31, 2021January 29, 2022, we recognized revenue of $31,587$47,356 related to our contract liabilities as of May 1, 2021.

 

Remaining performance obligations

As of July 31, 2021January 29, 2022, the aggregate amount of the transaction price allocated to the remaining performance obligations was $339,192.$412,675. We expect approximately $297,849$378,092 of our remaining performance obligations to be recognized over the next 12 months, with the remainder recognized thereafter. Remaining performance obligations related to product and service agreements at July 31, 2021January 29, 2022 are $285,322$353,345 and $53,870,$59,330, respectively. Although remaining performance obligations reflect business that is considered to be legally binding, cancellations, deferrals or scope adjustments may occur. Any known project cancellations, revisions to project scope and cost, foreign currency exchange fluctuations, and project deferrals are reflected or excluded in the remaining performance obligation balance, as appropriate.

 

9

 

Note 5. Segment Reporting

 

The following table sets forth certain financial information for each of our five5 reporting segments for the periods indicated:

 

 

Three Months Ended

  

Three Months Ended

  

Nine Months Ended

 
 

July 31,

 

August 1,

  

January 29,

 

January 30,

 

January 29,

 

January 30,

 
 

2021

  

2020

  

2022

  

2021

  

2022

  

2021

 

Net sales:

            

Commercial

 $32,781  $34,506  $40,095  $30,085  $107,339  $94,947 

Live Events

 52,387  51,474  39,057  23,330  150,840  112,626 

High School Park and Recreation

 27,894  28,943  23,721  14,644  84,362  71,165 

Transportation

 12,558  14,498  15,823  11,769  42,434  41,590 

International

  19,112   14,223   20,862   14,311   63,792   44,822 

Total company net sales

 144,732  143,644 
  139,558   94,139   448,767   365,150 
  

Gross profit:

            

Commercial

 7,178  7,742  8,239  8,410  22,862  24,730 

Live Events

 8,582  9,354  3,094  4,256  17,261  20,910 

High School Park and Recreation

 9,509  10,476  6,958  6,437  27,216  25,410 

Transportation

 3,751  5,143  4,108  3,845  12,263  14,300 

International

  3,168   3,046   (91)  993   7,158   7,666 
 32,188  35,761   22,308   23,941   86,760   93,016 
  

Operating expenses:

            

Selling

 11,795  11,556  12,735  12,004  37,012  36,214 

General and administrative

 7,571  7,124  8,328  6,389  24,100  20,777 

Product design and development

  7,162   7,532   6,925   5,784   21,283   20,053 
  26,528   26,212   27,988   24,177   82,395   77,044 

Operating income

  5,660   9,549 

Operating (loss) income

  (5,680)  (236)  4,365   15,972 
  

Nonoperating income (expense):

            

Interest income

 153  85 

Interest expense

 (16) (73)

Interest (expense) income, net

 56  (40) 134  (46)

Other (expense) income, net

  (868)  (627)  (793)  (913)  (2,613)  (2,377)

Income before income taxes

 $4,929  $8,934 

(Loss) income before income taxes

 $(6,417) $(1,189) $1,886  $13,549 
  

Depreciation and amortization:

            

Commercial

 $702  $772  $646 $760 $1,949 $2,253 

Live Events

 1,337  1,451  1,275 1,436 3,860 4,311 

High School Park and Recreation

 438  496  318 464 1,096 1,452 

Transportation

 139  237  136 233 402 704 

International

 726  693  703 738 2,181 2,132 

Unallocated corporate depreciation

  710   688   677   653   2,056   1,996 
 $4,052  $4,337  $3,755  $4,284  $11,544  $12,848 

 

No single geographic area comprises a material amount of our net sales or property and equipment, net of accumulated depreciation, other than the United States. The following table presents information about net sales and property and equipment, net of accumulated depreciation, in the United States and elsewhere:

 

  

Three Months Ended

 
  

July 31,

  

August 1,

 
  

2021

  

2020

 

Net sales:

        

United States

 $123,482  $128,069 

Outside United States

  21,250   15,575 
  $144,732  $143,644 

 

July 31,

 

May 1,

  

Three Months Ended

  

Nine Months Ended

 
 

2021

  

2021

  

January 29,

 

January 30,

 

January 29,

 

January 30,

 

Property and equipment, net of accumulated depreciation:

    
 

2022

  

2021

  

2022

  

2021

 

Net sales:

        

United States

 $48,450  $50,130  $112,389  $78,152  $374,692  $314,674 

Outside United States

  7,758   8,552   27,169   15,987   74,075   50,476 
 $56,208  $58,682  $139,558  $94,139  $448,767  $365,150 

 

10

 
  

January 29,

  

May 1,

 
  

2022

  

2021

 

Property and equipment, net of accumulated depreciation:

        

United States

 $50,271  $50,130 

Outside United States

  7,991   8,552 
  $58,262  $58,682 

We have numerous customers worldwide for sales of our products and services, andservices. noNo customer accounted for 10 percent or more of net sales;sales for the three and nine months ended January 29, 2022; therefore, we are not economically dependent on a limited number of customers for the sale of our products and services.

 

We have numerous raw material and component suppliers, and no supplier accounts for 10 percent or more of our cost of sales; however, we have a number of single-source suppliers that could limit our supply or cause delays in obtaining raw material and components needed in manufacturing.

 

 

Note 6. Goodwill

 

The changes in the carrying amount of goodwill related to each reportable segment for the threenine months ended July 31, 2021January 29, 2022 were as follows:

 

 

Live Events

  

Commercial

  

Transportation

  

International

  

Total

  

Live Events

  

Commercial

  

Transportation

  

International

  

Total

 

Balance as of May 1, 2021

 $2,313  $3,464  $84  $2,553  $8,414  $2,313  $3,464  $84  $2,553  $8,414 

Foreign currency translation

  (6)  (39)  (5)  (53)  (103)  (13)  (90)  (13)  (199)  (315)

Balance as of July 31, 2021

 $2,307  $3,425  $79  $2,500  $8,311 

Balance as of January 29, 2022

 $2,300  $3,374  $71  $2,354  $8,099 

 

We perform an analysis of goodwill on an annual basis, and it is tested for impairment more frequently if events or changes in circumstances indicate that an asset might be impaired. Our annual analysis is performed during our third quarter of each fiscal year based on the goodwill amount as of the first business day of our third fiscal quarter. We performed our annual impairment test on November 2, 2020October 31, 2021 and concluded no goodwill impairment existed.

 

 

Note 7. Financing Agreements

 

As of July 31, 2021January 29, 2022, there were no advances under the loan portion of theour line of credit, and the balance of letters of credit outstanding was approximately $8,142.$4,463. As of July 31, 2021January 29, 2022$26,858$30,537 of the credit facility remains in place and available.

 

We are sometimes required to obtain bank guarantees or other financial instruments for display installations. If we are unable to meet the terms of the arrangement, our customer would draw on the banking arrangement, and the bank would subrogate its loss to Daktronics. As of July 31, 2021January 29, 2022, we had $2,514$715 of such instruments outstanding.

 

As of July 31, 2021January 29, 2022, we were in compliance with all applicable bank loan covenants.

 

 

Note 8. Commitments and Contingencies

 

Litigation: We are a party to legal proceedings and claims which arise during the ordinary course of business. For unresolved legal proceedings or claims, we do not believe there is a reasonable probability that any material loss will be incurred. Accordingly, no material accrual or disclosure of a potential range of loss has been made related to these matters. We do not expect the ultimate liability of these unresolved legal proceedings or claims to have a material effect on our financial position, liquidity or capital resources.

 

Warranties: Changes in our warranty obligation for the threenine months ended January 29, 2022 consisted of the following:

 

 

July 31,

  

January 29,

 
 

2021

  

2022

 

Beginning accrued warranty obligations

 $25,960  $25,960 

Warranties issued during the period

 2,110  7,529 

Settlements made during the period

 (1,470) (5,782)

Changes in accrued warranty obligations for pre-existing warranties during the period, including expirations

  (1,219)  (536)

Ending accrued warranty obligations

 $25,381  $27,171 

 

Performance guarantees: We have entered into standby letters of credit, bank guarantees and surety bonds with financial institutions relating to the guarantee of our future performance on contracts, primarily construction-type contracts. As of July 31, 2021January 29, 2022, we had outstanding letters of credit, bank guarantees and surety bonds in the amount of $8,142, $2,514$4,463, $715 and $50,336,$39,150, respectively. Performance guarantees are issued to certain customers to guarantee the operation and installation of the equipment and our ability to complete a contract. These performance guarantees have various terms but are generally one year. We enter into written agreements with our customers, and those agreements often contain indemnification provisions that require us to make the customer whole if certain acts or omissions by us cause the customer financial loss. We make efforts to negotiate reasonable caps and limitations on the recovery of such damages. As of July 31, 2021January 29, 2022, we were not aware of any indemnification claim from a customer.

11

 

 

Note 9. Income Taxes

 

The provision for income taxes during interim reporting periods is calculated by applying an estimate of the annual effective tax rate to “ordinary” income or loss for the reporting period, adjusted for discrete items. Due to various factors, including our estimate of annual income, our effective tax rate is subject to fluctuation.

 

Our effective tax rate for the three and ninemonths ended July 31, 2021January 29, 2022 was 25.2reflected effective tax rates of 32.2 percent and 9.4 percent, respectively, as compared to 16.4effective tax rates of 82.0 percent and 21.3 percent tax for the three and ninemonths ended August 1, 2020January 30, 2021. The difference in tax rates areis primarily driven by an increase in estimated permanent tax creditscosts such as BEAT and other permanent itemsGILTI proportionate to a decrease in estimated pre-tax earnings in the third quarter of fiscal 2022 compared to similarno change in the estimated valuetax rate from the second quarter to the third quarter of tax credits and other permanent items proportionatefiscal 2021. Additionally, a return to lower estimated pre-tax earningsprovision expense was recorded for the third quarter of fiscal 2022 which impacted the overall effective rate compared to a return to provision benefit recorded in fiscal 2021.

 

We operate both domestically and internationally and, as of July 31, 2021January 29, 2022, undistributed earnings of our foreign subsidiaries were considered to be reinvested indefinitely. Additionally, as of January 29, 2022, we had $654$478 of unrecognized tax benefits which would reduce our effective tax rate if recognized.

 

11

 

Note 10. Fair Value Measurement

 

The following table sets forth by Level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at July 31, 2021January 29, 2022 and May 1, 2021 according to the valuation techniques we used to determine their fair values. There have been no transfers of assets or liabilities among the fair value hierarchies presented.

,

 

Fair Value Measurements

  

Fair Value Measurements

 
 

Level 1

  

Level 2

  

Level 3

  

Total

  

Level 1

  

Level 2

  

Level 3

  

Total

 

Balance as of July 31, 2021

        

Balance as of January 29, 2022

        

Cash and cash equivalents

 $74,658  $0  $0  $74,658  $30,883  $0  $0  $30,883 

Restricted cash

 2,541  0  0  2,541  836  0  0  836 

Available-for-sale securities:

 

US Government Securities

 3,489 0 0 3,489 

US Government sponsored entities

 0 547 0 547 

Derivatives - asset position

 0  46  0  46  0  227  0  227 

Derivatives - liability position

 0  (134) 0  (134) 0  (41) 0  (41)
 $77,199  $(88) $0  $77,111  $35,208  $733  $0  $35,941 

Balance as of May 1, 2021

                

Cash and cash equivalents

 $77,590  $0  $0  $77,590  $77,590  $0  $0  $77,590 

Restricted cash

 2,812  0  0  2,812  2,812  0  0  2,812 

Derivatives - asset position

 0  4  0  4  0  4  0  4 

Derivatives - liability position

 0  (261) 0  (261) 0  (261) 0  (261)

Acquisition-related contingent consideration

  0   0   (363)  (363)  0   0   (363)  (363)
 $80,402  $(257) $(363) $79,782  $80,402  $(257) $(363) $79,782 

 

A roll forward of the Level 3 contingent liabilities, both short- and long-term, for the threenine months ended July 31, 2021January 29, 2022 is as follows:

 

Acquisition-related contingent consideration as of May 1, 2021

 $363  $363 

Additions

 33  33 

Settlements

 (400) (400)

Interest

  4   4 

Acquisition-related contingent consideration as of July 31, 2021

 $0 

Acquisition-related contingent consideration as of January 29, 2022

 $0 

 

There have been no changes in the valuation techniques used by us to value our financial instruments since the end of fiscal 2021. For additional information, see our Annual Report on Form 10-K for the fiscal year ended May 1, 2021 for the methods and assumptions used to estimate the fair value of each class of financial instrument.

 

Note 11. Share Repurchase Program

On June 17, 2016, our Board of Directors approved a stock repurchase program under which we may purchase up to $40,000 of the Company's outstanding shares of common stock. Under this program, we may repurchase shares from time to time in open market transactions and in privately negotiated transactions based on business, market, applicable legal requirements and other considerations. The repurchase program does not require the repurchase of a specific number of shares and may be terminated at any time.

In April 2020, the Board had suspended the program. On December 2, 2021, the Board of Directors of Daktronics voted to reauthorize the stock repurchase program.

During the nine months ended January 29, 2022, we repurchased 600 shares of common stock at a total cost of $3,000. As of January 29, 2022, we had $29,539 of remaining capacity under our current share repurchase program.

12

 

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

FORWARD-LOOKING STATEMENTS

 

Management’sThis section entitled "Management’s Discussion and Analysis of Financial Condition and Results of OperationsOperations" (“MD&A”) is intended to provide a reader of our financial statements with a narrative from the perspective of management on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. The MD&A provides a narrative analysis explaining the reasons for material changes in the Company’s (i) financial condition during the period from the most recent fiscal year-end, May 1, 2021, to and including January 29, 2022 and (ii) results of operations during the current fiscal period(s) as compared to the corresponding period(s) of the preceding fiscal year. 

 

This Quarterly Report on Form 10-Q, including the MD&A, section, contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect our current views with respect to future events and financial performance. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “should,” "will," "continue" and similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. AllAny and all forecasts and projections in this document are “forward looking statements,”statements” and are based on management’s current expectations or beliefs. From time to time, we may also provide oral and written forward-looking statements in other materials we release to the public, such as press releases, presentations to securities analysts or investors, or other communications by us. Any or all of our forward-looking statements in this report and in any public statements we make could be materially different from actual results. Accordingly, we wish to caution investors that any forward-looking statements made by or on behalf of us are subject to uncertainties and other factors that could cause actual results to differ materially from such statements.

 

We also wish to caution investors that other factors might in the future prove to be important in affecting our results of operations. New factors emerge from time to time; it is not possible for management to predict all of such factors, nor can it assess the impact of each such factor on the business or the extent to which any factor, or a combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

 

We undertake no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Our MD&A should be read in conjunction with the Consolidated Financial Statements and related Notes included in Item 1 of Part I1 of this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the fiscal year ended May 1, 2021 (including the information presented therein under Risk Factors), as well other publicly available information.information about our Company.

 

OVERVIEW

 

We are engaged principally in the design, market, and manufacture of a wide range of integrated electronic display systems and related products which are sold in a variety of markets throughout the world and the rendering of related maintenance and professional services. We focus our sales and marketing efforts on markets, geographical regions and products. Our five business segments consist of four domestic business units and the International business unit. The four domestic business units includeconsist of Commercial, Live Events, High School Park and Recreation, and Transportation, all of which include the geographic territories of the United States and Canada.

 

The following selected financial data should be read in conjunction with our Annual Report on Form 10-K for the year ended May 1, 2021 and the consolidated financial statements set forth in that Annual Report on Form 10-K, including the notes to consolidated financial statements included therein.

 

CORONAVIRUS ("COVID-19") PANDEMIC, SUPPLY CHAIN DISRUPTIONS AND DELAYS, AND CURRENT CONDITIONS

Impacts to and changes in global economic conditions are expected as the world economies recover from the COVID-19 pandemic, adjust to supply chain conditions and disruptions, and react to the evolving war and geopolitical environment. We continue to monitor guidance from international and domestic authorities regarding the COVID-19 pandemic and may take additional actions based on their requirements and recommendations. Since late fiscal 2021, our order and quoting activities have increased, creating a strong backlog and positive outlook; however, there is no assurance that this trend will continue in future quarters.

Supply chain disruptions continue to emerge as a result of several factors including - the pandemic, shipping container shortages, labor shortages, and the changes in global demand. Specifically, weWe are specifically impacted by the global shortage of semiconductors and related electronic components, other materials needed for production,components. We have experienced increased input costs in many areas including material, commodity, freight, and freight availability.tariff costs and increased personnel spend throughout the 2022 fiscal year. We expect headwindshave responded to input cost increases by increasing pricing and we began quoting at the new price levels in material, labor, freight availabilitythe third quarter of fiscal 2022. We will continue to monitor our supply chains and inflationour marketplaces and adapt our pricing methodologies as the world economies recover, which may cause volatility in our revenue cycles and production costs. Whilewe see appropriate.   

Although we cannot predict the length or severity of these conditions, we expect continued disruptions in obtaining material, commodities, labor, and freight availability and an increase in inflation as the world economies react to and recover from the pandemic. We also expect impacts to the global economic conditions in reaction to the evolving war and geopolitical environment. Due to longer planning horizons and volatility in supply chains, we plan to carry higher quantities of inventory and anticipate changes in the timing of payments from our customers as we work through different disruptions and fulfill our backlog, all likely creating a consumption of cash. We are also planning additional cash use for capital spending to grow our manufacturing capacity.   

We anticipate needing to utilize a portion of our line of credit which expires in November 2022, and there can be no assurances that we will be successful in renewing the line of credit with sufficient capacity or that we will otherwise be able to obtain sufficient cash. However, based on our initial discussions with lenders and other alternatives we have available to us, such as increasing prices of our goods and services, reducing capital expenditures, reducing operating expenses, negotiating longer payment terms to our suppliers, and obtaining other forms of debt or equity financing, we believe it is probable our existing cash balances and future actions will be sufficient to fund our normal business operations over the next twelve months from the date of this Report. 

All of these conditions will cause volatility in our cash flow, pricing, order volumes, lead-times, competitiveness, revenue cycles, and production costs and it is reasonably possible theylikely these conditions will continue tonegatively affect our financial conditions of operations and cashflows throughout the remainder of fiscal 2022 and have some negative impact oninto fiscal 2023. However, the full impact to our financial condition, results of operations during fiscal 2022.and cash flows cannot be determined at this time.   

 

Refer to the COVID-19 and raw material and component related risk factors disclosed in Item 1A of Part I in our Annual Report on Form 10-K for the fiscal year ended May 1, 2020.2021.

 

13

 

RESULTS OF OPERATIONS

 

COMPARISON OF THE THREE MONTHS ENDED July 31,January 29, 2022 and January 30, 2021 and August 1, 2020

 

Product Order Backlog

Backlog represents the dollar value of orders for integrated electronic display systems and related products and services which are expected to be recognized in net sales in the future. Orders are contractually binding purchase commitments from customers. Orders are included in backlog when we are in receipt of an executed contract and any required deposits or security and have not yet been recognized into net sales. Certain orders for which we have received binding letters of intent or contracts will not be included in backlog until all required contractual documents and deposits are received. Orders and backlog are not measures defined by accounting principles generally accepted in the United States of America ("GAAP"), and our methodology for determining orders and backlog may vary from the methodology used by other companies in determining their orders and backlog amounts.

Order and backlog levels provide management and investors additional details surrounding the results of our business activities in the marketplace and highlights fluctuationsfluctuation caused by seasonality and our large project business. Management uses orders to evaluate market share and performance in the competitive environment. Management uses backlog information for capacity and resource planning. We believe order information is useful to investors because it provides an indication of our market share and provides an indication of future revenues.

Our product order backlog as of July 31, 2021January 29, 2022 was $285$353 million as compared to $192$195 million as of August 1, 2020January 30, 2021 and $251$282 million at October 30, 2021, which was the end of fourthour second quarter of fiscal 2021.2022. We expect to fulfill the backlog as of July 31, 2021January 29, 2022 within the next 24 months. The timing ofand our ability to fulfill backlog may be impacted by project delays resulting from the COVID-19 pandemic and supply chain delays.

issues.

Net Sales

The following table shows information regarding net sales for the three months ended July 31, 2021January 29, 2022 and August 1, 2020:January 30, 2021:

 

 

Three Months Ended

  

Three Months Ended

 
 

July 31,

 

August 1,

 

Dollar

 

Percent

  

January 29,

 

January 30,

 

Dollar

 

Percent

 

(in thousands)

 

2021

  

2020

  

Change

  

Change

  

2022

  

2021

  

Change

  

Change

 

Net sales:

                

Commercial

 $32,781  $34,506  $(1,725) (5.0)% $40,095  $30,085  $10,010  33.3%

Live Events

 52,387  51,474  913  1.8  39,057  23,330  15,727  67.4 

High School Park and Recreation

 27,894  28,943  (1,049) (3.6) 23,721  14,644  9,077  62.0 

Transportation

 12,558  14,498  (1,940) (13.4) 15,823  11,769  4,054  34.4 

International

  19,112   14,223   4,889   34.4   20,862   14,311   6,551   45.8 
 $144,732  $143,644  $1,088   0.8% $139,558  $94,139  $45,419   48.2%

Orders:

                

Commercial

 $38,329  $25,533  $12,796  50.1% $47,012  $34,806  $12,206  35.1%

Live Events

 49,686  41,860  7,826  18.7  79,478  11,075  68,403  617.6 

High School Park and Recreation

 45,711  28,099  17,612  62.7  35,884  16,366  19,518  119.3 

Transportation

 21,345  13,089  8,256  63.1  20,810  12,991  7,819  60.2 

International

  26,675   13,572   13,103   96.5   31,605   11,650   19,955   171.3 
 $181,746  $122,153  $59,593   48.8% $214,789  $86,888  $127,901   147.2%

 

Each business unit's order volume was higher inFor the first quarter of fiscal 2022 reflecting the recoverythird quarter, net sales were $139.6 million, an increase of $45.4 million from the impact of the global pandemic among our customers. High School Park and Recreation performed well throughout the pandemic and continues to perform well as we emerge from the pandemicprior year's third quarter. The year-over-year growth was driven by the adoption of video displays at the high school level. The increase also was created by several multimillion-dollar orders ("large orders"). During the quarter, we were awarded a number of arena and stadium projects in both International and Live Events and had increased activity in the Commercial and International digital billboard markets. Large orders create volatility in comparisons between quarters. 

Net sales increased in our International business unit, and decreased in the Commercial, High School Park and Recreation, and Transportation business units. Net sales were relatively flat in our Live Events business unit.orders. Material supply shortages are creating an increase in lead times and extending the timing of converting some orders to sales in the near-term. We expect supply chain conditions to persist through the calendar year.

Order volume increased across all business units in the third quarter of fiscal 2022, reflecting the continued recovery from the impact of the global pandemic among our customers. The pandemic recovery in regions around the world has varied. Some countries have eased travel restrictions and we have seen business in those locations increase. However, other countries still continue to deal with the ongoing challenges of the pandemic.

 

Gross Profit and Contribution Margin

 

 

Three Months Ended

  

Three Months Ended

 
 

July 31, 2021

  

August 1, 2020

  

January 29, 2022

  

January 30, 2021

 
    

As a Percent

    

As a Percent

     

As a Percent

    

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Amount

  

of Net Sales

  

Amount

  

of Net Sales

  

Amount

  

of Net Sales

 

Gross Profit:

  

Commercial

 $7,178  21.9% $7,742  22.4% $8,239  20.5% $8,410  28.0%

Live Events

 8,582  16.4  9,354  18.2  3,094  7.9  4,256  18.2 

High School Park and Recreation

 9,509  34.1  10,476  36.2  6,958  29.3  6,437  44.0 

Transportation

 3,751  29.9  5,143  35.5  4,108  26.0  3,845  32.7 

International

  3,168  16.6   3,046  21.4   (91) (0.4)  993  6.9 
 $32,188  22.2% $35,761  24.9% $22,308  16.0% $23,941  25.4%

 

The decreasedecline in gross profit percentage in all the business units is primarily related to increasedthe ongoing supply chain disruptions and inflationary challenges in input costs including material, freight, tariffs and staffing levels to increase capacity forpersonnel related cost, the higher order volumes. Gross profit was also impacted bydifference in sales mix differences between periods. Duringperiods, a warranty charge in fiscal 2022 third quarter, and other factors experienced during fiscal 2021 which had a positive impact on fiscal 2021 margins. The factors impacting the first quarter we had more large project sales which generally have lower gross profit in the third quarter of fiscal 2021 included a positive $2.1 million or 14.4% gross profit impact litigation claim reversal in High School Park and Recreation and adjustments to operations because of the competitive nature of large projects and lower service revenue as a percentage of sales makeup.COVID-19 pandemic. During the firstthird quarter of fiscal 2021, we earned a higher ratelowered overall staffing and temporarily furloughed employees to achieve lower operating costs to align with the uncertainties faced at that time created by the COVID-19 pandemic. Since the beginning of gross profit on ourfiscal 2022, we have increased manufacturing and service agreements duestaffing levels to reduced stand ready services conducted during the quarter. This was due to lower on-site demand as events were not being held through the various pandemic shutdowns. achieve current and expected future sales levels.

Total warranty costs as a percent of sales for the three months ended July 31, 2021January 29, 2022 compared to the same period one year ago declinedincreased to 1.22.4 percent from 2.1 percent, respectively. 1.6 percent. 

 

14

 

 

Three Months Ended

  

Three Months Ended

 
 

July 31, 2021

        

August 1, 2020

  

January 29, 2022

        

January 30, 2021

 
    

As a Percent

 

Dollar

 

Percent

    

As a Percent

     

As a Percent

 

Dollar

 

Percent

    

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

  

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

 

Contribution Margin:

                        

Commercial

 $3,517  10.7% $(924) (20.8)% $4,441  12.9% $4,321  10.8% $(740) (14.6)% $5,061  16.8%

Live Events

 6,328  12.1  (810) (11.3) 7,138  13.9  547  1.4  (1,515) (73.5) 2,062  8.8 

High School Park and Recreation

 6,765  24.3  (1,150) (14.5) 7,915  27.3  3,938  16.6  (338) (7.9) 4,276  29.2 

Transportation

 2,854  22.7  (1,527) (34.9) 4,381  30.2  3,237  20.5  25  0.8  3,212  27.3 

International

  929  4.9   599  181.5   330  2.3   (2,470) (11.8)  204  (7.6)  (2,674) (18.7)
 $20,393  14.1% $(3,812) (15.7)% $24,205  16.9% $9,573  6.9% $(2,364) (19.8)% $11,937  12.7%

 

Contribution margin is a non-GAAP measure and consists of gross profit less selling expenses. Selling expenses consist primarily of personnel related costs, travel and entertainment expenses, facility-related costs for salesmarketing related expenses (show rooms, product demonstration, depreciation and service offices,maintenance, conventions and trade show expenses), customer relationship management/marketing systems, bad debt expenses, third-party commissions, and expenditures for marketing efforts, including the costs of collateral materials, conventions and trade shows, product demonstrations, customer relationship management systems, and supplies.other expenses.

 

Contribution margin is impacted by the previously discussed sales levels and gross margin changes. Eachfor each business unit and other factors experienced during fiscal 2021. During fiscal 2021, each business unit's contribution margin was impacted by changes in selling expense which included an increasea decrease in personnel related expenses increasesand continued reductions in travel and entertainment, marketing, and convention related expenses due to limited ability to travel or fewer number of conventions because of COVID-19 restrictions. These savings were partly offset by a $0.4$1.3 million increase in bad debt recovery inexpenses. During fiscal 2021, we had lowered overall staffing and furloughed employees to achieve lower operating costs to align with the International business unit. Marketinguncertainties created by the COVID-19 pandemic. Since the beginning of fiscal 2022, we have adjusted our sales and marketing activities and staffing levels to achieve current and expected future sales expenses increased as order activity increased and travel restrictions were lifted. levels.

 

Reconciliation from non-GAAP contribution margin to operating marginloss GAAP measure is as follows: 

 

 

Three Months Ended

  

Three Months Ended

 
 

July 31, 2021

        

August 1, 2020

  

January 29, 2022

        

January 30, 2021

 
    

As a Percent

 

Dollar

 

Percent

    

As a Percent

     

As a Percent

 

Dollar

 

Percent

    

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

  

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

 

Contribution margin

 $20,393  14.1% $(3,812) (15.7)% $24,205  16.9% $9,573  6.9% $(2,364) (19.8)% $11,937  12.7%

General and administrative

 7,571  5.2  447  6.3  7,124  5.0  8,328  6.0  1,939  30.3  6,389  6.8 

Product design and development

  7,162  4.9   (370) (4.9)  7,532  5.2   6,925  5.0   1,141  19.7   5,784  6.1 

Operating income

 $5,660  3.9% $(3,889) (40.7)% $9,549  6.6%

Operating (loss) income

 $(5,680) (4.1)% $(5,444) 2306.8% $(236) (0.3)%

Since the beginning of fiscal 2022, we have adjusted our staffing levels to current and expected future business activity levels. Through the third quarter of fiscal 2021, we lowered overall staffing and temporarily furloughed employees to achieve lower operating costs to align with the uncertainties faced at that time created by the COVID-19 pandemic.

General and administrative expenses in the third quarter of fiscal 2022 increased as compared to the same period one year ago primarily due to increases in personnel related expenses.

Product design and development expensesin the third quarter of fiscal 2022 increased as compared to the same period one year ago primarily due to an increase in personnel related expenses.

Decreased contribution margin and increased spend in general and administrative and product development led to a larger operating loss for the third quarter of fiscal 2022 compared to the prior year third quarter.

Other Income and Expenses

  

Three Months Ended

 
  

January 29, 2022

          

January 30, 2021

 
      

As a Percent

  

Dollar

  

Percent

      

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

 

Interest (expense) income, net

 $56   0.0% $96   (240.0)% $(40)  (0.0)%

Other (expense) income, net

 $(793)  (0.6)% $120   (13.1)% $(913)  (1.0)%

Interest (expense) income, net: The change in interest income and expense, net for the third quarter of fiscal 2022 compared to the same period one year ago was primarily due to the reduction of interest expense, as we have no outstanding amounts due on the line of credit this year as compared to $15.0 million last year.

Other (expense) income, net: The change in other income and expense, net for the third quarter of fiscal 2022 as compared to the same period one year ago was primarily due to losses recorded for equity method affiliates and foreign currency volatility.

Income Taxes

We have recorded an effective tax rate of 32.2 percent for the third quarter of fiscal 2022 as compared to 82.0 percent for the third quarter of fiscal 2021. The decrease in tax rate is primarily driven by an increase in estimated permanent tax costs such as BEAT and GILTI proportionate to a decrease in estimated pre-tax earnings in the third quarter of fiscal 2022 compared to discrete tax benefits recorded proportionate to the book loss recognized in the third quarter of fiscal 2021.

15

RESULTS OF OPERATIONS

COMPARISON OF THE Nine MONTHS ENDED January 29, 2022 and January 30, 2021

Net Sales

The following table shows information regarding net sales for the nine months ended January 29, 2022 and January 30, 2021:

  

Nine Months Ended

 
  

January 29,

  

January 30,

  

Dollar

  

Percent

 

(in thousands)

 

2022

  

2021

  

Change

  

Change

 

Net sales:

                

Commercial

 $107,339  $94,947  $12,392   13.1%

Live Events

  150,840   112,626   38,214   33.9 

High School Park and Recreation

  84,362   71,165   13,197   18.5 

Transportation

  42,434   41,590   844   2.0 

International

  63,792   44,822   18,970   42.3 
  $448,767  $365,150  $83,617   22.9%

Orders:

                

Commercial

 $143,699  $92,929  $50,770   54.6%

Live Events

  169,665   93,619   76,046   81.2 

High School Park and Recreation

  107,246   64,582   42,664   66.1 

Transportation

  56,854   37,713   19,141   50.8 

International

  82,778   55,864   26,914   48.2 
  $560,242  $344,707  $215,535   62.5%

Sales and orders increased, as demand was up across all markets in the nine months ended January 29, 2022 compared to the prior year nine-month periods. During the nine months ended January 30, 2021, sales and orders in all business units were negatively impacted as a result of the economic downturn caused by the COVID-19 pandemic. 

Net sales during thenine months ended January 29, 2022increased due to the conversion of the higher order volume for reasons noted below to sales during the first nine months of the year, including several large multimillion-dollar orders ("large orders") in both Live Events and International. Material supply and labor shortages are creating an increase in lead times, extending the timing of converting some orders to sales in the near-term. 

Orders during the first nine months ended January 29, 2022 continued to improve, reflecting the continued economic recovery from the impact of the global pandemic among our customers.

Gross Profit and Contribution Margin

  

Nine Months Ended

 
  

January 29, 2022

  

January 30, 2021

 
      

As a Percent

      

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Amount

  

of Net Sales

 

Gross Profit:

                

Commercial

 $22,862   21.3% $24,730   26.0%

Live Events

  17,261   11.4   20,910   18.6 

High School Park and Recreation

  27,216   32.3   25,410   35.7 

Transportation

  12,263   28.9   14,300   34.4 

International

  7,158   11.2   7,666   17.1 
  $86,760   19.3% $93,016   25.5

%

The decline in gross profit percentage is primarily related to the ongoing supply chain disruptions and inflationary challenges in materials, freight and personnel related costs; the difference in sales mix between periods; and other factors experienced during fiscal 2021 which had a positive impact on fiscal 2021 margins. The factors impacting the gross profit in fiscal 2021 included the positive $2.1 million litigation claim reversal in High School Park and Recreation and $1.6 million of COVID relief governmental subsidies offset by $2.8 million of severance costs to reduce our workforce to adjust to the impacts of the COVID-19 pandemic.

During the uncertainties created by the COVID-19 pandemic during fiscal 2021, we lowered overall staffing and temporarily furloughed employees. Since the beginning of fiscal 2022, we have increased our manufacturing and services personnel levels to achieve current and expected future sales levels.

During the first nine months of fiscal 2021, we earned a higher rate of gross profit on our service agreements due to reduced stand ready services conducted during the year because of the pandemic. During the first nine months of fiscal year 2022, we had more large project sales which generally have lower gross profit because of their competitive nature. 

Total warranty cost as a percent of sales for the nine months ended January 29, 2022 compared to the same period one year ago increased to 1.6 percent from 1.5 percent. 

16

  

Nine Months Ended

 
  

January 29, 2022

          

January 30, 2021

 
      

As a Percent

  

Dollar

  

Percent

      

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

 

Contribution Margin:

                        

Commercial

 $11,247   10.5% $(3,036)  (21.3)% $14,283   15.0%

Live Events

  10,199   6.8   (3,882)  (27.6)  14,081   12.5 

High School Park and Recreation

  18,539   22.0   397   2.2   18,142   25.5 

Transportation

  9,601   22.6   (2,438)  (20.3)  12,039   28.9 

International

  162   0.3   1,905   (109.3)  (1,743)  (3.9)
  $49,748   11.1% $(7,054)  (12.4)% $56,802   15.6%

Contribution margin in the nine months ended January 29, 2022 was impacted by the previously discussed sales levels and impacts within gross profit. 

Since the beginning of fiscal 2022, we have adjusted our sales and marketing activities and staffing levels to achieve current and expected future sales levels. During fiscal 2021, each business unit's contribution margin was impacted by a decrease in personnel related expenses and continued reductions in travel and entertainment, marketing, and convention related expenses due to limited ability to travel or fewer number of conventions because of COVID-19 restrictions. These fiscal 2021 savings were partly offset by a $1.5 million increase in bad debt expenses. During fiscal 2021, we had lowered overall staffing and furloughed employees to achieve lower operating costs to align with the uncertainties created by the COVID-19 pandemic.

Reconciliation from non-GAAP contribution margin to operating income GAAP measure is as follows: 

  

Nine Months Ended

 
  

January 29, 2022

          

January 30, 2021

 
      

As a Percent

  

Dollar

  

Percent

      

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

 

Contribution margin

 $49,748   11.1% $(7,054)  (12.4)% $56,802   15.6%

General and administrative

  24,100   5.4   3,323   16.0   20,777   5.7 

Product design and development

  21,283   4.7   1,230   6.1   20,053   5.5 

Operating income

 $4,365   1.0% $(11,607)  (72.7)% $15,972   4.4%

Through the third quarter of fiscal 2021, we lowered overall staffing and temporarily furloughed employees to achieve lower operating costs to align with the uncertainties faced at that time created by the COVID-19 pandemic. Since the beginning of fiscal 2022, we have adjusted our staffing levels to current and expected future business activity levels.

 

General and administrative expenses infor the first quarter of fiscalnine months ended January 29, 2022 increased as compared to the same period one year ago primarily due to increases in personnel related expenses. 

 

Product design and development expenses in the first quarter of fiscalnine months ended January 29, 2022 stayed relatively steady as compared to the same period one year ago declined for decreased spend for professional services.ago.

Operating income was lower than the previous year due to a lower contribution margin and an increase in personnel expense to match the increase in orders discussed above. 

 

Other Income and Expenses

 

 

Three Months Ended

  

Nine Months Ended

 
 

July 31, 2021

        

August 1, 2020

  

January 29, 2022

        

January 30, 2021

 
    

As a Percent

 

Dollar

 

Percent

    

As a Percent

     

As a Percent

 

Dollar

 

Percent

    

As a Percent

 

(in thousands)

 

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

  

Amount

  

of Net Sales

  

Change

  

Change

  

Amount

  

of Net Sales

 

Interest (expense) income, net

 $137  0.1% $125  1041.7% $12  0.0% $134  0.0% $180  (391.3)% $(46) (0.0)%

Other (expense) income, net

 $(868) (0.6)% $(241) 38.4% $(627) (0.4)% $(2,613) (0.6)% $(236) 9.9% $(2,377) (0.7)%

 

Interest (expense) income, net:The change in interest income and expense, net for the first quarter of fiscalnine months ended January 29, 2022 compared to the same period one year ago was primarily due to the reduction of interest expense, as we have no outstanding drawings on the line of credit this year as compared to $15.0 million last year.

 

Other (expense) income, net: The change in other income and expense, net for the first quarter of fiscalnine months ended January 29, 2022 as compared to the same period one year ago was primarily due to losses recorded for equity method affiliates and foreign currency volatility.

 

Income Taxes

 

We have recorded an effective tax rate of 25.29.4 percent for the first quarter of fiscalnine months ended January 29, 2022, as compared to 16.4an effective tax rate of 21.3 percent for the first quarter of fiscalnine months ended January 30, 2021. The difference in tax rates areis primarily driven by estimatedan increase in permanent tax creditscosts such as BEAT and other permanent itemsGILTI proportionate to a decrease in estimated pre-tax earnings in the third quarter of fiscal 2022 compared to similarno change in the estimated valuetax rate from the second quarter to the third quarter of tax credits and other permanent items proportionatefiscal 2021. Additionally, a return to lower estimated pre-tax earningsprovision expense was recorded for the third quarter impacting the overall effective rate compared to a return to provision benefit recorded in fiscal 2021.

 

1517

 

LIQUIDITY AND CAPITAL RESOURCES

 

 

Three Months Ended

  

Nine Months Ended

 
 

July 31,

 

August 1,

 

Percent

  

January 29,

 

January 30,

 

Dollar

 

(in thousands)

 

2021

  

2020

  

Change

  

2022

  

2021

  

Change

 

Net cash (used in) provided by:

            

Operating activities

 $(1,019) $8,545  (111.9)% $(25,464) $48,221  $(73,685)

Investing activities

 (1,852) (3,561) (48.0) (19,926) (6,811) (13,115)

Financing activities

 (200) (210) (4.8) (3,391) (556) (2,835)

Effect of exchange rate changes on cash

  (132)  (481)  (72.6)  98   (505)  603 

Net (decrease) increase in cash, cash equivalents and restricted cash

 $(3,203) $4,293   (174.6)% $(48,683) $40,349  $(89,032)

 

Cash decreased by $3.2$48.7 million for the first threenine months of fiscal 2022 primarily due to the use of cash for increases in accounts receivable, inventory, and contract assets, and inventory required to support the increased order volume and holding more inventory as we had morea strategy during this time of supply chain disruptions. The decrease in process coming outcash was also due to investing in capital assets for increased capacity, loans to affiliates, purchase of marketable securities, and purchase of shares through the pandemic timeframe as compared to an increase of $4.3share repurchase program. Cash increased by $40.3 million in the first threenine months of fiscal 2021.2021 because of cash conservation measures during the pandemic, including: reductions in operating asset levels, decreases in capital expenditures, and the suspension of our dividend and share repurchase program.

 

Net cash (used in) provided by operating activities: Net cash used in operating activities was $1.0$25.5 million for the first threenine months of fiscal 2022 compared to net cash provided by operating activities of $8.5$48.2 million in the first threenine months of fiscal 2021. The $9.5$73.7 million decreasedifference between net cash used in fiscal 2022 compared to net cash provided in fiscal 2021 by operating activities was primarily the result of changes in net operating assets and liabilities and a decrease of $3.8 million in net income.liabilities.

 

The changes in net operating assets and liabilities consisted of the following:

 

 

Three Months Ended

  

Nine Months Ended

 
 

July 31,

 

August 1,

  

January 29,

 

January 30,

 
 

2021

  

2020

  

2022

  

2021

 

(Increase) decrease:

        

Accounts receivable

 $(10,412) $(15,514) $(29,015) $9,089 

Long-term receivables

 309  693  205  2,318 

Inventories

 (10,256) 5,826  (37,116) 15,757 

Contract assets

 (5,434) 2,378  (7,534) 5,558 

Prepaid expenses and other current assets

 (2,390) 2,122  (5,465) 2,342 

Income tax receivables

 98  308  (1,696) 492 

Investment in affiliates and other assets

 91  211  (29) 594 

Increase (decrease):

        

Accounts payable

 17,352  1,240  21,429  (14,355)

Contract liabilities

 3,134  (1,095) 15,781  1,480 

Accrued expenses

 (1,392) (2,026) 3,177  (7,557)

Warranty obligations

 (478) 881  916  998 

Long-term warranty obligations

 (100) 550  298  (166)

Income taxes payable

 (130) 398  (239) 1,185 

Long-term marketing obligations and other payables

  147   (243)  (1,712)  2,380 
 $(9,461) $(4,271) $(41,000) $20,115 

 

 

Net cash used in investing activities: Net cash used in investing activities totaled $1.9$19.9 million in the first threenine months of fiscal 2022 compared to net cash used in investing activities of $3.6$6.8 million in the first threenine months of fiscal 2021. Purchases of property and equipment totaled $1.3$10.0 million in the first threenine months of fiscal 2022 compared to $3.2$6.9 million in the first threenine months of fiscal 2021. PurchasesWe used $4.0 million for purchases of and loans to an equity investment totaled $0.7 millionmarketable securities in the first threenine months of fiscal 2022 as compared to $0.5$1.0 million proceeds from sales or maturities of marketable securities in the first nine months of fiscal 2021. Purchases of and loans to affiliates accounted for by the equity investment method totaled $6.7 million in the first threenine months of fiscal 2022 as compared to $1.3 million in the first nine months of fiscal 2021.

 

Net cash used in financing activities: Net cash used in financing activities was $0.2$3.4 million for the threenine months ended January 29, 2022 compared to $0.2$0.6 million in the same period one year ago primarily due to principal payments on long-term obligations.for shares repurchased.

 

Other Liquidity and Capital Resources Discussion: The timing and amounts of working capital changes, dividend payments, stock repurchase program,repurchases, and capital spending impact our liquidity.

 

Working capital was $127.1$113.9 million and $118.4 million at July 31, 2021as of January 29, 2022 and May 1, 2021, respectively. The changes in working capital, particularly changes in accounts receivable, accounts payable, inventory, and contract assets and liabilities, and the sports market and construction seasonality can have a significant impact on the amount of net cash provided by operating activities largely due to the timing of payments and receipts. On multimillion-dollar orders, the time between order acceptance and project completion may extend up to or exceed 12 months or more depending on the amount of custom work and a customer’s delivery needs. We often receive down payments or progress payments on these orders. We expect to use cash in operations as our business grows toreturns and exceeds pre-pandemic levels.

 

We had $7.1$8.9 million of retainage on long-term contracts included in receivables and contract assets as of July 31, 2021,January 29, 2022, which has an impact on our liquidity. We expect to collect these amounts within one year. We have historically financed our cash needs through a combination of cash flow from operations and borrowings under bank credit agreements.

 

As part of our COVID-19 response, ourThe Board of Directors suspended dividends and share repurchases forduring fiscal 2020 as part of our cash conservations measures through the foreseeable future.pandemic. The timing of the future reinstatement of dividends and share repurchases cannot be predicted and is at the discretion of the Board of Directors. Future dividends are also impacted by the limitations imposed in our credit facility, as further described in "Note 7. Financing Agreements" ofin our Annual Report on Form 10-K for the Notes to the Condensed Consolidated Financial Statements included elsewhere in this Report.fiscal year ended May 1, 2021. The share repurchase program was reinstated on December 2, 2021. 

 

1618

Shares may be repurchased from time to time in open market purchases, private transactions or other transactions.  The timing, volume and nature of share repurchases will be at the sole discretion of management and will be dependent on market conditions, applicable securities laws and other factors, and may be suspended or discontinued at any time. During the nine months ended January 29, 2022, we repurchased 600 shares of common stock at a total cost of $3,000.

 

We are sometimes required to obtain bank guarantees or other financial instruments for display installations and utilize a global bank to provide such instruments. If we are unable to complete the installation work, our customer would draw on the banking arrangement, and the bank would subrogate its loss to DaktronicsDaktronics' restricted cash accounts. As of July 31, 2021,January 29, 2022, we had $2.5$0.7 million of such instruments outstanding.

 

We are sometimes required to obtain performance bonds for display installations, and we have a bonding line available through a surety company for an aggregate of $150.0 million in bonded work outstanding. If we were unable to complete the installation work, and our customer would call upon the bond for payment, the surety company would subrogate its loss to Daktronics. As of July 31, 2021,January 29, 2022, we had $50.3$39.2 million of bonded work outstanding against this line.

 

Our business growth and profitability improvement strategies depend on investments in capital expenditures and strategic investments. We are projecting total capital expenditures to be approximately $25 million for fiscal 2022. Projected capital expenditures include manufacturing equipment for new or enhanced product production, expanded capacity, investments in quality and reliability equipment, demonstration and showroom assets, and continued information infrastructure investments. During fiscal 2022, we may choose to invest additional capital in our investments in affiliates to support further development in microLED and other technologies. We also evaluate and may investmake strategic investments in new technologies, in our affiliates, or acquire companies aligned with our business strategy.

  

We believe the audiovisual industry fundamentals will drive long-term growth for our business; however, for the near-term outlook, we expect our customers may continue to have disruptions and may continue to reduce or increase their spend on audiovisual systems and related services as they work through the economic and business implications of COVID-19, and related supply chain challenges. Whilechallenges, and emerging war and geopolitical situations. Ongoing supply chain disruptions and inflationary challenges in materials, freight and personnel related costs also impact our profitability and cash flows. We have increased pricing when we are able in effort to offset the increase in input costs.  

Due to longer planning horizons and volatility in supply chains, we plan to carry higher quantities of inventory and anticipate changes in the timing of payments from our customers as we work through different disruptions and fulfill our backlog. In addition, we are planning additional capital spending to grow our manufacturing capacity. We anticipate needing to utilize a portion of our line of credit which expires in November 2022, and there can be no assurances that we will be successful in renewing the line of credit with sufficient capacity or that we will otherwise be able to obtain sufficient cash. However, based on our initial discussions with lenders and other alternatives we have available to us, such as increasing prices of our goods and services, reducing operating expenses, negotiating longer payment terms to our suppliers, reducing capital expenditures and obtaining other forms of debt or equity financing, we believe it is difficult to estimate the longevityprobable our existing cash balances and severity of the COVID-19 pandemic impact to the economy and to our financial position, operating results, and cash flows, we believe our working capital available from all sourcesfuture actions will be adequatesufficient to meetfund our normal business operations over the cash requirementsnext twelve months from the date of our operations and strategies in the foreseeable future. If the pandemic impact or long-term growth extends beyond current expectations, or if we make significant strategic investments, we may need to utilize and possibly increase our credit facilities or seek other means of financing.this Report. 

 

1719

 

Significant Accounting Policies and Estimates

 

We describe our significant accounting policies in "Note 1. Nature of Business and Summary of Significant Accounting Policies" of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended May 1, 2021. We discuss our critical accounting estimates in "Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the fiscal year ended May 1, 2021. There have been no significantmaterial changes in our significant accounting policies or critical accounting estimates since the end of fiscal 2021.

 

New Accounting Pronouncements

 

For a summary of recently issued accounting pronouncements and the effects of those pronouncements on our financial results, refer to "Note 1. Basis of Presentation" of the Notes to the Condensed Consolidated Financial Statements included elsewhere in this Report.

 

 

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

We are exposed to certain interest rate, foreign currency, and commodity risks as disclosed in our Annual Report on Form 10-K for the fiscal year ended May 1, 2021. There have been no material changes in our exposure to these risks during the first threenine months of fiscal 2022.

 

Item 4. CONTROLS AND PROCEDURES

 

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our “disclosure controls and procedures,” as that term is defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as of July 31, 2021,January 29, 2022, which is the end of the period covered by this Report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that as of July 31, 2021,January 29, 2022, our disclosure controls and procedures were effective.

 

Based on the evaluation described in the foregoing paragraph, our Chief Executive Officer and Chief Financial Officer concluded that during the quarter ended July 31, 2021,January 29, 2022, there was no change in our internal control over financial reporting which has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

PART II. OTHER INFORMATION

 

Item 1. LEGAL PROCEEDINGS

 

Not applicable.

 

Item 1A. RISK FACTORS

 

The discussion of our business and operations included in this Quarterly Report on Form 10-Q should be read together with the risk factors described in Item 1A. of our Annual Report on Form 10-K for the fiscal year ended May 1, 2021. They describe various risks and uncertainties to which we are or may become subject. These risks and uncertainties, together with other factors described elsewhere in this Report, have the potential to affect our business, financial condition, results of operations, cash flows, strategies or prospects in a material and adverse manner. New risks may emerge at any time, and we cannot predict those risks or estimate the extent to which they may affect our financial condition or financial results.

 

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

Share Repurchases

 

DuringThe following table provides information about share repurchases of common stock during the three monthsthird quarter of fiscal 2022 there were no share repurchases during the first two quarters of fiscal 2022: 

Period

 

Total number of shares purchased

  

Average price paid per share (including fees)

  

Total number of shares purchased as part of publicly announces plans or programs

  

Approximate dollar value of shares may yet be purchased under the share repurchase program (1)

 

May 2, 2021 - November 27, 2021

          $32,539,076 

November 28, 2021 - December 25, 2021

  413,055  $5.04   413,055   30,457,171 

December 26, 2021 - January 29, 2022

  187,070  $4.91   187,070   29,539,079 

Total

  600,125       600,125     

(1) The share repurchases described in the above table were made pursuant to the $40.0 million share repurchase program authorized by the Board of Directors on June 17, 2016 and reinstated on December 2, 2021.

Repurchases of shares are treated as dividends under the South Dakota Business Corporation Act (which is codified as Chapter 47-1A to the South Dakota statutes), our repurchases of shares could be affected by the limitations imposed on dividends in our credit facility, as further described in "Note 7. Financing Agreements" in our Annual Report on Form 10-K for the fiscal year ended July 31, 2021, we did not repurchase any shares of our common stock.May 1, 2021.

 

Item 3. DEFAULTS UPON SENIOR SECURITIES

 

Not applicable.

20

 

Item 4. MINE SAFETY DISCLOSURES

 

Not applicable.

 

Item 5. OTHER INFORMATION

 

Not applicable.

 

Item 6. EXHIBITS

 

A list of exhibits required to be filed as part of this report is set forth in the Index of Exhibits, which immediately precedes such exhibits, and is incorporated herein by reference.

 

1821

 

Index to Exhibits

 

Certain of the following exhibits are incorporated by reference from prior filings. The form with which each exhibit was filed and the date of filing are as indicated below; the reports described below are filed as Commission File No. 0-23246 unless otherwise indicated.

 

3.1

Amended and Restated Articles of Incorporation of the Company. (Incorporated by reference to Exhibit 3.1 of the Current Report on Form 10-Q/A (Amendment No. 1) of Daktronics, Inc. filed on December 21, 2018).

3.2

Amended and Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.4 filed with our Annual Report on Form 10-K on June 12, 2013).

4.1

Rights Agreement dated as of November 16, 2018 between Daktronics, Inc. and Equiniti Trust Company, as Rights Agent (Incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K of Daktronics, Inc. filed on November 16, 2018).

4.2First Amendment to Rights Agreement dated as of November 19, 2021 between Daktronics, Inc. and Equiniti Trust Company, as Rights Agent (Incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K of Daktronics, Inc. filed on November 19, 2021). 

10.1

Credit Agreement dated November 15, 2016 by and between the Company and U.S. Bank National Association (Incorporated by reference to Exhibit 10.1 filed with our Current Report on Form 8-K filed on November 16, 2016).

10.2

Revolving Note dated November 15, 2016 issued by the Company to U.S. Bank National Association (Incorporated by reference to Exhibit 10.2 filed with our Current Report on Form 8-K filed on November 16, 2016).

10.3

Second Amendment to Credit Agreement dated as of November 15, 2019 by and between the Company and U.S. Bank National Association (Incorporated by reference to Exhibit 10.1 filed with our Current Report on Form 8-K filed on November 15, 2019).

10.4

Third Amendment to Credit Agreement dated as of August 28, 2020 by and between the Company and U.S. Bank National Association (Incorporated by reference to Exhibit 10.4 filed with our Current Report on Form 10-Q of Daktronics, Inc. filed on August 28, 2020).

10.5Fourth Amendment to Credit Agreement dated as of March 11, 2021 by and between the Company and U.S. Bank National Association (Incorporated by reference to Exhibit 10.5 filed with our Annual Report on Form 10-K on June 11, 2021).

10.6

Security Agreement dated as of August 28, 2020 by and between the Company and U.S. Bank National Association (Incorporated by reference to Exhibit 10.5 filed with our Current Report on Form 10-Q of Daktronics, Inc. filed on August 28, 2020).

10.7

Daktronics, Inc. 2020 Stock Incentive Plan ("2020 Plan") (Incorporated by reference to Exhibit A to the Company's Definitive Proxy Statement on Schedule 14A filed on July 16, 2020).

10.8

Form of Restricted Stock Award Agreement under the 2020 Plan (Incorporated by reference to Exhibit 10.2 filed with our Current Report on Form 8-K on September 3, 2020).

10.9

Form of Non-Qualified Stock Option Agreement Terms and Conditions under the 2020 Plan (Incorporated by reference to Exhibit 10.3 filed with our Current Report on Form 8-K on September 3, 2020).

10.10

Form of Incentive Stock Option Terms and Conditions under the 2020 Plan (Incorporated by reference to Exhibit 10.4 filed with our Current Report on Form 8-K on September 3, 2020).

10.11

Form of Restricted Stock Unit Terms and Conditions under the 2020 Plan (Incorporated by reference to Exhibit 10.5 filed with our Current Report on Form 8-K on September 3, 2020).

31.1

Certification of the Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1)

31.2

Certification of the Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1)

32.1

Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350). (1)

32.2

Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350). (1)

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101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
 

(1)

Filed herewith electronically.

 

1922

 

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 thereunto duly authorized.

 

 

 

 

  

/s/ Sheila M. Anderson

  

Daktronics, Inc.

  

Sheila M. Anderson

  

Chief Financial Officer

  

(Principal Financial Officer and

  

Principal Accounting Officer)

   

Date:

 September 1, 2021March 10, 2022

 

 

 

2023