Cover
Cover - shares | 9 Months Ended | |
Mar. 29, 2024 | Apr. 29, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 29, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-33278 | |
Entity Registrant Name | AVIAT NETWORKS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-5961564 | |
Entity Address, Address Line One | 200 Parker Drive, Suite C100A, | |
Entity Address, City or Town | Austin, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78728 | |
City Area Code | 408 | |
Local Phone Number | 941-7100 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,565,284 | |
Entity Central Index Key | 0001377789 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock | |
Trading Symbol | AVNW | |
Security Exchange Name | NASDAQ | |
Preferred Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Preferred Share Purchase Rights | |
Security Exchange Name | NASDAQ | |
No Trading Symbol Flag | true |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Revenues: | ||||
Total revenues | $ 111,613 | $ 83,480 | $ 294,215 | $ 255,414 |
Cost of revenues: | ||||
Total cost of revenues | 75,079 | 53,647 | 188,999 | 163,907 |
Gross margin | 36,534 | 29,833 | 105,216 | 91,507 |
Operating expenses: | ||||
Research and development | 10,623 | 6,518 | 25,441 | 18,652 |
Selling and administrative | 21,300 | 15,842 | 61,979 | 49,913 |
Restructuring (recovery) charges | (417) | (23) | 2,227 | 2,855 |
Total operating expenses | 31,506 | 22,337 | 89,647 | 71,420 |
Operating income | 5,028 | 7,496 | 15,569 | 20,087 |
Interest expense, net | 928 | 122 | 1,421 | 210 |
Other expense, net | 63 | 306 | 228 | 2,540 |
Income before income taxes | 4,037 | 7,068 | 13,920 | 17,337 |
Provision for income taxes | 619 | 2,179 | 3,607 | 9,148 |
Net income, basic | 3,418 | 4,889 | 10,313 | 8,189 |
Net income, diluted | $ 3,418 | $ 4,889 | $ 10,313 | $ 8,189 |
Net income per share of common stock outstanding: | ||||
Basic (in dollars per share) | $ 0.27 | $ 0.43 | $ 0.86 | $ 0.72 |
Diluted (in dollars per share) | $ 0.27 | $ 0.41 | $ 0.84 | $ 0.69 |
Weighted-average shares outstanding: | ||||
Basic (in shares) | 12,555 | 11,413 | 12,043 | 11,319 |
Diluted (in shares) | 12,779 | 11,884 | 12,325 | 11,829 |
Product sales | ||||
Revenues: | ||||
Total revenues | $ 70,857 | $ 54,811 | $ 196,794 | $ 175,473 |
Cost of revenues: | ||||
Total cost of revenues | 47,791 | 35,745 | 121,775 | 111,567 |
Services | ||||
Revenues: | ||||
Total revenues | 40,756 | 28,669 | 97,421 | 79,941 |
Cost of revenues: | ||||
Total cost of revenues | $ 27,288 | $ 17,902 | $ 67,224 | $ 52,340 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 3,418 | $ 4,889 | $ 10,313 | $ 8,189 |
Other comprehensive (loss) income: | ||||
Net change in cumulative translation adjustments | (341) | 370 | 237 | 258 |
Other comprehensive (loss) income | (341) | 370 | 237 | 258 |
Comprehensive income | $ 3,077 | $ 5,259 | $ 10,550 | $ 8,447 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Current Assets: | ||
Cash and cash equivalents | $ 58,201 | $ 22,242 |
Marketable securities | 988 | 2 |
Accounts receivable, net of allowances of $1,250 and $719 | 138,366 | 101,653 |
Unbilled receivables | 74,650 | 58,588 |
Inventories | 56,812 | 33,057 |
Assets held for sale | 2,720 | 0 |
Other current assets | 30,721 | 22,162 |
Total current assets | 362,458 | 237,704 |
Property, plant and equipment, net | 6,398 | 9,452 |
Goodwill | 8,217 | 5,112 |
Intangible assets, net | 13,995 | 9,046 |
Deferred income taxes | 84,578 | 86,650 |
Right of use assets | 2,985 | 2,554 |
Other assets | 11,712 | 13,978 |
Total assets | 490,343 | 364,496 |
Current Liabilities: | ||
Accounts payable | 64,557 | 60,141 |
Accrued expenses | 38,516 | 24,442 |
Short-term lease liabilities | 780 | 610 |
Advance payments and unearned revenue | 42,144 | 44,268 |
Restructuring liabilities | 350 | 600 |
Other current liabilities | 22,396 | 0 |
Current portion of long-term debt | 2,395 | 0 |
Total current liabilities | 171,138 | 130,061 |
Long-term debt | 46,552 | 0 |
Unearned revenue | 7,676 | 7,416 |
Long-term lease liabilities | 2,370 | 2,140 |
Other long-term liabilities | 405 | 314 |
Reserve for uncertain tax positions | 3,222 | 3,975 |
Deferred income taxes | 473 | 492 |
Total liabilities | 231,836 | 144,398 |
Commitments and contingencies (Note 13) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, 50.0 million shares authorized, none issued | 0 | 0 |
Common stock, $0.01 par value, 300.0 million shares authorized, 12.6 million shares issued and outstanding at March 29, 2024; 11.5 million shares issued and outstanding at June 30, 2023 | 126 | 115 |
Treasury stock | (6,479) | (6,147) |
Additional paid-in-capital | 858,228 | 830,048 |
Accumulated deficit | (577,601) | (587,914) |
Accumulated other comprehensive loss | (15,767) | (16,004) |
Total stockholders’ equity | 258,507 | 220,098 |
Total liabilities and stockholders’ equity | $ 490,343 | $ 364,496 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,250 | $ 719 |
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock shares issued (in shares) | 12,600,000 | 11,500,000 |
Common stock shares outstanding (in shares) | 12,600,000 | 11,500,000 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 29, 2024 | Mar. 31, 2023 | |
Operating Activities | ||
Net income | $ 10,313 | $ 8,189 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation of property, plant and equipment | 3,077 | 4,193 |
Amortization of intangible assets | 651 | 372 |
Provision for uncollectible receivables | 569 | 476 |
Share-based compensation | 5,545 | 5,135 |
Deferred taxes | 2,180 | 5,189 |
Inventory write-downs | 3,589 | 1,715 |
Noncash lease expense | 575 | 524 |
Net (gain) loss on marketable securities | (61) | 1,730 |
Other non-cash operating activities, net | 83 | 34 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 14,312 | (12,212) |
Unbilled receivables | (17,039) | (17,719) |
Inventories | 7,037 | (9,919) |
Accounts payable | (8,841) | 16,344 |
Accrued expenses | 11,449 | (3,594) |
Advance payments and unearned revenue | (4,213) | 1,948 |
Income taxes | 1,099 | 1,932 |
Other assets and liabilities | (8,096) | (13,342) |
Net cash provided by (used in) operating activities | 22,229 | (9,005) |
Investing Activities | ||
Purchase of property, plant and equipment | (1,866) | (5,055) |
Purchase of marketable securities | (925) | 0 |
Proceeds from sale of marketable securities | 0 | 9,163 |
Acquisition, net of cash acquired | (32,162) | (15,769) |
Net cash used in investing activities | (34,953) | (11,661) |
Financing Activities | ||
Proceeds from revolver | 33,200 | 50,200 |
Repayments of revolver | (33,200) | (44,000) |
Proceeds from term loan | 50,000 | 0 |
Repayments of term loan | (625) | 0 |
Payments of deferred financing costs | (79) | 0 |
Payments for repurchase of common stock - treasury shares | (332) | 0 |
Payments for taxes related to net settlement of equity awards | (690) | (1,055) |
Proceeds from issuance of common stock under employee stock plans | 1,005 | 1,074 |
Net cash provided by financing activities | 49,279 | 6,219 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (597) | 9 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 35,958 | (14,438) |
Cash, cash equivalents, and restricted cash, beginning of period | 22,521 | 37,104 |
Cash, cash equivalents, and restricted cash, end of period | 58,479 | 22,666 |
Non-cash investing and financing activities: | ||
Common stock issued in connection with acquisition | $ 22,331 | $ 0 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Beginning balance (in shares) at Jul. 01, 2022 | 11,161 | |||||
Beginning balance at Jul. 01, 2022 | $ 201,753 | $ 112 | $ (6,147) | $ 823,259 | $ (599,442) | $ (16,029) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 8,189 | 8,189 | ||||
Other comprehensive income (loss) | 258 | 258 | ||||
Issuance of common stock under employee stock plans (in shares) | 310 | |||||
Issuance of common stock under employee stock plans | 1,074 | $ 2 | 1,072 | |||
Shares withheld for taxes related to vesting of equity awards (in shares) | (34) | |||||
Shares withheld for taxes related to vesting of equity awards | (1,055) | (1,055) | ||||
Share-based compensation | 5,135 | 5,135 | ||||
Ending balance (in shares) at Mar. 31, 2023 | 11,437 | |||||
Ending balance at Mar. 31, 2023 | 215,354 | $ 114 | (6,147) | 828,411 | (591,253) | (15,771) |
Beginning balance (in shares) at Dec. 30, 2022 | 11,378 | |||||
Beginning balance at Dec. 30, 2022 | 208,496 | $ 114 | (6,147) | 826,812 | (596,142) | (16,141) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 4,889 | 4,889 | ||||
Other comprehensive income (loss) | 370 | 370 | ||||
Issuance of common stock under employee stock plans (in shares) | 71 | |||||
Issuance of common stock under employee stock plans | 327 | $ (1) | 328 | |||
Shares withheld for taxes related to vesting of equity awards (in shares) | (12) | |||||
Shares withheld for taxes related to vesting of equity awards | (366) | $ 1 | (367) | |||
Share-based compensation | 1,638 | 1,638 | ||||
Ending balance (in shares) at Mar. 31, 2023 | 11,437 | |||||
Ending balance at Mar. 31, 2023 | $ 215,354 | $ 114 | (6,147) | 828,411 | (591,253) | (15,771) |
Beginning balance (in shares) at Jun. 30, 2023 | 11,500 | 11,518 | ||||
Beginning balance at Jun. 30, 2023 | $ 220,098 | $ 115 | (6,147) | 830,048 | (587,914) | (16,004) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 10,313 | 10,313 | ||||
Other comprehensive income (loss) | 237 | 237 | ||||
Issuance of common stock under employee stock plans (in shares) | 339 | |||||
Issuance of common stock under employee stock plans | 1,005 | $ 4 | 1,001 | |||
Shares withheld for taxes related to vesting of equity awards (in shares) | (21) | |||||
Shares withheld for taxes related to vesting of equity awards | (690) | (690) | ||||
Stock repurchase (in shares) | (11) | |||||
Stock repurchase | (332) | (332) | ||||
Share-based compensation | 5,545 | 5,545 | ||||
Common stock issued in connection with acquisition (in shares) | 737 | |||||
Common stock issued in connection with acquisition | $ 22,331 | $ 7 | 22,324 | |||
Ending balance (in shares) at Mar. 29, 2024 | 12,600 | 12,562 | ||||
Ending balance at Mar. 29, 2024 | $ 258,507 | $ 126 | (6,479) | 858,228 | (577,601) | (15,767) |
Beginning balance (in shares) at Dec. 29, 2023 | 12,521 | |||||
Beginning balance at Dec. 29, 2023 | 253,936 | $ 125 | (6,479) | 856,735 | (581,019) | (15,426) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 3,418 | 3,418 | ||||
Other comprehensive income (loss) | (341) | (341) | ||||
Issuance of common stock under employee stock plans (in shares) | 58 | |||||
Issuance of common stock under employee stock plans | 175 | $ 1 | 174 | |||
Shares withheld for taxes related to vesting of equity awards (in shares) | (17) | |||||
Shares withheld for taxes related to vesting of equity awards | (567) | (567) | ||||
Stock repurchase | 0 | |||||
Share-based compensation | 1,886 | 1,886 | ||||
Common stock issued in connection with acquisition | $ 0 | |||||
Ending balance (in shares) at Mar. 29, 2024 | 12,600 | 12,562 | ||||
Ending balance at Mar. 29, 2024 | $ 258,507 | $ 126 | $ (6,479) | $ 858,228 | $ (577,601) | $ (15,767) |
The Company and Basis of Presen
The Company and Basis of Presentation | 9 Months Ended |
Mar. 29, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Basis of Presentation | The Company and Basis of Presentation The Company Aviat Networks, Inc. (“Aviat,” the “Company,” “we,” “us,” and “our”) designs, manufactures, and sells wireless networking and access networking solutions and services to mobile and fixed telephone service providers, private network operators, government agencies, transportation and utility companies, public safety agencies and broadcast system operators across the globe. Aviat’s products include broadband wireless access base stations and customer premises equipment for fixed and mobile, point-to-point digital microwave radio systems for access, backhaul, trunking and license-exempt applications, supporting new network deployments, network expansion, and capacity upgrades. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information, and Aviat has made estimates, assumptions and judgments affecting the amounts reported in its unaudited condensed consolidated financial statements and the accompanying notes, as discussed in greater detail below. Accordingly, the statements do not include all information and footnotes required by U.S. GAAP for annual consolidated financial statements. In the opinion of the Company’s management, such interim financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations and cash flows for such periods. The results for the nine months ended March 29, 2024 are not necessarily indicative of the results that may be expected for the full fiscal year or future operating periods. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and footnotes thereto included in Aviat’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All intercompany transactions and accounts have been eliminated. Certain amounts in the financial statements have been reclassified for comparative purposes to conform to the current period financial statement presentation. Aviat’s fiscal year includes 52 or 53 weeks and ends on the Friday nearest to June 30. The three months ended March 29, 2024 and March 31, 2023 both consisted of 13 weeks. Fiscal year 2024 contains 52 weeks and will end on June 28, 2024. Fiscal year 2023 contained 52 weeks and ended on June 30, 2023. Use of Estimates The preparation of unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires the Company to make estimates, assumptions and judgments affecting the amounts reported and related disclosures. Estimates are based upon historical factors, current circumstances and the experience and judgment of the Company’s management. The Company evaluates estimates and assumptions on an ongoing basis and may employ outside experts to assist in making these evaluations. Changes in such estimates, based on more accurate information, or different assumptions or conditions, may affect amounts reported in future periods. Such estimates affect significant items, including revenue recognition, provision for uncollectible receivables, inventory valuation, goodwill and identified intangible assets in business combinations, valuation allowances for deferred tax assets, uncertainties in income taxes, contingencies and recoverability of long-lived assets. Actual results may differ materially from estimates. Summary of Significant Accounting Policies There have been no material changes in the Company’s significant accounting policies as of and for the nine months ended March 29, 2024, as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023. Accounting Standards Not Yet Adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The ASU expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly presented to the chief operating decision maker. The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment. ASU 2023-07 is effective for the Company’s annual reporting beginning in fiscal 2025 and for interim periods beginning in fiscal 2026. The Company is currently evaluating the impact of the ASU on its consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU enhances the transparency and usefulness of income tax information through improvements to disclosures primarily related to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for the Company’s annual reporting beginning in fiscal 2026. The Company is currently evaluating the impact of this ASU on its consolidated financial statements The Company considers the applicability and impact of all ASUs issued by the FASB. The Company determined at this time that all other ASUs issued but not yet adopted are either not applicable or are expected to have a minimal impact on its financial position and results of operations. |
Net Income Per Share of Common
Net Income Per Share of Common Stock | 9 Months Ended |
Mar. 29, 2024 | |
Earnings Per Share [Abstract] | |
Net Income Per Share of Common Stock | Net Income Per Share of Common Stock The following table presents the computation of basic and diluted net income per share: Three Months Ended Nine Months Ended (In thousands, except per share amounts) March 29, March 31, March 29, March 31, Numerator: Net income $ 3,418 $ 4,889 $ 10,313 $ 8,189 Denominator: Weighted-average shares outstanding, basic 12,555 11,413 12,043 11,319 Effect of potentially dilutive equivalent shares 224 471 282 510 Weighted-average shares outstanding, diluted 12,779 11,884 12,325 11,829 Net income per share of common stock outstanding: Basic $ 0.27 $ 0.43 $ 0.86 $ 0.72 Diluted $ 0.27 $ 0.41 $ 0.84 $ 0.69 The following table summarizes the weighted-average equity awards that were excluded from the diluted net income per share calculations since they were anti-dilutive: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Stock options 337 211 315 189 Restricted stock units and performance stock units 31 25 26 20 Total shares of common stock excluded 368 236 341 209 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Mar. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Contract Balances, Performance Obligations, and Backlog (In thousands) March 29, June 30, Contract assets Accounts receivable, net $ 138,366 $ 101,653 Unbilled receivables 74,650 58,588 Capitalized commissions 3,095 3,492 Contract liabilities Advance payments and unearned revenue $ 42,144 $ 44,268 Unearned revenue, long-term 7,676 7,416 Significant changes in contract balances may arise as a result of recognition over time for services, transfer of control for equipment, and periodic payments (both in arrears and in advance). From time to time, the Company may experience unforeseen events that could result in a change to the scope or price associated with an arrangement. When such events occur, the transaction price and measurement of progress for the performance obligation are updated and this change is recognized as a cumulative catch-up to revenue. Because of the nature and type of contracts, the timeframe to completion and satisfaction of current and future performance obligations can shift; however, this will have no impact on the Company’s future obligation to bill and collect. As of March 29, 2024, the Company reported $49.8 million in advance payments and unearned revenue and long-term unearned revenue, of which approximately 64% is expected to be recognized as revenue in the next twelve months and the remainder thereafter. Approximately $9.2 million and $29.1 million, respectively, of revenue was recognized during the three and nine months ended March 29, 2024, which was included in advance payments and unearned revenue at June 30, 2023. Remaining Performance Obligations The aggregate amount of transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations was approximately $154.5 million at March 29, 2024. Of this amount, approximately 50% is expected to be recognized as revenue during the next 12 months, with the remaining amount to be recognized thereafter. The unsatisfied (or partially unsatisfied) performance obligations excludes the impact of the NEC Transaction (as defined below). See Note 12. Acquisitions for further information. The Company is in the process of reviewing the contracts acquired in connection with the NEC Transaction. However, due to the timing of the closing of the NEC Transaction and delivery of related data, there was insufficient time to finalize the analysis for incorporation into this disclosure. |
Leases
Leases | 9 Months Ended |
Mar. 29, 2024 | |
Leases [Abstract] | |
Leases | Leases Three Months Ended Nine Months Ended March 29, March 31, March 29, March 31, (In thousands) Operating lease costs $ 280 $ 270 $ 765 $ 817 Short-term lease costs 1,204 490 2,667 1,507 Variable lease costs 21 12 51 92 Total lease costs $ 1,505 $ 772 $ 3,483 $ 2,416 The weighted average lease term and discount rate as of March 29, 2024 were as follows: Weighted average remaining lease term 6.2 years Weighted average discount rate 5.4 % As of March 29, 2024, future minimum lease payments under all non-cancelable operating leases with an initial term in excess of one year were as follows (in thousands): Remainder of fiscal 2024 $ 206 2025 921 2026 799 2027 348 2028 318 Thereafter 1,235 Total lease payments 3,827 Less: interest (677) Present value of lease liabilities $ 3,150 |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Mar. 29, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Cash, Cash equivalents, and Restricted cash The following provides a summary of cash, cash equivalents, and restricted cash reported within the unaudited condensed consolidated balance sheets that reconciles to the corresponding amount in the unaudited condensed consolidated statement of cash flows: (In thousands) March 29, June 30, Cash and cash equivalents $ 58,201 $ 22,242 Restricted cash included in other assets 278 279 Total cash, cash equivalents, and restricted cash in the Statement of Cash Flows $ 58,479 $ 22,521 Inventories (In thousands) March 29, June 30, Finished products $ 37,780 $ 18,502 Raw materials and supplies 17,407 12,794 Customer service inventories $ 1,625 $ 1,761 Total inventories $ 56,812 $ 33,057 Consigned inventories included within raw materials and supplies $ 13,670 $ 11,224 The Company records charges to adjust inventories due to excess and obsolete inventory resulting from lower sales forecasts, product transitioning or discontinuance. The charges incurred during the three and nine months ended March 29, 2024 and March 31, 2023 were included in cost of product sales as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Excess and obsolete inventory $ 2,251 $ 275 $ 2,937 $ 856 Customer service inventory write-downs 153 302 652 859 Total inventory charges $ 2,404 $ 577 $ 3,589 $ 1,715 Other Current Assets (In thousands) March 29, June 30, Taxes 10,082 2,417 Due from related party 4,200 — Contract manufacturing assets $ 3,204 $ 6,487 Prepaid and other current assets 13,235 13,258 Total other current assets $ 30,721 $ 22,162 Assets Held for Sale During the third quarter of fiscal 2024, management initiated the sale of the Company’s property located in New Zealand. The Company expects to complete the sale within twelve months. As of March 29, 2024, the aggregate carrying value of the assets held for sale was $2.7 million. Property, Plant and Equipment, net (In thousands) March 29, June 30, Land $ — $ 210 Buildings and leasehold improvements 1,169 5,889 Software 17,006 16,989 Machinery and equipment 49,037 47,150 Total property, plant and equipment, gross 67,212 70,238 Less: accumulated depreciation (60,814) (60,786) Total property, plant and equipment, net $ 6,398 $ 9,452 Included in the total property, plant and equipment, gross were $1.3 million and $0.4 million of assets in progress which have not been placed in service as of March 29, 2024 and June 30, 2023, respectively. During the third quarter of fiscal 2024, $0.2 million of land, $4.7 million of buildings and improvements, and $2.2 million of accumulated depreciation, were reclassified from property, plant and equipment, net to Assets held for sale on the Company’s unaudited condensed consolidated balance sheets. Depreciation expense related to property, plant and equipment, was as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Depreciation $ 1,004 $ 1,428 $ 3,077 $ 4,193 Accrued Expenses (In thousands) March 29, June 30, Project costs $ 10,342 $ 1,319 Compensation and benefits 8,690 10,368 Taxes 6,233 4,616 Due to related party 4,303 — Warranties 2,796 2,100 Commissions 1,376 1,453 Professional fees 994 2,104 Other 3,782 2,482 Total accrued expenses $ 38,516 $ 24,442 The Company accrues for the estimated cost to repair or replace products under warranty. Changes in the warranty liability were as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Balance as of the beginning of the period $ 2,746 $ 2,549 $ 2,100 $ 2,913 Warranty provision recorded during the period 587 186 1,601 560 Assumed in acquisition — — 446 55 Consumption during the period (537) (424) (1,351) (1,217) Balance as of the end of the period $ 2,796 $ 2,311 $ 2,796 $ 2,311 Advance Payments and Unearned Revenue (In thousands) March 29, June 30, Advance payments $ 2,557 $ 1,607 Unearned revenue 39,587 42,661 Total advance payments and unearned revenue $ 42,144 $ 44,268 Excluded from the balances above are $7.7 million and $7.4 million in long-term unearned revenue as of March 29, 2024 and June 30, 2023, respectively. |
Fair Value Measurements of Asse
Fair Value Measurements of Assets and Liabilities | 9 Months Ended |
Mar. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements of Assets and Liabilities | Fair Value Measurements of Assets and Liabilities Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal market (or most advantageous market in the absence of a principal market) for the asset or liability in an orderly transaction between market participants as of the measurement date. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs in measuring fair value and established a three-level fair value hierarchy that prioritizes the observable inputs used to measure fair value. The three levels of inputs used to measure fair value are as follows: • Level 1 — Observable inputs such as quoted prices in active markets for identical assets or liabilities; • Level 2 — Observable market-based inputs or observable inputs that are corroborated by market data; and • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The estimated fair values and valuation input levels of assets and liabilities that are measured at fair value on a recurring basis as of March 29, 2024 and June 30, 2023 were as follows: March 29, 2024 June 30, 2023 Valuation Inputs (In thousands) Fair Value Fair Value Assets: Cash and cash equivalents: Money market funds $ 7,675 $ 571 Level 1 Bank certificates of deposit $ 3,408 $ 3,793 Level 2 Marketable securities $ 988 $ 2 Level 1 Items are classified within Level 1 if quoted prices are available in active markets. The Company’s Level 1 items are primarily money market funds and marketable securities. As of March 29, 2024 and June 30, 2023, the money market funds were valued at $1.00 net asset value per share. Marketable securities include publicly traded stock measured at fair value and classified within Level 1. Items are classified within Level 2 if the observable inputs to quoted market prices, benchmark yields, reported trades, broker/dealer quotes or alternative pricing sources are available with reasonable levels of price transparency. The Company’s bank certificates of deposit are classified within Level 2. The carrying value of bank certificates of deposit approximates their fair value. As of March 29, 2024 and June 30, 2023, there were no recurring assets or liabilities valued using significant unobservable inputs. |
Credit Facility and Debt
Credit Facility and Debt | 9 Months Ended |
Mar. 29, 2024 | |
Debt Disclosure [Abstract] | |
Credit Facility and Debt | Credit Facility and Debt The Company entered into a Secured Credit Facility Agreement (the “Credit Facility”), dated May 9, 2023, amended as of November 22, 2023, with Wells Fargo Bank, National Association, as administrative agent, swingline lender and issuing lender and Wells Fargo Securities LLC, Citigroup Global Markets Inc., and Regions Capital Markets as lenders. The Credit Facility provides for a $40.0 million revolving credit facility (the “Revolver”) and a $50.0 million Delayed Draw Term Loan Facility (the “Term Loan”) with a maturity date of May 8, 2028. The $40.0 million Revolver can be borrowed with a $10.0 million sub-limit for letters of credit, and a $10.0 million swingline loan sub-limit. In November 2023, the Company borrowed $50.0 million against the Term Loan to primarily settle the cash portion of the consideration associated with the NEC Transaction (as defined below). See Note 12. Acquisitions for further information. As of March 29, 2024, the available credit under the Revolver was $35.2 million, reflecting the available limit of $40.0 million less outstanding letters of credit of $4.8 million. The Company borrowed $33.2 million and repaid $33.2 million against the Revolver during the nine months ended March 29, 2024. As of March 29, 2024, the Company had $49.4 million outstanding under its Term Loan and no borrowings under its Revolver. The following summarizes the Company’s outstanding long-term debt as of March 29, 2024: (In thousands) Term loan $ 49,375 Less: unamortized deferred financing costs (428) Total debt 48,947 Less: current portion of long-term debt (2,395) Total long-term debt $ 46,552 Outstanding borrowings under the Credit Facility bear interest at either: (a) Adjusted Term Secured Overnight Financing Rate (“SOFR”) plus the applicable margin; or (b) the Base Rate plus the applicable margin. The pricing levels for interest rate margins are determined based on the Consolidated Total Leverage Ratio as determined and adjusted quarterly. As of March 29, 2024, the applicable margin on Adjusted Term SOFR and Base Rate borrowings was 2.50% and 1.50%, respectively. The effective rate of interest on the outstanding Term Loan borrowings as of March 29, 2024 was 7.9%. The Credit Facility requires the Company and its subsidiaries to maintain a fixed charge coverage ratio to be greater than 1.25 to 1.00 as of the last day of any fiscal quarter of the Company. The Credit Facility also requires that the Company maintain a maximum leverage ratio of 3.00 times EBITDA, with a step-down to 2.75 times EBITDA after four full quarters, and 2.50 times EBITDA after eight full quarters. The Credit Facility contains customary affirmative and negative covenants, including, among others, covenants limiting the ability of the Company and its subsidiaries to dispose of assets, permit a change in control, merge or consolidate, make acquisitions, incur indebtedness, grant liens, make investments, make certain restricted payments, and enter into transactions with affiliates, in each case subject to customary exceptions. As of March 29, 2024, the Company was in compliance with all financial covenants contained in the Credit Facility. As of March 29, 2024, scheduled maturities of outstanding long-term debt are as follows: (In thousands) Remainder of 2024 $ 625 2025 2,500 2026 3,750 2027 6,250 2028 36,250 Total $ 49,375 |
Restructuring
Restructuring | 9 Months Ended |
Mar. 29, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring Employee Severance and Benefits (In thousands) Fiscal 2024 Plans Prior Years’ Plans Total Accrual balance, June 30, 2023 $ — $ 600 $ 600 Charges, net 333 348 681 Cash payments (221) (948) (1,169) Accrual balance, September 29, 2023 112 — 112 Charges, net 2,000 — 2,000 Cash payments (580) — (580) Accrual balance, December 29, 2023 $ 1,532 $ — $ 1,532 Charges (recoveries), net (635) 214 (421) Cash payments (547) (214) (761) Accrual balance, March 29, 2024 350 — 350 As of March 29, 2024, the accrual balance of $0.4 million was classified as current. Fiscal 2024 Plans During fiscal 2024, the Company’s Board of Directors approved restructuring plans, primarily associated with the NEC Transaction (as defined below) and reductions in workforce in certain of the Company’s operations to optimize skill sets and align cost structure. The fiscal 2024 plans are expected to be completed through the end of calendar 2024. Prior Years’ Plans Activities under the prior years’ plans primarily included reductions in workforce across the Company, associated with the acquisition of Redline (as defined below) and certain of the Company’s operations outside the United States. Payments related to the accrued restructuring balance for these plans are complete. |
Stockholders_ Equity
Stockholders’ Equity | 9 Months Ended |
Mar. 29, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity Stock Repurchase Program In November 2021, the Company’s Board of Directors approved a stock repurchase program to purchase up to $10.0 million of the Company’s common stock. As of March 29, 2024, $6.9 million remains available and Aviat may choose to suspend or discontinue the repurchase program at any time. Repurchased shares are recorded as treasury stock. During the third quarter of fiscal 2024, the Company did not repurchase any shares of its common stock. During the nine months ended March 29, 2024, the Company repurchased 11,208 shares of its common stock in the open market for an aggregate purchase price, including commissions, of $0.3 million. Stock Incentive Programs As of March 29, 2024, the Company had one stock incentive plan for its employees and non-employee directors, the 2018 Incentive Plan (the “2018 Plan”). The 2018 Plan provides for the issuance of share-based awards in the form of stock options, stock appreciation rights, restricted stock awards and units, and performance share awards and units. Under the 2018 Plan, option exercise prices are equal to the fair market value of Aviat common stock on the date the options are granted using the closing stock price. After vesting, options generally may be exercised within seven years after the date of grant. Restricted stock units are not transferable until vested and the restrictions lapse upon the achievement of continued employment or service over a specified time period. Restricted stock units issued to employees generally vest three years from the date of grant (three-year cliff or annually over three years). Restricted stock units issued annually to non-executive board members generally vest on the day before the annual stockholders’ meeting. Vesting of performance share awards and units is subject to the achievement of predetermined financial performance and share price criteria, and continued employment through the end of the applicable period. During the nine months ended March 29, 2024, the Company granted 100,689 restricted stock units, 64,643 performance share awards and 151,094 stock options. The Company recognizes compensation cost for share-based payment awards on a straight-line basis over the requisite service period. For awards with a performance condition vesting feature, share-based compensation costs are recognized when achievement of the performance conditions is considered probable. Forfeitures are recognized as they occur. Total compensation expense for share-based awards included in the unaudited condensed consolidated statements of operations was as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, By Expense Category: Cost of revenues $ 126 $ 125 $ 310 $ 463 Research and development 155 113 452 385 Selling and administrative 1,605 1,400 4,783 4,287 Total share-based compensation expense $ 1,886 $ 1,638 $ 5,545 $ 5,135 By Type of Award: Options $ 408 $ 46 $ 1,173 $ 862 Restricted stock and performance share awards and units 1,478 1,592 4,372 4,273 Total share-based compensation expense $ 1,886 $ 1,638 $ 5,545 $ 5,135 As of March 29, 2024, there was approximately $2.7 million of total unrecognized compensation expense related to non-vested stock options granted which is expected to be recognized over a weighted-average period of 1.9 years. As of March 29, 2024, there was $8.2 million of total unrecognized compensation expense related to non-vested stock awards which is expected to be recognized over a weighted-average period of 1.5 years. |
Segment and Geographic Informat
Segment and Geographic Information | 9 Months Ended |
Mar. 29, 2024 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information Aviat operates in one reportable business segment: the design, manufacturing, and sale of wireless networking products, solutions, and services. The Company’s financial performance is regularly reviewed by its chief operating decision maker who is its Chief Executive Officer (“CEO”). The Company reports revenue by region and country based on the location where its customers accept delivery of products and services. Revenue by region for the three and nine months ended March 29, 2024 and March 31, 2023 was as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, North America $ 44,409 $ 46,064 $ 151,243 $ 146,961 Africa and the Middle East 11,401 19,235 35,856 44,354 Europe 6,549 3,871 17,379 13,705 Latin America and Asia Pacific 49,254 14,310 89,737 50,394 Total revenue $ 111,613 $ 83,480 $ 294,215 $ 255,414 |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 29, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective tax rate varies from the U.S. federal statutory rate of 21% primarily due to non-deductible transaction costs, global intangible low-taxed income inclusion (GILTI) in the U.S., state taxes and certain jurisdictions where the tax benefit on prior year losses were not recognized. During interim periods, tax expenses are accrued for jurisdictions that are anticipated to be profitable for fiscal 2024. The determination of income taxes for the nine months ended March 29, 2024 and March 31, 2023 was based on the Company’s estimated annual effective tax rate adjusted for losses in certain jurisdictions for which no tax benefit can be recognized. Tax expense for the nine months ended March 29, 2024 was primarily due to tax expense related to U.S. and profitable foreign subsidiaries. Tax expense for the nine months ended March 31, 2023 was primarily due to tax expense related to U.S. and profitable foreign subsidiaries, including deferred tax expense associated with the acquisition of Redline in July 2022 and the subsequent multi-step restructuring plan in which two Canadian Redline corporations converted to unlimited liability companies and then amalgamated by the end of September 2022. The Company has a number of years with open tax audits which vary from jurisdiction to jurisdiction. The major tax jurisdictions that are open and subject to potential audits include the U.S., Singapore, Ghana, Kenya, Nigeria, Saudi Arabia and Tanzania. The earliest years for these jurisdictions are as follows: U.S. - 2003; Singapore - 2015; Ghana – 2016; Kenya – 2018; Nigeria – 2006; Saudi Arabia – 2019 and Tanzania - 2017. Interest and penalties related to unrecognized tax benefits are accounted for as part of the provision for federal, foreign, and state income taxes. Such interest expense was not material for the nine months ended March 29, 2024 and March 31, 2023. On March 11, 2021, the US enacted the American Rescue Plan Act of 2021 (“ARPA”) which expands Section 162(m) to cover the next five most highly compensated employees for the taxable year, in addition to the “covered employees” effective for taxable years beginning after December 31, 2026. The Company will continue to examine the elements of the ARPA and the impact it may have on future business. On August 16, 2022, the U.S. enacted the Inflation Reduction Act of 2022 (“IRA”) which includes a new corporate alternative minimum tax of 15% on adjusted financial statement income of corporations with profits greater than $1 billion, effective for taxable years beginning after December 31, 2022, and a 1% excise tax on stock repurchases by public corporations after December 31, 2022. The Company will continue to evaluate the applicability and effect of the IRA as more guidance is issued. |
Acquisitions
Acquisitions | 9 Months Ended |
Mar. 29, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions NEC’s Wireless Transport Business On May 9, 2023, the Company entered into a Master Sale of Business Agreement (as amended on November 30, 2023, the “Purchase Agreement”) with NEC Corporation (“NEC”), to acquire NEC’s wireless transport business (the “NEC Transaction”). The Company completed the NEC Transaction on November 30, 2023 (the “Closing Date”). Prior to the Closing Date, NEC was a leader in wireless backhaul networks with an extensive installed base of their Pasolink series products. The completion of the NEC Transaction increases the scale of Aviat, enhances the Company’s product portfolio with a greater capability to innovate, and creates a more diversified business. The results of operations of the NEC Transaction have been included in the consolidated financial statements since the Closing Date. The fair value of the consideration transferred at the closing of the NEC Transaction was comprised of (i) cash of $32.2 million, and (ii) the issuance of 736,750 shares or $22.3 million of common stock of the Company. The fair value of the shares issued was determined based on the closing market price of the Company’s common stock on the Closing Date. Aggregate consideration transferred at closing was approximately $54.5 million, which is subject to certain post-closing adjustments. The Company estimates additional cash consideration of approximately $22.4 million will be transferred to NEC in the first quarter of fiscal 2025, primarily related to settlement of the post-closing working capital adjustment. As of March 29, 2024, the accrual balance related to the estimated additional consideration was included in other current liabilities on the unaudited condensed consolidated balance sheets. The Company funded the cash portion of the consideration with Term Loan borrowings under its Credit Facility. See Note 7. Credit Facility and Debt for further information. The NEC Transaction was accounted for as a business combination using the acquisition method of accounting. The Company is in the process of identifying the amounts assigned to certain assets, including the acquired intangible assets and goodwill for the acquisition. The Company is in the process of obtaining independent third-party valuations of certain intangible and tangible assets acquired. The fair values of the acquired intangible assets are based on estimates and assumptions that are considered reasonable by the Company. As of the acquisition date, the Company has recorded the assets acquired and the liabilities assumed at their respective estimated fair values. The recognized goodwill is attributable to the workforce of the acquired business and expected synergies. The goodwill from this acquisition is expected to be fully deductible for tax purposes. Transaction costs related to the acquisition were expensed as incurred and are included in selling and administrative expenses in the consolidated statements of operations. For the three and nine months ended March 29, 2024, the Company incurred transaction costs of $1.3 million and $7.7 million, respectively. A summary of the preliminary purchase price allocation is as follows: (In thousands) Accounts receivable, net $ 51,787 Inventories 34,175 Property, plant and equipment, net 539 Identifiable finite-lived intangible assets: Customer relationships 3,800 Technology 1,800 Other assets 243 Accounts payable (13,182) Advance payments and unearned revenue (3,192) Other liabilities (2,187) Goodwill 3,106 Net assets acquired $ 76,889 The preliminary purchase price allocation has been updated for certain measurement period adjustments based on revised estimates of fair value, which primarily resulted in a $1.4 million decrease in inventories and a $1.5 million decrease in identifiable finite-lived intangible assets acquired. The adjustments resulted in corresponding increases to goodwill. The preliminary purchase price allocation is subject to adjustment based on the Company obtaining final independent third-party valuations, determining fair value and allocations of purchase price to the identifiable assets acquired and liabilities assumed, and determining the final consideration, including adjustments related to settlement of the final post-closing working capital adjustment. Revenue and operating loss associated with the NEC Transaction included in the consolidated statements of operations for the three months ended March 29, 2024 were $22.5 million and $(0.4) million, respectively. Revenue and operating loss associated with the NEC Transaction included in the consolidated statements of operations from the acquisition date to the period ending March 29, 2024 were $29.8 million and $(1.2) million, respectively. The following unaudited supplemental pro forma information has been presented as if the NEC Transaction occurred at the beginning of fiscal 2023 and includes certain pro forma adjustments for interest expense, depreciation and amortization expense, the fair value of acquired inventory, and transaction costs, net of income tax: Three Months Ended Nine Months Ended March 29, March 31, March 29, March 31, Revenue $ 111,613 $ 139,094 $ 379,128 $ 408,358 Net income (loss) 4,393 7,812 18,765 (1,214) The unaudited pro forma information presented above is for informational purposes only and is not necessarily indicative of the operating results that would have occurred if the NEC Transaction occurred at the beginning of fiscal 2023, nor is it necessarily indicative of future operating results. Redline Communications Group Inc. In the first quarter of fiscal 2023, the Company acquired all of the issued and outstanding shares of Redline Communications Group Inc. (“Redline”), a leading provider of mission-critical data infrastructure, for a purchase price of $20.4 million. See Note 12. Acquisitions to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023 for the final purchase price allocation, valuation methodology, and other information related to the completion of the Redline acquisition. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 29, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Orders and Other Commitments From time to time in the normal course of business, the Company may enter into purchasing agreements with its suppliers that require the Company to accept delivery of and remit full payment for finished products that it has ordered, finished products that it requested be held as safety stock, and work in process started on its behalf, in the event it cancels or terminates the purchasing agreement. Because these agreements do not specify fixed or minimum quantities, do not specify minimum or variable price provisions, and do not specify the approximate timing of the transaction, and the Company has no present intention to cancel or terminate any of these agreements, the Company currently does not believe that it has any future liability under these agreements. As of March 29, 2024, the Company had outstanding purchase obligations with its suppliers or contract manufacturers of $53.5 million. In addition, the Company had contractual obligations of approximately $4.4 million associated with software licenses. Financial Guarantees and Commercial Commitments Guarantees issued by banks, insurance companies, or other financial institutions are contingent commitments issued to guarantee performance under borrowing arrangements, such as bank overdraft facilities, tax and customs obligations, and similar transactions, or to ensure performance under customer or vendor contracts. The terms of the guarantees are generally equal to the remaining term of the related debt or other obligations and are generally limited to two years or less. As of March 29, 2024, the Company had no guarantees applicable to its debt arrangements. The Company has entered into commercial commitments in the normal course of business including surety bonds, standby letters of credit agreements, and other arrangements with financial institutions primarily relating to the guarantee of future performance on certain contracts to provide products and services to customers. As of March 29, 2024, the Company had commercial commitments outstanding of $16.6 million, that were not recorded on the unaudited condensed consolidated balance sheets. The Company does not believe, based on historical experience and information currently available, that it is probable that any significant amounts will be required to be paid on these performance guarantees in the future. The following table presents details of the Company’s commercial commitments: (In thousands) March 29, Letters of credit $ 4,786 Bonds 11,782 $ 16,568 Indemnifications Under the terms of substantially all of the Company’s license agreements, it has agreed to defend and pay any final judgment against its customers arising from claims against such customers that the Company’s products infringe the intellectual property rights of a third party. As of March 29, 2024, the Company has not received any notice that any customer is subject to an infringement claim arising from the use of its products; the Company has not received any request to defend any customers from infringement claims arising from the use of its products; and the Company has not paid any final judgment on behalf of any customer related to an infringement claim arising from the use of its products. Because the outcome of infringement disputes is related to the specific facts of each case and given the lack of previous or current indemnification claims, the Company cannot estimate the maximum amount of potential future payments, if any, related to its indemnification provisions. As of March 29, 2024, the Company had not recorded any liabilities related to these indemnifications. Legal Proceedings The Company is subject from time to time to disputes with customers concerning its products and services. From time to time, the Company may be involved in various other legal claims and litigation that arise in the normal course of its operations. The Company is aggressively defending all current litigation matters. Although there can be no assurances and the outcome of these matters is currently not determinable, the Company currently believes that none of these claims or proceedings are likely to have a material adverse effect on its financial position. There are many uncertainties associated with any litigation and these actions or other third-party claims against the Company may cause it to incur costly litigation and/or substantial settlement charges. As a result, the Company’s business, financial condition, results of operations, and cash flows could be adversely affected. The actual liability in any such matters may be materially different from the Company’s estimates, if any. The Company records accruals for its outstanding legal proceedings, investigations or claims when it is probable that a liability will be incurred and the amount of loss can be reasonably estimated. The Company evaluates, at least on a quarterly basis, developments in legal proceedings, investigations or claims that could affect the amount of any accrual, as well as any developments that would result in a loss contingency to become both probable and reasonably estimable. The Company has not recorded any significant accrual for loss contingencies associated with such legal claims or litigation discussed above. Contingent Liabilities The Company records a loss contingency as a charge to operations when (i) it is probable that an asset has been impaired or a liability has been incurred at the date of the financial statements; and (ii) the amount of the loss can be reasonably estimated. Disclosure in the notes to the financial statements is required for loss contingencies that do not meet both conditions if there is a reasonable possibility that a loss may have been incurred. Gain contingencies are not recorded until realized. The Company expenses all legal costs incurred to resolve regulatory, legal and tax matters as incurred. In March 2016, an enforcement action by the Indian Department of Revenue, Ministry of Finance was brought against Aviat’s subsidiary Aviat Networks (India) Private Limited (“Aviat India”) relating to the non-realization of intercompany receivables and non-payment of intercompany payables, which originated from 1999 to 2012, within the time frames dictated by the Indian regulations under the Foreign Exchange Management Act. In November 2017, the Indian Department of Revenue, Ministry of Finance also initiated a similar action against Telsima Communications Private Limited (“Telsima India”), a subsidiary of the Company, relating to the non-realization of intercompany receivables and non-payment of intercompany payables which originated from the period prior to our acquisition of Telsima India in February 2009. In September 2019, the directors of Aviat India appeared before the Ministry of Finance Enforcement Directorate. In March 2024, the Company appeared before the Joint Director of Enforcement to review the transactions at issue. No subsequent hearing date has been scheduled as of March 29, 2024. The Company has accrued an immaterial amount representing the estimated probable loss for which it would settle the matter. The Company currently cannot form an estimate of the range of loss in excess of its amounts already accrued. If the outcome of this matter is greater than the current immaterial amount accrued, the Company intends to dispute it vigorously. Periodically, the Company reviews the status of each significant matter to assess the potential financial exposure. If a potential loss is considered probable and the amount can be reasonably estimated, the estimated loss is reflected in our results of operations. Significant judgment is required to determine the probability that a liability has been incurred or an asset impaired and whether such loss is reasonably estimable. Further, estimates of this nature are highly subjective, and the final outcome of these matters could vary significantly from the amounts that have been included in the consolidated financial statements. As additional information becomes available, the Company will reassess the potential liability related to its pending claims and litigation and may revise estimates accordingly. Such revisions in the estimates of the potential liabilities could have a material impact on the Company’s results of operations and financial position. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Mar. 29, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following presents details of goodwill and intangible assets: (In thousands) March 29, June 30, Goodwill $ 8,217 $ 5,112 The Company recognized goodwill of $3.1 million associated with the NEC Transaction, based on the preliminary estimated fair value of the assets acquired and liabilities assumed. See Note 12. Acquisitions for further information. The Company performs its annual goodwill impairment test on the first day of its fourth fiscal quarter. No indicators of impairment were identified during the current period that required the Company to perform an interim assessment or recoverability test. (In thousands except useful life) Useful life in Years March 29, June 30, Intangible assets: Technology 5 $ 1,800 $ — Patents 10 690 690 Customer relationships 14 — 15 11,530 7,730 Trade names 16 1,330 1,330 Total gross intangible assets $ 15,350 $ 9,750 Accumulated amortization (1,355) (704) Total net intangible assets $ 13,995 $ 9,046 Amortization of finite-lived intangibles for the three and nine months ended March 29, 2024 was $0.2 million and $0.7 million, respectively, and is included in selling and administrative expenses. There were no impairment charges recorded for the three and nine months ended March 29, 2024 and March 31, 2023. As of March 29, 2024, the estimated future amortization expense of finite-lived intangible assets is as follows (in thousands): Remainder of 2024 $ 304 2025 1,215 2026 1,215 2027 1,215 2028 1,215 Thereafter 8,831 Total $ 13,995 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 29, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions NEC Corporation On November 30, 2023, the Company completed the NEC Transaction. See Note 12. Acquisitions for further information.. A portion of the total consideration in the NEC Transaction included the issuance of 736,750 shares in Company common stock to NEC. On the Closing Date, the Company and NEC entered into a Registration Rights and Lock-Up Agreement, restricting NEC’s ability to transfer shares (the “Lock-Up”), except for certain limited exceptions as provided in the Registration Rights and Lock-Up Agreement, until one day after the one-year anniversary of the Closing Date (the “Initial Lock-Up Expiration Date”). Starting one day after the Initial Lock-Up Expiration Date, one-twelfth of the issued shares shall be released from the Lock-Up each month, such that all issued shares shall be released from Lock-Up by the two-year anniversary of the Closing Date. Pursuant to the Purchase Agreement, NEC will have the right to nominate a director to the Company’s Board of Directors from the Closing Date and for a period of two years thereafter. As of March 29, 2024, NEC holds approximately 5.9% of the Company’s outstanding common stock. In connection with the closing of the NEC Transaction and as of the Closing Date, the Company and NEC entered into agreements covering the performance of certain post-closing services and licensing arrangements. The agreements include arrangements covering manufacturing services and product supply, transition services, distribution services, research and development services, and licensing of trademark and intellectual property (“IP”). The Manufacturing and Supply Agreement includes arrangements for NEC to manufacture and supply Pasolink products on behalf of and to the Company and its customers. The transition services agreements include arrangements for the Company and NEC to provide and receive certain transition services, primarily associated with administrative functions. The distribution services agreements includes arrangements where NEC will provide distribution services on behalf of and to the Company and its customers in certain international markets and territories. The Research and Development Cooperating Agreement for Existing Products includes arrangements for NEC to provide the Company certain services relating to development work to maintain existing products of the NEC business. The licensing agreements include arrangements where the Company will grant NEC a non-exclusive license to certain Pasolink trademarks in Japan, and NEC will grant the Company a non-exclusive, worldwide (excluding Japan) license to certain NEC IP, including mobile backhaul-related patents. The licensing agreements are royalty-free and perpetual. For the three and nine months ended March 29, 2024, the Company made aggregate inventory purchases from NEC of $4.8 million. For the three months ended March 29, 2024, the Company incurred expenses of $1.2 million for transition services and $3.2 million for research and development services. For the nine months ended March 29, 2024, the Company incurred expenses of $2.2 million for transition services and $4.3 million for research and development services. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||||
Net income | $ 3,418 | $ 4,889 | $ 10,313 | $ 8,189 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Mar. 29, 2024 shares | Mar. 29, 2024 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Gary Croke [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On February 14, 2024, Gary Croke, Vice President, Marketing and Product Line Management, adopted a new trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. The trading plan is intended to permit Mr. Croke to sell an aggregate of 24,474 shares. Mr. Croke’s plan is in effect until December 31, 2024. | |
Name | Gary Croke | |
Title | Vice President | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | February 14, 2024 | |
Arrangement Duration | 321 days | |
Aggregate Available | 24,474 | 24,474 |
The Company and Basis of Pres_2
The Company and Basis of Presentation (Policies) | 9 Months Ended |
Mar. 29, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information, and Aviat has made estimates, assumptions and judgments affecting the amounts reported in its unaudited condensed consolidated financial statements and the accompanying notes, as discussed in greater detail below. Accordingly, the statements do not include all information and footnotes required by U.S. GAAP for annual consolidated financial statements. In the opinion of the Company’s management, such interim financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations and cash flows for such periods. The results for the nine months ended March 29, 2024 are not necessarily indicative of the results that may be expected for the full fiscal year or future operating periods. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and footnotes thereto included in Aviat’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All intercompany transactions and accounts have been eliminated. Certain amounts in the financial statements have been reclassified for comparative purposes to conform to the current period financial statement presentation. Aviat’s fiscal year includes 52 or 53 weeks and ends on the Friday nearest to June 30. The three months ended March 29, 2024 and March 31, 2023 both consisted of 13 weeks. Fiscal year 2024 contains 52 weeks and will end on June 28, 2024. Fiscal year 2023 contained 52 weeks and ended on June 30, 2023. |
Use of Estimates | Use of Estimates The preparation of unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires the Company to make estimates, assumptions and judgments affecting the amounts reported and related disclosures. Estimates are based upon historical factors, current circumstances and the experience and judgment of the Company’s management. The Company evaluates estimates and assumptions on an ongoing basis and may employ outside experts to assist in making these evaluations. Changes in such estimates, based on more accurate information, or different assumptions or conditions, may affect amounts reported in future periods. Such estimates affect significant items, including revenue recognition, provision for uncollectible receivables, inventory valuation, goodwill and identified intangible assets in business combinations, valuation allowances for deferred tax assets, uncertainties in income taxes, contingencies and recoverability of long-lived assets. Actual results may differ materially from estimates. |
Accounting Standards Not Yet Adopted | Accounting Standards Not Yet Adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The ASU expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly presented to the chief operating decision maker. The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment. ASU 2023-07 is effective for the Company’s annual reporting beginning in fiscal 2025 and for interim periods beginning in fiscal 2026. The Company is currently evaluating the impact of the ASU on its consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU enhances the transparency and usefulness of income tax information through improvements to disclosures primarily related to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for the Company’s annual reporting beginning in fiscal 2026. The Company is currently evaluating the impact of this ASU on its consolidated financial statements The Company considers the applicability and impact of all ASUs issued by the FASB. The Company determined at this time that all other ASUs issued but not yet adopted are either not applicable or are expected to have a minimal impact on its financial position and results of operations. |
Fair Value Measurements | Items are classified within Level 1 if quoted prices are available in active markets. The Company’s Level 1 items are primarily money market funds and marketable securities. As of March 29, 2024 and June 30, 2023, the money market funds were valued at $1.00 net asset value per share. Marketable securities include publicly traded stock measured at fair value and classified within Level 1. |
Net Income Per Share of Commo_2
Net Income Per Share of Common Stock (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income per Share | The following table presents the computation of basic and diluted net income per share: Three Months Ended Nine Months Ended (In thousands, except per share amounts) March 29, March 31, March 29, March 31, Numerator: Net income $ 3,418 $ 4,889 $ 10,313 $ 8,189 Denominator: Weighted-average shares outstanding, basic 12,555 11,413 12,043 11,319 Effect of potentially dilutive equivalent shares 224 471 282 510 Weighted-average shares outstanding, diluted 12,779 11,884 12,325 11,829 Net income per share of common stock outstanding: Basic $ 0.27 $ 0.43 $ 0.86 $ 0.72 Diluted $ 0.27 $ 0.41 $ 0.84 $ 0.69 |
Schedule of Antidilutive Securities Excluded from Computation of Net Income Per Share | The following table summarizes the weighted-average equity awards that were excluded from the diluted net income per share calculations since they were anti-dilutive: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Stock options 337 211 315 189 Restricted stock units and performance stock units 31 25 26 20 Total shares of common stock excluded 368 236 341 209 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract with Customer, Asset and Liability | (In thousands) March 29, June 30, Contract assets Accounts receivable, net $ 138,366 $ 101,653 Unbilled receivables 74,650 58,588 Capitalized commissions 3,095 3,492 Contract liabilities Advance payments and unearned revenue $ 42,144 $ 44,268 Unearned revenue, long-term 7,676 7,416 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Leases [Abstract] | |
Schedule of Lease, Cost | Three Months Ended Nine Months Ended March 29, March 31, March 29, March 31, (In thousands) Operating lease costs $ 280 $ 270 $ 765 $ 817 Short-term lease costs 1,204 490 2,667 1,507 Variable lease costs 21 12 51 92 Total lease costs $ 1,505 $ 772 $ 3,483 $ 2,416 The weighted average lease term and discount rate as of March 29, 2024 were as follows: Weighted average remaining lease term 6.2 years Weighted average discount rate 5.4 % |
Schedule of Lessee, Operating Lease, Liability, Maturity | As of March 29, 2024, future minimum lease payments under all non-cancelable operating leases with an initial term in excess of one year were as follows (in thousands): Remainder of fiscal 2024 $ 206 2025 921 2026 799 2027 348 2028 318 Thereafter 1,235 Total lease payments 3,827 Less: interest (677) Present value of lease liabilities $ 3,150 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | The following provides a summary of cash, cash equivalents, and restricted cash reported within the unaudited condensed consolidated balance sheets that reconciles to the corresponding amount in the unaudited condensed consolidated statement of cash flows: (In thousands) March 29, June 30, Cash and cash equivalents $ 58,201 $ 22,242 Restricted cash included in other assets 278 279 Total cash, cash equivalents, and restricted cash in the Statement of Cash Flows $ 58,479 $ 22,521 |
Schedule of Cash, Cash Equivalents and Restricted Cash | The following provides a summary of cash, cash equivalents, and restricted cash reported within the unaudited condensed consolidated balance sheets that reconciles to the corresponding amount in the unaudited condensed consolidated statement of cash flows: (In thousands) March 29, June 30, Cash and cash equivalents $ 58,201 $ 22,242 Restricted cash included in other assets 278 279 Total cash, cash equivalents, and restricted cash in the Statement of Cash Flows $ 58,479 $ 22,521 |
Schedule of Inventories | (In thousands) March 29, June 30, Finished products $ 37,780 $ 18,502 Raw materials and supplies 17,407 12,794 Customer service inventories $ 1,625 $ 1,761 Total inventories $ 56,812 $ 33,057 Consigned inventories included within raw materials and supplies $ 13,670 $ 11,224 |
Schedule of Adjustments to Inventory | The charges incurred during the three and nine months ended March 29, 2024 and March 31, 2023 were included in cost of product sales as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Excess and obsolete inventory $ 2,251 $ 275 $ 2,937 $ 856 Customer service inventory write-downs 153 302 652 859 Total inventory charges $ 2,404 $ 577 $ 3,589 $ 1,715 |
Schedule of Other Current Assets | Other Current Assets (In thousands) March 29, June 30, Taxes 10,082 2,417 Due from related party 4,200 — Contract manufacturing assets $ 3,204 $ 6,487 Prepaid and other current assets 13,235 13,258 Total other current assets $ 30,721 $ 22,162 |
Schedule of Property, Plant and Equipment, Net | (In thousands) March 29, June 30, Land $ — $ 210 Buildings and leasehold improvements 1,169 5,889 Software 17,006 16,989 Machinery and equipment 49,037 47,150 Total property, plant and equipment, gross 67,212 70,238 Less: accumulated depreciation (60,814) (60,786) Total property, plant and equipment, net $ 6,398 $ 9,452 Depreciation expense related to property, plant and equipment, was as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Depreciation $ 1,004 $ 1,428 $ 3,077 $ 4,193 |
Schedule of Accrued Expenses | (In thousands) March 29, June 30, Project costs $ 10,342 $ 1,319 Compensation and benefits 8,690 10,368 Taxes 6,233 4,616 Due to related party 4,303 — Warranties 2,796 2,100 Commissions 1,376 1,453 Professional fees 994 2,104 Other 3,782 2,482 Total accrued expenses $ 38,516 $ 24,442 |
Schedule of Changes in Warranty Liability | The Company accrues for the estimated cost to repair or replace products under warranty. Changes in the warranty liability were as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, Balance as of the beginning of the period $ 2,746 $ 2,549 $ 2,100 $ 2,913 Warranty provision recorded during the period 587 186 1,601 560 Assumed in acquisition — — 446 55 Consumption during the period (537) (424) (1,351) (1,217) Balance as of the end of the period $ 2,796 $ 2,311 $ 2,796 $ 2,311 |
Schedule of Advance Payments and Unearned Income | (In thousands) March 29, June 30, Advance payments $ 2,557 $ 1,607 Unearned revenue 39,587 42,661 Total advance payments and unearned revenue $ 42,144 $ 44,268 |
Fair Value Measurements of As_2
Fair Value Measurements of Assets and Liabilities (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, by Balance Sheet Grouping | The estimated fair values and valuation input levels of assets and liabilities that are measured at fair value on a recurring basis as of March 29, 2024 and June 30, 2023 were as follows: March 29, 2024 June 30, 2023 Valuation Inputs (In thousands) Fair Value Fair Value Assets: Cash and cash equivalents: Money market funds $ 7,675 $ 571 Level 1 Bank certificates of deposit $ 3,408 $ 3,793 Level 2 Marketable securities $ 988 $ 2 Level 1 |
Credit Facility and Debt (Table
Credit Facility and Debt (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | The following summarizes the Company’s outstanding long-term debt as of March 29, 2024: (In thousands) Term loan $ 49,375 Less: unamortized deferred financing costs (428) Total debt 48,947 Less: current portion of long-term debt (2,395) Total long-term debt $ 46,552 |
Schedule of Maturities of Long-Term Debt | As of March 29, 2024, scheduled maturities of outstanding long-term debt are as follows: (In thousands) Remainder of 2024 $ 625 2025 2,500 2026 3,750 2027 6,250 2028 36,250 Total $ 49,375 |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring-Related Activities | Employee Severance and Benefits (In thousands) Fiscal 2024 Plans Prior Years’ Plans Total Accrual balance, June 30, 2023 $ — $ 600 $ 600 Charges, net 333 348 681 Cash payments (221) (948) (1,169) Accrual balance, September 29, 2023 112 — 112 Charges, net 2,000 — 2,000 Cash payments (580) — (580) Accrual balance, December 29, 2023 $ 1,532 $ — $ 1,532 Charges (recoveries), net (635) 214 (421) Cash payments (547) (214) (761) Accrual balance, March 29, 2024 350 — 350 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Compensation Expense for Share-based Compensation Awards | Total compensation expense for share-based awards included in the unaudited condensed consolidated statements of operations was as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, By Expense Category: Cost of revenues $ 126 $ 125 $ 310 $ 463 Research and development 155 113 452 385 Selling and administrative 1,605 1,400 4,783 4,287 Total share-based compensation expense $ 1,886 $ 1,638 $ 5,545 $ 5,135 By Type of Award: Options $ 408 $ 46 $ 1,173 $ 862 Restricted stock and performance share awards and units 1,478 1,592 4,372 4,273 Total share-based compensation expense $ 1,886 $ 1,638 $ 5,545 $ 5,135 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Region | Revenue by region for the three and nine months ended March 29, 2024 and March 31, 2023 was as follows: Three Months Ended Nine Months Ended (In thousands) March 29, March 31, March 29, March 31, North America $ 44,409 $ 46,064 $ 151,243 $ 146,961 Africa and the Middle East 11,401 19,235 35,856 44,354 Europe 6,549 3,871 17,379 13,705 Latin America and Asia Pacific 49,254 14,310 89,737 50,394 Total revenue $ 111,613 $ 83,480 $ 294,215 $ 255,414 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Preliminary Purchase Consideration | A summary of the preliminary purchase price allocation is as follows: (In thousands) Accounts receivable, net $ 51,787 Inventories 34,175 Property, plant and equipment, net 539 Identifiable finite-lived intangible assets: Customer relationships 3,800 Technology 1,800 Other assets 243 Accounts payable (13,182) Advance payments and unearned revenue (3,192) Other liabilities (2,187) Goodwill 3,106 Net assets acquired $ 76,889 |
Schedule of Pro Forma Adjustments | The following unaudited supplemental pro forma information has been presented as if the NEC Transaction occurred at the beginning of fiscal 2023 and includes certain pro forma adjustments for interest expense, depreciation and amortization expense, the fair value of acquired inventory, and transaction costs, net of income tax: Three Months Ended Nine Months Ended March 29, March 31, March 29, March 31, Revenue $ 111,613 $ 139,094 $ 379,128 $ 408,358 Net income (loss) 4,393 7,812 18,765 (1,214) |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Commercial Commitments | The following table presents details of the Company’s commercial commitments: (In thousands) March 29, Letters of credit $ 4,786 Bonds 11,782 $ 16,568 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Mar. 29, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The following presents details of goodwill and intangible assets: (In thousands) March 29, June 30, Goodwill $ 8,217 $ 5,112 |
Schedule of Goodwill Impairment | (In thousands except useful life) Useful life in Years March 29, June 30, Intangible assets: Technology 5 $ 1,800 $ — Patents 10 690 690 Customer relationships 14 — 15 11,530 7,730 Trade names 16 1,330 1,330 Total gross intangible assets $ 15,350 $ 9,750 Accumulated amortization (1,355) (704) Total net intangible assets $ 13,995 $ 9,046 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of March 29, 2024, the estimated future amortization expense of finite-lived intangible assets is as follows (in thousands): Remainder of 2024 $ 304 2025 1,215 2026 1,215 2027 1,215 2028 1,215 Thereafter 8,831 Total $ 13,995 |
Net Income Per Share of Commo_3
Net Income Per Share of Common Stock (Schedule of Basic and Diluted Net Income Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Numerator: | ||||
Net income | $ 3,418 | $ 4,889 | $ 10,313 | $ 8,189 |
Denominator: | ||||
Weighted-average shares outstanding, basic (in shares) | 12,555 | 11,413 | 12,043 | 11,319 |
Effect of potentially dilutive equivalent shares (in shares) | 224 | 471 | 282 | 510 |
Weighted-average shares outstanding, diluted (in shares) | 12,779 | 11,884 | 12,325 | 11,829 |
Net income per share of common stock outstanding: | ||||
Basic (in dollars per share) | $ 0.27 | $ 0.43 | $ 0.86 | $ 0.72 |
Diluted (in dollars per share) | $ 0.27 | $ 0.41 | $ 0.84 | $ 0.69 |
Net Income Per Share of Commo_4
Net Income Per Share of Common Stock (Schedule of Common Stock Excluded Because they were Antidilutive) (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potential shares of common stock excluded (in shares) | 368 | 236 | 341 | 209 |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potential shares of common stock excluded (in shares) | 337 | 211 | 315 | 189 |
Restricted stock units and performance stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potential shares of common stock excluded (in shares) | 31 | 25 | 26 | 20 |
Revenue Recognition (Schedule o
Revenue Recognition (Schedule of Contracted Balances) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Contract assets | ||
Accounts receivable, net | $ 138,366 | $ 101,653 |
Unbilled receivables | 74,650 | 58,588 |
Capitalized commissions | 3,095 | 3,492 |
Contract liabilities | ||
Advance payments and unearned revenue | 42,144 | 44,268 |
Unearned revenue, long-term | $ 7,676 | $ 7,416 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Mar. 29, 2024 USD ($) | Mar. 29, 2024 USD ($) | |
Disaggregation of Revenue [Line Items] | ||
Advance payments and unearned income | $ 49.8 | $ 49.8 |
Revenue to be recognized, percentage | 64% | 64% |
Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue recognized | $ 9.2 | $ 29.1 |
Revenue Recognition (Remaining
Revenue Recognition (Remaining Performance Obligations) (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-03-30 $ in Millions | Mar. 29, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 154.5 |
Remaining performance obligation, percentage | 50% |
Expected timing of satisfaction, period | 12 months |
Leases - (Schedule of Lease Cos
Leases - (Schedule of Lease Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||||
Operating lease costs | $ 280 | $ 270 | $ 765 | $ 817 |
Short-term lease costs | 1,204 | 490 | 2,667 | 1,507 |
Variable lease costs | 21 | 12 | 51 | 92 |
Total lease costs | $ 1,505 | $ 772 | $ 3,483 | $ 2,416 |
Leases - (Schedule of Rent Expe
Leases - (Schedule of Rent Expense Terms) (Details) | Mar. 29, 2024 |
Leases [Abstract] | |
Weighted average remaining lease term | 6 years 2 months 12 days |
Weighted average discount rate | 5.40% |
Leases - (Schedule of Operating
Leases - (Schedule of Operating Leases, Future Minimum Payments Due) (Details) $ in Thousands | Mar. 29, 2024 USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
Remainder of fiscal 2024 | $ 206 |
2025 | 921 |
2026 | 799 |
2027 | 348 |
2028 | 318 |
Thereafter | 1,235 |
Total lease payments | 3,827 |
Less: interest | (677) |
Present value of lease liabilities | $ 3,150 |
Balance Sheet Components (Sched
Balance Sheet Components (Schedule of Cash, Cash Equivalents and Restricted Cash) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jul. 01, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||||
Cash and cash equivalents | $ 58,201 | $ 22,242 | ||
Restricted cash included in other assets | 278 | 279 | ||
Total cash, cash equivalents, and restricted cash in the Statement of Cash Flows | $ 58,479 | $ 22,521 | $ 22,666 | $ 37,104 |
Balance Sheet Components (Sch_2
Balance Sheet Components (Schedule of Inventories) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Finished products | $ 37,780 | $ 18,502 |
Raw materials and supplies | 17,407 | 12,794 |
Customer service inventories | 1,625 | 1,761 |
Total inventories | 56,812 | 33,057 |
Consigned inventories included within raw materials and supplies | $ 13,670 | $ 11,224 |
Balance Sheet Components (Sch_3
Balance Sheet Components (Schedule of Inventory Adjustments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | ||||
Excess and obsolete inventory | $ 2,251 | $ 275 | $ 2,937 | $ 856 |
Customer service inventory write-downs | 153 | 302 | 652 | 859 |
Total inventory charges | $ 2,404 | $ 577 | $ 3,589 | $ 1,715 |
Balance Sheet Components (Sch_4
Balance Sheet Components (Schedule of Other Current Assets) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Related Party Transaction [Line Items] | ||
Taxes | $ 10,082 | $ 2,417 |
Contract manufacturing assets | 3,204 | 6,487 |
Prepaid and other current assets | 13,235 | 13,258 |
Other current assets | 30,721 | 22,162 |
Related Party | ||
Related Party Transaction [Line Items] | ||
Due from related party | $ 4,200 | $ 0 |
Balance Sheet Components (Narra
Balance Sheet Components (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 29, 2024 | Mar. 29, 2024 | Jun. 30, 2023 | |
Property, Plant and Equipment [Line Items] | |||
Assets held for sale | $ 2,720 | $ 2,720 | $ 0 |
Property, plant and equipment, gross | 67,212 | 67,212 | 70,238 |
Accumulated depreciation | (2,200) | ||
Asset under construction | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 1,300 | 1,300 | 400 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 0 | 0 | 210 |
Property, plant and equipment, reclassified | 200 | ||
Buildings and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 1,169 | $ 1,169 | $ 5,889 |
Property, plant and equipment, reclassified | $ 4,700 |
Balance Sheet Components (Sch_5
Balance Sheet Components (Schedule of Property, Plant and Equipment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | |
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 67,212 | $ 67,212 | $ 70,238 | ||
Less: accumulated depreciation | (60,814) | (60,814) | (60,786) | ||
Total property, plant and equipment, net | 6,398 | 6,398 | 9,452 | ||
Depreciation | 1,004 | $ 1,428 | 3,077 | $ 4,193 | |
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 0 | 0 | 210 | ||
Buildings and leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 1,169 | 1,169 | 5,889 | ||
Software | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 17,006 | 17,006 | 16,989 | ||
Machinery and equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 49,037 | 49,037 | 47,150 | ||
Asset under construction | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 1,300 | $ 1,300 | $ 400 |
Balance Sheet Components (Sch_6
Balance Sheet Components (Schedule of Accrued Expenses) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Related Party Transaction [Line Items] | ||
Project costs | $ 10,342 | $ 1,319 |
Compensation and benefits | 8,690 | 10,368 |
Taxes | 6,233 | 4,616 |
Warranties | 2,796 | 2,100 |
Commissions | 1,376 | 1,453 |
Professional fees | 994 | 2,104 |
Other | 3,782 | 2,482 |
Total accrued expenses | 38,516 | 24,442 |
Related Party | ||
Related Party Transaction [Line Items] | ||
Other | $ 4,303 | $ 0 |
Balance Sheet Components (Sch_7
Balance Sheet Components (Schedule of Accrued Warranties) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Warranty Liability Roll Forward | ||||
Balance as of the beginning of the period | $ 2,746 | $ 2,549 | $ 2,100 | $ 2,913 |
Warranty provision recorded during the period | 587 | 186 | 1,601 | 560 |
Assumed in acquisition | 0 | 0 | 446 | 55 |
Consumption during the period | (537) | (424) | (1,351) | (1,217) |
Balance as of the end of the period | $ 2,796 | $ 2,311 | $ 2,796 | $ 2,311 |
Balance Sheet Components (Sch_8
Balance Sheet Components (Schedule of Advance Payments and Unearned Revenue) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Advance payments | $ 2,557 | $ 1,607 |
Unearned revenue | 39,587 | 42,661 |
Total advance payments and unearned revenue | 42,144 | 44,268 |
Unearned revenue, long-term | $ 7,676 | $ 7,416 |
Fair Value Measurements of As_3
Fair Value Measurements of Assets and Liabilities (Schedule of Fair Value, by Balance Sheet Grouping) (Details) - Recurring - Fair Value - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Level 1 | ||
Assets: | ||
Marketable securities | $ 988 | $ 2 |
Level 1 | Money market funds | ||
Assets: | ||
Cash and cash equivalents: | 7,675 | 571 |
Level 2 | Bank certificates of deposit | ||
Assets: | ||
Cash and cash equivalents: | $ 3,408 | $ 3,793 |
Fair Value Measurements of As_4
Fair Value Measurements of Assets and Liabilities (Narrative) (Details) - $ / shares | Mar. 29, 2024 | Jun. 30, 2023 |
Level 1 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Money market, net asset value (in dollars per share) | $ 1 | $ 1 |
Credit Facility and Debt (Narra
Credit Facility and Debt (Narrative) (Details) | 1 Months Ended | 9 Months Ended | |
Nov. 30, 2023 USD ($) | Mar. 29, 2024 USD ($) quarter | May 09, 2023 USD ($) | |
Line of Credit Facility [Line Items] | |||
Letters of credit | $ 4,786,000 | ||
Leverage Ratio 2.75 | |||
Line of Credit Facility [Line Items] | |||
Term in quarters | quarter | 4 | ||
Leverage Ratio 2.50 | |||
Line of Credit Facility [Line Items] | |||
Term in quarters | quarter | 8 | ||
Revolving Credit Facility | Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 40,000,000 | ||
Borrowings outstanding | $ 0 | ||
Debt instrument, interest r, effective percentage | 7.90% | ||
Revolving Credit Facility | Credit Facility | Secured Overnight Financing Rate (SOFR) | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate | 2.50% | ||
Revolving Credit Facility | Credit Facility | Base Rate | |||
Line of Credit Facility [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Delayed Draw Term Loan Facility | Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Credit facility, maximum borrowing capacity | 50,000,000 | ||
Letter of Credit | Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Credit facility, maximum borrowing capacity | 10,000,000 | ||
Letters of credit | $ 4,800,000 | ||
Swing Line Loan | Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 10,000,000 | ||
Line of Credit | Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Proceeds from lines of credit | 33,200,000 | ||
Available credit under credit facility | 35,200,000 | ||
Line of credit facility, current borrowing capacity | 40,000,000 | ||
Repayments of lines of credit | $ 33,200,000 | ||
Fixed charge coverage ratio | 1.25 | ||
Line of Credit | Credit Facility | Measurement Input, EBITDA Multiple | |||
Line of Credit Facility [Line Items] | |||
Maximum leverage ratio, period 1 | 3 | ||
Maximum leverage ratio, period 2 | 2.75 | ||
Maximum leverage ratio, period 3 | 2.50 | ||
Line of Credit | Delayed Draw Term Loan Facility | |||
Line of Credit Facility [Line Items] | |||
Proceeds from lines of credit | $ 50,000,000 | ||
Borrowings outstanding | $ 49,400,000 |
Credit Facility and Debt - (Sch
Credit Facility and Debt - (Schedule of Long-Term Debt) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Debt Disclosure [Abstract] | ||
Term loan | $ 49,375 | |
Less: unamortized deferred financing costs | (428) | |
Total | 48,947 | |
Less: current portion of long-term debt | (2,395) | $ 0 |
Total long-term debt | $ 46,552 | $ 0 |
Credit Facility and Debt - (S_2
Credit Facility and Debt - (Schedule of Maturities of Long-Term Debt) (Details) $ in Thousands | Mar. 29, 2024 USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2024 | $ 625 |
2025 | 2,500 |
2026 | 3,750 |
2027 | 6,250 |
2028 | 36,250 |
Total | $ 49,375 |
Restructuring (Schedule of Rest
Restructuring (Schedule of Restructuring Related Activities) (Details) - Employee Severance and Benefits - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 29, 2024 | Dec. 29, 2023 | Sep. 29, 2023 | |
Restructuring Reserve [Roll Forward] | |||
Accrual balance, beginning of period | $ 1,532 | $ 112 | $ 600 |
Charges (recoveries), net | (421) | 2,000 | 681 |
Cash payments | (761) | (580) | (1,169) |
Accrued balance, end of period | 350 | 1,532 | 112 |
Fiscal 2024 Plans | |||
Restructuring Reserve [Roll Forward] | |||
Accrual balance, beginning of period | 1,532 | 112 | 0 |
Charges (recoveries), net | (635) | 2,000 | 333 |
Cash payments | (547) | (580) | (221) |
Accrued balance, end of period | 350 | 1,532 | 112 |
Prior Years’ Plans | |||
Restructuring Reserve [Roll Forward] | |||
Accrual balance, beginning of period | 0 | 0 | 600 |
Charges (recoveries), net | 214 | 0 | 348 |
Cash payments | (214) | 0 | (948) |
Accrued balance, end of period | $ 0 | $ 0 | $ 0 |
Restructuring (Narrative) (Deta
Restructuring (Narrative) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Restructuring and Related Activities [Abstract] | ||
Restructuring liabilities | $ 350 | $ 600 |
Stockholders_ Equity (Narrative
Stockholders’ Equity (Narrative) (Details) | 9 Months Ended | |
Mar. 29, 2024 USD ($) plan shares | Nov. 30, 2021 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Authorized repurchase amount | $ 10,000,000 | |
Remaining value available under stock repurchase program | $ 6,900,000 | |
Stock repurchased during period (in shares) | shares | 11,208 | |
Stock repurchase | $ 300,000 | |
Stock options granted (in shares) | shares | 151,094 | |
Unrecognized compensation expense for non-vested stock options | $ 2,700,000 | |
Unrecognized compensation expense for non-vested stock awards | $ 8,200,000 | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Nonvested awards, expense expected to be recognized, weighted average period | 1 year 10 months 24 days | |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock granted (in shares) | shares | 100,689 | |
Market-based stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock granted (in shares) | shares | 64,643 | |
Restricted and performance stock awards and units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Nonvested awards, expense expected to be recognized, weighted average period | 1 year 6 months | |
2018 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of stock incentive plans | plan | 1 | |
2018 Plan | Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Option expiration period | 7 years | |
2018 Plan | Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years |
Stockholders_ Equity (Schedule
Stockholders’ Equity (Schedule of Stock Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 1,886 | $ 1,638 | $ 5,545 | $ 5,135 |
Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 408 | 46 | 1,173 | 862 |
Restricted stock and performance share awards and units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 1,478 | 1,592 | 4,372 | 4,273 |
Cost of revenues | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 126 | 125 | 310 | 463 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 155 | 113 | 452 | 385 |
Selling and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 1,605 | $ 1,400 | $ 4,783 | $ 4,287 |
Segment and Geographic Inform_3
Segment and Geographic Information (Schedule of Revenues by Geographic Region) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 USD ($) | Mar. 31, 2023 USD ($) | Mar. 29, 2024 USD ($) segment | Mar. 31, 2023 USD ($) | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Number of reportable segments | segment | 1 | |||
Total revenue | $ 111,613 | $ 83,480 | $ 294,215 | $ 255,414 |
North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 44,409 | 46,064 | 151,243 | 146,961 |
Africa and the Middle East | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 11,401 | 19,235 | 35,856 | 44,354 |
Europe | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 6,549 | 3,871 | 17,379 | 13,705 |
Latin America and Asia Pacific | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 49,254 | $ 14,310 | $ 89,737 | $ 50,394 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Nov. 30, 2023 | Nov. 30, 2023 | Sep. 27, 2024 | Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | Sep. 30, 2022 | |
Business Acquisition [Line Items] | ||||||||
Revenues | $ 111,613 | $ 83,480 | $ 294,215 | $ 255,414 | ||||
Operating income (loss) | 5,028 | $ 7,496 | 15,569 | $ 20,087 | ||||
NEC Corporation | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to acquire businesses | $ 32,200 | |||||||
Consideration transferred, equity interest issued and issuable, number of shares (in shares) | 736,750 | |||||||
Consideration transferred, equity interest issued and issuable | $ 22,300 | 22,300 | ||||||
Business combination, consideration transferred | 54,500 | |||||||
Transaction costs | 1,300 | 7,700 | ||||||
Inventories | $ (34,175) | $ (34,175) | (1,400) | (1,400) | ||||
Finite-lived intangible assets | (1,500) | (1,500) | ||||||
Revenues | 22,500 | 29,800 | ||||||
Operating income (loss) | $ (400) | $ (1,200) | ||||||
NEC Corporation | Forecast | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to acquire businesses | $ 22,400 | |||||||
Redline Communications Group Inc | ||||||||
Business Acquisition [Line Items] | ||||||||
Net assets acquired | $ 20,400 |
Acquisitions (Schedule of Preli
Acquisitions (Schedule of Preliminary Purchase Consideration) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Nov. 30, 2023 | Jun. 30, 2023 |
Business Acquisition [Line Items] | |||
Goodwill | $ 8,217 | $ 5,112 | |
NEC Corporation | |||
Business Acquisition [Line Items] | |||
Accounts receivable, net | $ 51,787 | ||
Inventories | 1,400 | 34,175 | |
Property, plant and equipment, net | 539 | ||
Identifiable finite-lived intangible assets | $ 1,500 | ||
Other assets | 243 | ||
Accounts payable | (13,182) | ||
Advance payments and unearned revenue | (3,192) | ||
Other liabilities | (2,187) | ||
Goodwill | 3,106 | ||
Net assets acquired | 76,889 | ||
Customer relationships | NEC Corporation | |||
Business Acquisition [Line Items] | |||
Identifiable finite-lived intangible assets | 3,800 | ||
Technology-Based Intangible Assets | NEC Corporation | |||
Business Acquisition [Line Items] | |||
Identifiable finite-lived intangible assets | $ 1,800 |
Acquisitions (Schedule of Pro F
Acquisitions (Schedule of Pro Forma Adjustments) (Details) - NEC Corporation - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Revenue | $ 111,613 | $ 139,094 | $ 379,128 | $ 408,358 |
Net income (loss) | $ 4,393 | $ 7,812 | $ 18,765 | $ (1,214) |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) $ in Thousands | 9 Months Ended |
Mar. 29, 2024 USD ($) | |
Property Subject to or Available for Operating Lease [Line Items] | |
Commercial commitments outstanding | $ 16,568 |
Maximum | |
Property Subject to or Available for Operating Lease [Line Items] | |
Guarantee term | 2 years |
Inventories | |
Property Subject to or Available for Operating Lease [Line Items] | |
Purchase obligations with suppliers or contract manufacturers and contractual obligations outstanding | $ 53,500 |
Licensing Agreements | |
Property Subject to or Available for Operating Lease [Line Items] | |
Purchase obligations with suppliers or contract manufacturers and contractual obligations outstanding | $ 4,400 |
Commitments and Contingencies_2
Commitments and Contingencies (Schedule of Commercial Commitments) (Details) $ in Thousands | Mar. 29, 2024 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Letters of credit | $ 4,786 |
Bonds | 11,782 |
Total | $ 16,568 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Schedule of Intangible Assets and Goodwill) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 8,217 | $ 5,112 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 29, 2024 | Mar. 31, 2023 | Mar. 29, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Goodwill acquired | $ 3,100,000 | |||
Goodwill, impairment | $ 0 | |||
Amortization of intangible assets | 200,000 | 651,000 | $ 372,000 | |
Impairment charges | $ 0 | $ 0 | $ 0 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Schedule of Goodwill Impairment) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Total gross intangible assets | $ 15,350 | $ 9,750 |
Accumulated amortization | (1,355) | (704) |
Total | $ 13,995 | 9,046 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life in Years | 5 years | |
Total gross intangible assets | $ 1,800 | 0 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life in Years | 10 years | |
Total gross intangible assets | $ 690 | 690 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total gross intangible assets | $ 11,530 | 7,730 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life in Years | 14 years | |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life in Years | 15 years | |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life in Years | 16 years | |
Total gross intangible assets | $ 1,330 | $ 1,330 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets (Schedule of Finite-Lived Intangible Assets, Future Amortization Expense) (Details) - USD ($) $ in Thousands | Mar. 29, 2024 | Jun. 30, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2024 | $ 304 | |
2025 | 1,215 | |
2026 | 1,215 | |
2027 | 1,215 | |
2028 | 1,215 | |
Thereafter | 8,831 | |
Total | $ 13,995 | $ 9,046 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2023 shares | Mar. 29, 2024 USD ($) | Mar. 29, 2024 USD ($) | Jun. 30, 2023 USD ($) | |
Related Party Transaction [Line Items] | ||||
Accounts receivable, net | $ 138,366 | $ 138,366 | $ 101,653 | |
Outstanding related party payable balances | 3,782 | 3,782 | 2,482 | |
Related Party | ||||
Related Party Transaction [Line Items] | ||||
Outstanding related party receivable balances | 4,200 | 4,200 | 0 | |
Outstanding related party payable balances | 4,303 | 4,303 | $ 0 | |
Related Party | NEC Corporation | ||||
Related Party Transaction [Line Items] | ||||
Outstanding related party receivable balances | 4,700 | 4,700 | ||
Accounts receivable, net | 500 | 500 | ||
Other receivables, net, current | 4,200 | 4,200 | ||
Accounts payable and other accrued liabilities | 12,900 | 12,900 | ||
Accounts payable | 8,600 | 8,600 | ||
Outstanding related party payable balances | $ 4,300 | $ 4,300 | ||
NEC Corporation | NEC Transaction | ||||
Related Party Transaction [Line Items] | ||||
Equity method investment, ownership percentage | 5.90% | 5.90% | ||
Lock-Up | Related Party | ||||
Related Party Transaction [Line Items] | ||||
Share release, monthly release of issued shares | 0.0833 | |||
Share release, period after closing date | 2 years | |||
Inventory Purchases | NEC Corporation | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | $ 4,800 | $ 4,800 | ||
NEC Corporation | ||||
Related Party Transaction [Line Items] | ||||
Consideration transferred, equity interest issued and issuable, number of shares (in shares) | shares | 736,750 | |||
NEC Corporation | Transition Services | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | 1,200 | 2,200 | ||
NEC Corporation | Research and Development Services | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | $ 3,200 | $ 4,300 |