Cover Page
Cover Page - USD ($) $ in Thousands | 3 Months Ended | ||
Jan. 01, 2021 | Jan. 25, 2021 | Oct. 02, 2020 | |
Cover [Abstract] | |||
Document Type | 10-Q | ||
Document Quarterly Report | true | ||
Document Period End Date | Jan. 1, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-35451 | ||
Entity Registrant Name | MACOM Technology Solutions Holdings, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 27-0306875 | ||
Entity Address, Address Line One | 100 Chelmsford Street | ||
Entity Address, City or Town | Lowell | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01851 | ||
City Area Code | 978 | ||
Local Phone Number | 656-2500 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | MTSI | ||
Security Exchange Name | NASDAQ | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 68,344,490 | ||
Entity Central Index Key | 0001493594 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --10-01 | ||
Document Fiscal Period Focus | Q1 | ||
Document Fiscal Year Focus | 2021 | ||
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | $ (122) | $ (347) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Assets, Current [Abstract] | ||
Cash and cash equivalents | $ 128,728 | $ 129,441 |
Short-term investments | 226,044 | 203,711 |
Accounts Receivable, after Allowance for Credit Loss, Current | 55,209 | 45,884 |
Inventories | 89,015 | 91,584 |
Prepaid and other current assets | 10,219 | 10,899 |
Total current assets | 509,215 | 481,519 |
Property and equipment, net | 115,953 | 118,866 |
Goodwill | 315,338 | 315,012 |
Intangible assets, net | 118,905 | 130,898 |
Deferred income taxes | 41,417 | 41,935 |
Other investments | 12,942 | 17,745 |
Other long-term assets | 39,912 | 40,453 |
TOTAL ASSETS | 1,153,682 | 1,146,428 |
Current liabilities: | ||
Finance lease liabilities | 1,319 | 1,368 |
Current portion of long-term debt | 6,885 | 6,885 |
Accounts payable | 28,158 | 23,043 |
Accrued liabilities | 61,794 | 63,654 |
Total current liabilities | 98,156 | 94,950 |
Finance lease liabilities | 28,715 | 28,994 |
Long-term debt, less current portion | 650,931 | 652,172 |
Warrant liability | 0 | 25,312 |
Other long-term liabilities | 46,430 | 44,854 |
Total liabilities | 824,232 | 846,282 |
Stockholders’ equity: | ||
Common stock | 68 | 67 |
Treasury stock, at cost | (330) | (330) |
Accumulated other comprehensive income | 6,138 | 5,009 |
Additional paid-in capital | 1,172,269 | 1,135,127 |
Accumulated deficit | (848,695) | (839,727) |
Total stockholders’ equity | 329,450 | 300,146 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,153,682 | $ 1,146,428 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Income Statement [Abstract] | ||
Revenue | $ 148,504 | $ 119,097 |
Cost of revenue | 68,242 | 60,893 |
Gross profit | 80,262 | 58,204 |
Operating expenses: | ||
Research and development | 36,936 | 35,158 |
Selling, general and administrative | 31,252 | 32,340 |
Restructuring charges | 0 | 1,234 |
Total operating expenses | 68,188 | 68,732 |
Income (loss) from operations | 12,074 | (10,528) |
Other expense: | ||
Warrant liability expense | (11,130) | (4,087) |
Interest expense, net | (4,734) | (8,621) |
Other expense, net | (4,504) | (3,740) |
Total other expense, net | (20,368) | (16,448) |
Loss before income taxes | (8,294) | (26,976) |
Income tax expense | 674 | 1,386 |
Net loss | $ (8,968) | $ (28,362) |
Net loss per share: | ||
Loss per share - Basic | $ (0.13) | $ (0.43) |
Loss per share - Diluted | $ (0.13) | $ (0.43) |
Weighted average shares used: | ||
Basic (in shares) | 67,756 | 66,240 |
Diluted (in shares) | 67,756 | 66,240 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (8,968) | $ (28,362) |
Unrealized gain on short term investments, net of tax | 176 | 79 |
Foreign currency translation gain, net of tax | 953 | (248) |
Other comprehensive income, net of tax | 1,129 | (169) |
Total comprehensive loss | $ (7,839) | $ (28,531) |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Treasury Stock | Accumulated Other Comprehensive Income | Additional Paid-in Capital | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Treasury Stock, Shares | (23) | |||||||
Balance at beginning of period, (in shares) at Sep. 27, 2019 | 66,177 | |||||||
Balance at beginning of period at Sep. 27, 2019 | $ 313,896 | $ (1,875) | $ 66 | $ (330) | $ 4,358 | $ 1,101,576 | $ (791,774) | $ (1,875) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock option exercises (in shares) | 3 | |||||||
Stock option exercises | 43 | 43 | ||||||
Vesting of restricted common stock and units (in shares) | 10 | |||||||
Vesting of restricted common stock and units | 0 | $ 0 | ||||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 160 | |||||||
Issuance of common stock pursuant to employee stock purchase plan | 1,930 | 1,930 | ||||||
Shares repurchased for stock withholdings on restricted stock awards (in shares) | (4) | |||||||
Shares repurchased for tax withholdings on equity awards | (93) | (93) | ||||||
Share-based compensation | 8,150 | 8,150 | ||||||
Other comprehensive income, net of tax | (169) | (169) | ||||||
Net loss | (28,362) | (28,362) | ||||||
Balance at end of period, (in shares) at Jan. 03, 2020 | 66,346 | |||||||
Balance at end of period at Jan. 03, 2020 | 293,520 | $ 66 | (330) | 4,189 | 1,111,606 | (822,011) | ||
Balance at beginning of period, (in shares) at Sep. 27, 2019 | 66,177 | |||||||
Balance at beginning of period at Sep. 27, 2019 | 313,896 | $ (1,875) | $ 66 | (330) | 4,358 | 1,101,576 | (791,774) | $ (1,875) |
Balance at end of period, (in shares) at Oct. 02, 2020 | 66,921 | |||||||
Balance at end of period at Oct. 02, 2020 | $ 300,146 | $ 67 | $ (330) | 5,009 | 1,135,127 | (839,727) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | |||||||
Treasury Stock, Shares | (23) | |||||||
Treasury Stock, Shares | (23) | |||||||
Stock option exercises (in shares) | 10 | 10 | ||||||
Stock option exercises | $ 175 | 175 | ||||||
Vesting of restricted common stock and units (in shares) | 782 | |||||||
Vesting of restricted common stock and units | 0 | $ 0 | ||||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 93 | |||||||
Issuance of common stock pursuant to employee stock purchase plan | 2,239 | 2,239 | ||||||
Shares repurchased for stock withholdings on restricted stock awards (in shares) | (297) | |||||||
Shares repurchased for tax withholdings on equity awards | (11,844) | (11,844) | ||||||
Share-based compensation | 10,131 | 10,131 | ||||||
Other comprehensive income, net of tax | 1,129 | 1,129 | ||||||
Issuance of common stock for the cashless exercise of warrants (in shares) | 858 | |||||||
Issuance of common stock for the cashless exercise of warrants | 36,442 | $ 1 | 36,441 | |||||
Net loss | (8,968) | (8,968) | ||||||
Balance at end of period, (in shares) at Jan. 01, 2021 | 68,367 | |||||||
Balance at end of period at Jan. 01, 2021 | $ 329,450 | $ 68 | $ (330) | $ 6,138 | $ 1,172,269 | $ (848,695) | ||
Treasury Stock, Shares | (23) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (8,968) | $ (28,362) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and intangibles amortization | 18,200 | 20,503 |
Share-based compensation | 10,131 | 8,150 |
Warrant liability expense | 11,130 | 4,087 |
Deferred financing cost amortization | 548 | 1,015 |
Deferred income taxes | 580 | 487 |
Loss on minority equity investment | 4,803 | 3,749 |
Other adjustments, net | (385) | (477) |
Change in operating assets and liabilities: | ||
Accounts receivable | (9,325) | 18,013 |
Inventories | 2,570 | 1,023 |
Prepaid expenses and other assets | 301 | 5,675 |
Accounts payable | 5,401 | (1,710) |
Accrued and other liabilities | (27) | 4,956 |
Income taxes | (179) | 549 |
Net cash provided by operating activities | 34,780 | 37,658 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (2,890) | (4,248) |
Proceeds from sales and maturities of short-term investments | 60,167 | 77,211 |
Purchases of short-term investments | (82,046) | (77,504) |
Net cash used in investing activities | (24,769) | (4,541) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from stock option exercises and employee stock purchases | 2,414 | 1,973 |
Payments on long-term debt | (1,721) | (1,721) |
Payments on finance leases and other | (328) | (751) |
Repurchase of common stock - tax withholdings on equity awards | (11,844) | (93) |
Net cash used in financing activities | (11,479) | (592) |
Foreign currency effect on cash | 755 | 140 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | (713) | 32,665 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 128,728 | $ 108,184 |
CASH AND CASH EQUIVALENTS — Beginning of period | 129,441 | |
CASH AND CASH EQUIVALENTS — End of period | $ 128,728 |
Short Term Investments
Short Term Investments | 3 Months Ended |
Jan. 03, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | INVESTMENTS Our short-term investments include corporate bonds and commercial paper and are classified as available-for-sale and are summarized in the tables below (in thousands): January 1, 2021 Amortized Gross Gross Aggregate Fair Corporate bonds $ 76,981 $ 421 $ (86) $ 77,316 Commercial paper 148,694 70 (36) 148,728 Total short-term investments $ 225,675 $ 491 $ (122) $ 226,044 October 2, 2020 Amortized Gross Gross Aggregate Fair Corporate bonds $ 68,605 $ 348 $ (333) $ 68,620 Commercial paper 134,913 192 (14) 135,091 Total short-term investments $ 203,518 $ 540 $ (347) $ 203,711 The contractual maturities of available-for-sale investments were as follows (in thousands): January 1, 2021 October 2, 2020 Less than 1 year $ 153,139 $ 138,612 Over 1 year 72,905 65,099 Total short-term investments $ 226,044 $ 203,711 Available-for-sale investments are reported at fair value and, as such, their associated unrealized gains and losses are reported as a separate component of stockholders’ equity within accumulated other comprehensive income. Other Investments — As of January 1, 2021, we held two non-marketable equity investments classified as long-term investments, including an investment in a Series B preferred stock ownership of a privately held manufacturing corporation with preferred liquidation rights over other equity shares. As the equity securities do not have a readily determinable fair value and do not qualify for the practical expedient under ASC 820, Fair Value Measurement, we have elected to account for this investment at cost less any impairment. We evaluate this investment for impairment at each balance sheet date. As of January 1, 2021 and October 2, 2020, the carrying value of this investment was $2.5 million. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Jan. 01, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION The following is a summary of supplemental cash flow information for the periods presented (in thousands): Three Months Ended January 1, January 3, Cash paid for interest $ 4,586 $ 7,624 Cash paid for income taxes $ 249 $ 377 Non-cash activities: Operating lease right-of-use assets obtained in exchange for new lease liabilities $ 717 $ 74 Financing lease assets obtained in exchange for new lease liabilities $ — $ 586 Non-cash capital expenditures $ 350 $ 1,517 |
Short Term Investments_2
Short Term Investments | 3 Months Ended |
Jan. 01, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available for Sale Investments | Our short-term investments include corporate bonds and commercial paper and are classified as available-for-sale and are summarized in the tables below (in thousands): January 1, 2021 Amortized Gross Gross Aggregate Fair Corporate bonds $ 76,981 $ 421 $ (86) $ 77,316 Commercial paper 148,694 70 (36) 148,728 Total short-term investments $ 225,675 $ 491 $ (122) $ 226,044 October 2, 2020 Amortized Gross Gross Aggregate Fair Corporate bonds $ 68,605 $ 348 $ (333) $ 68,620 Commercial paper 134,913 192 (14) 135,091 Total short-term investments $ 203,518 $ 540 $ (347) $ 203,711 |
Summary of Contractual Maturities of Investments | The contractual maturities of available-for-sale investments were as follows (in thousands): January 1, 2021 October 2, 2020 Less than 1 year $ 153,139 $ 138,612 Over 1 year 72,905 65,099 Total short-term investments $ 226,044 $ 203,711 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information | 3 Months Ended |
Jan. 01, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information Regarding Non-cash Investing and Financing Activities | The following is a summary of supplemental cash flow information for the periods presented (in thousands): Three Months Ended January 1, January 3, Cash paid for interest $ 4,586 $ 7,624 Cash paid for income taxes $ 249 $ 377 Non-cash activities: Operating lease right-of-use assets obtained in exchange for new lease liabilities $ 717 $ 74 Financing lease assets obtained in exchange for new lease liabilities $ — $ 586 Non-cash capital expenditures $ 350 $ 1,517 |
Investments - Summary of Availa
Investments - Summary of Available for Sale Investments - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 225,675 | $ 203,518 |
Gross Unrealized Holding Gains | 491 | 540 |
Gross Unrealized Holding Losses | 122 | 347 |
Aggregate Fair Value | 226,044 | 203,711 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 76,981 | 68,605 |
Gross Unrealized Holding Gains | 421 | 348 |
Gross Unrealized Holding Losses | 86 | 333 |
Aggregate Fair Value | 77,316 | 68,620 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 148,694 | 134,913 |
Gross Unrealized Holding Gains | 70 | 192 |
Gross Unrealized Holding Losses | 36 | 14 |
Aggregate Fair Value | $ 148,728 | $ 135,091 |
Investments - Summary of Contra
Investments - Summary of Contractual Maturities of Investments - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Investments, Debt and Equity Securities [Abstract] | ||
Less than 1 year | $ 153,139 | $ 138,612 |
Over 1 year | 72,905 | 65,099 |
Total short-term investments | $ 226,044 | $ 203,711 |
Share-Based Compensation - Effe
Share-Based Compensation - Effects of Stock-Based Compensation Expense Related to Stock-Based Awards to Employees and Non-Employees - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total share-based compensation expense | $ 10,131 | $ 8,150 |
Cost of Revenue | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total share-based compensation expense | 871 | 962 |
Research and Development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total share-based compensation expense | 3,554 | 2,907 |
Selling, General and Administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total share-based compensation expense | $ 5,706 | $ 4,281 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Additional Information - USD ($) | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Income (Loss) from Equity Method Investments | $ (4,803,000) | $ (3,749,000) |
Unpaid amounts related to purchase of assets | 350,000 | $ 1,517,000 |
Capitalized Costs, Uncompleted Wells, Equipment and Facilities | $ 600,000 |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information Regarding Non-cash Investing and Financing Activities - USD ($) | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Noncash or Part Noncash Acquisitions [Line Items] | ||
Cash paid for interest | $ 4,586,000 | $ 7,624,000 |
Cash paid for income taxes | 249,000 | 377,000 |
Operating lease right-of-use assets obtained in exchange for new lease liabilities | 717,000 | 74,000 |
Financing lease assets obtained in exchange for new lease liabilities | $ 0 | $ 586,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Jan. 01, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Unaudited Interim Financial Information —The accompanying unaudited, condensed consolidated financial statements have been prepared according to the rules and regulations of the United States (the “U.S.”) Securities and Exchange Commission (the “SEC”) and, in the opinion of management, reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of the condensed consolidated balance sheets, condensed consolidated statements of operations, comprehensive loss, stockholders' equity and cash flows of MACOM Technology Solutions Holdings, Inc. (“MACOM”, the “Company”, “us”, “we” or “our”) for the periods presented. We prepare our interim financial information using the same accounting principles we use for our annual audited consolidated financial statements. Certain information and note disclosures normally included in the annual audited consolidated financial statements have been condensed or omitted in accordance with prescribed SEC rules. We believe that the disclosures made in our condensed consolidated financial statements and the accompanying notes are adequate to make the information presented not misleading. The condensed consolidated balance sheet as of October 2, 2020 is as reported in our audited consolidated financial statements as of that date. Our accounting policies are described in the notes to our October 2, 2020 consolidated financial statements, which were included in our Annual Report on Form 10-K for our fiscal year ended October 2, 2020 filed with the SEC on November 18, 2020 (the “2020 Annual Report on Form 10-K”). We recommend that the financial statements included in this Quarterly Report on Form 10-Q be read in conjunction with the consolidated financial statements and notes included in our 2020 Annual Report on Form 10-K. Principles of Consolidation— The accompanying condensed consolidated financial statements include our accounts and the accounts of our majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. We have a 52- or 53-week fiscal year ending on the Friday closest to the last day of September. Fiscal year 2021 includes 52 weeks and fiscal year 2020 included 53 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we include the extra week arising in such fiscal years in the first fiscal quarter. Our first fiscal quarter ended January 1, 2021 included 13 weeks and the first fiscal quarter ended January 3, 2020 had 14 weeks. Use of Estimates —The preparation of condensed consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities during the reporting periods, the reported amounts of revenue and expenses during the reporting periods, and the disclosure of contingent assets and liabilities at the date of the financial statements. On an ongoing basis, we base estimates and assumptions on historical experience, currently available information and various other factors that management believes to be reasonable under the circumstances. Actual results may differ materially from these estimates and assumptions. Recent Accounting Pronouncements —Our Recent Accounting Pronouncements are described in the 2020 Annual Report on Form 10-K. Pronouncements Adopted in Fiscal Year 2021 On the first day of fiscal year 2021, we adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU introduces a new accounting model known as Credit Expected Credit Losses (“CECL”), which requires earlier recognition of credit losses. The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for receivables at the time the financial asset is originated or acquired, replacing the current incurred loss methodology that delays recognition of credit losses until a probable loss has been incurred. There are other provisions within the standard affecting how impairments of other financial assets may be recorded and presented, as well as expanded disclosures. There was no impact to our unaudited condensed consolidated financial statements from the adoption of this guidance. We generate accounts receivable from customers and they are classified as short-term. We monitor collections and maintain a provision for expected credit losses based on historical trends, current conditions, and relevant forecasted information, in addition to provisions established for any specific collection issues that have been identified. As of January 1, 2021, our allowance for expected credit losses was less than $0.1 million . Our investments in debt securities, which are classified as available-for-sale, are further disclosed in Note 3, Investments . As of January 1, 2 021, our available-for-sale debt securities had gross unrealized losses of $0.1 million, which we believe to be temporary, and therefore there is no allowance for credit losses recorded in our condensed consolidated statement of operations. In January 2017, the Financial Accounting Standards Board (“FASB”) issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. ASU 2017-04 simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Instead, a one-step quantitative impairment test calculates goodwill impairment as the excess of the carrying value of a reporting unit over its fair value, up to the carrying value of the goodwill. This ASU should be applied on a prospective basis. We adopted this ASU in the first quarter of fiscal year 2021 and the adoption of this update did not have an impact on our condensed consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-15, Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, to provide additional guidance on the accounting for costs of implementing cloud computing arrangements that are service contracts, and requiring customers in such arrangements to follow the guidance in Subtopic 350-40. The amendments in this update require the capitalization of implementation costs during the application development stage of such hosting arrangements and amortization of the expense over the term of the arrangement beginning when the module or component of the hosting arrangement is ready for its intended use. Capitalized implementation costs and amortization thereof are also required to be classified in the same line item in the statements of financial position, operations and cash flows associated with the hosting service fees. We adopted this ASU in the first quarter of fiscal year 2021 and selected prospective application to all implementation costs incurred after the adoption date. The adoption of this update did not have an impact on our condensed consolidated financial statements and related disclosures. Pronouncements for Adoption in Subsequent Periods In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions to applying the guidance on contract modifications, hedge accounting, and other transactions, to simplify the accounting for transitioning from the London Interbank Offered Rate, and other interbank offered rates expected to be discontinued, to alternative reference rates. The guidance in this update was effective upon its issuance; if elected, it is to be applied prospectively through December 31, 2022. We are currently evaluating the effect the potential adoption of this ASU will have on our consolidated financial statements, including but not limited to our credit agreement. |
Revenue (Notes)
Revenue (Notes) | 3 Months Ended |
Jan. 01, 2021 | |
Revenue [Abstract] | |
Revenue from Contract with Customer [Text Block] | . REVENUE Disaggregation of Revenue We disaggregate revenue from contracts with customers by markets and geography, as we believe it best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The following tables present our revenue disaggregated by markets and geography (in thousands): Three Months Ended January 1, 2021 January 3, 2020 Revenue by Market: Telecommunications $ 51,532 $ 45,602 Industrial & Defense 61,618 50,482 Data Center 35,354 23,013 Total $ 148,504 $ 119,097 Three Months Ended January 1, 2021 January 3, 2020 Revenue by Geographic Region: United States $ 63,982 $ 53,951 China 42,376 37,341 Asia Pacific, excluding China (1) 21,773 18,820 Other Countries (2) 20,373 8,985 Total $ 148,504 $ 119,097 (1) Asia Pacific represents Taiwan, Japan, Singapore, India, Thailand, South Korea, Australia, Malaysia, New Zealand and the Philippines. (2) No country or region represented greater than 10% of our total revenue as of the dates presented, other than the United States, China and Asia Pacific region as presented above. Contract Balances We record contract assets or contract liabilities depending on the timing of revenue recognition, billings and cash collections on a contract-by-contract basis. Our contract liabilities primarily relate to deferred revenue, including advanced consideration received from customers for contracts prior to the transfer of control to the customer, and therefore revenue is subsequently recognized upon delivery of products and services. The following table presents the changes in contract liabilities during the three months ended January 1, 2021 (in thousands, except percentage): January 1, 2021 October 2, 2020 $ Change % Change Contract liabilities $ 7,370 $ 9,861 $ (2,491) (25) % As of January 1, 2021 and October 2, 2020, $3.5 million of our contract liabilities, were recorded as other long-term liabilities on our balance sheet with the remainder recorded as accrued liabilities. During the three months ended January 1, 2021, we recognized net sales of $5.3 million that were included in the contract liabilities balance as of the beginning of the period. The decrease in contract liabilities during the three months ended January 1, 2021, as shown in the table above, was primarily related to recognition of license revenue, partially offset by the deferral of revenue for invoiced products and services prior to when certain of our customers obtained control of the product and or services. |
Inventories
Inventories | 3 Months Ended |
Jan. 01, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories consist of the following (in thousands): January 1, October 2, Raw materials $ 49,245 $ 46,954 Work-in-process 9,102 9,324 Finished goods 30,668 35,306 Total inventory, net $ 89,015 $ 91,584 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Jan. 01, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY AND EQUIPMENT Property and equipment consists of the following (in thousands): January 1, October 2, Construction in process $ 16,952 $ 16,174 Machinery and equipment 193,112 191,953 Leasehold improvements 21,311 19,854 Furniture and fixtures 2,742 2,659 Computer equipment and software 18,516 18,487 Finance lease assets 35,589 35,589 Total property and equipment 288,222 284,716 Less accumulated depreciation and amortization (172,269) (165,850) Property and equipment, net $ 115,953 $ 118,866 |
Debt
Debt | 3 Months Ended |
Jan. 01, 2021 | |
Debt Disclosure [Abstract] | |
Debt | DEBT As of January 1, 2021, we are party to a credit agreement dated as of May 8, 2014 with a syndicate of lenders and Goldman Sachs Bank USA (“Goldman Sachs”), as administrative agent (as amended on February 13, 2015, August 31, 2016, March 10, 2017, May 19, 2017, May 2, 2018 and May 9, 2018, the “Credit Agreement”). As of January 1, 2021, the Credit Agreement consisted of term loans with an initial aggregate principal amount of $700.0 million (the “Term Loans”) and a revolving credit facility with an aggregate borrowing capacity of $160.0 million (the “Revolving Facility”). The Revolving Facility will mature in November 2021 and the Term Loans will mature in May 2024 and bear interest at: (i) for LIBOR loans for any interest period, a rate per annum equal to the LIBOR rate as determined by the administrative agent, plus an applicable margin of 2.25%; and (ii) for base rate loans, a rate per annum equal to the greater of (a) the prime rate quoted in the print edition of the Wall Street Journal, Money Rates Section, (b) the federal funds rate plus one-half of 1.00% and (c) the LIBOR rate applicable to a one-month interest period plus 1.00% (but, in each case, not less than 1.00%), plus an applicable margin of 1.25%. All principal amounts outstanding and interest rate information as of January 1, 2021, for the Credit Agreement were as follows (in thousands, except rate data): Principal Outstanding LIBOR Rate Margin Effective Interest Rate Term loans $664,366 0.15% 2.25% 2.40% As of January 1, 2021, approximately $4.7 million of deferred financing costs remain unamortized, of which $4.5 million is related to the Term Loans and is recorded as a direct reduction of the recognized debt liabilities in our accompanying condensed consolidated balance sheet, and $0.3 million is related to the Revolving Facility and is recorded in other long-term assets in our accompanying condensed consolidated balance sheet. The Term Loans and Revolving Facility are secured by a first priority lien on substantially all of our assets and provide that we must comply with certain financial and non-financial covenants. The Term Loans are payable in quarterly principal installments of approximately $1.7 million on the last business day of each calendar quarter, with the remainder due on the maturity date. In the event that we divest a business, the net cash proceeds of the divestment are generally required, subject to certain exceptions, to be applied to repayment of outstanding Term Loans except to the extent we reinvest such proceeds in assets useful for our business within 18 months of receiving the proceeds. If we enter into a binding agreement to reinvest such proceeds within 18 months of receiving them, we have until the later of 18 months following our receipt of the proceeds and six months following the date of such agreement to complete the reinvestment. As of January 1, 2021, we had $160.0 million of borrowing capacity under our Revolving Facility, of which we may borrow up to $50.0 million without being subject to certain financial covenants. As of January 1, 2021, the following remained outstanding on the Term Loans (in thousands): January 1, 2021 Principal balance $ 664,366 Unamortized discount (2,054) Unamortized deferred financing costs (4,496) Total term loans 657,816 Current portion 6,885 Long-term, less current portion $ 650,931 As of January 1, 2021, the minimum principal payments under the Term Loans in future fiscal years were as follows (in thousands): Amount 2021 (remainder of fiscal year) $ 5,163 2022 6,885 2023 6,885 2024 645,433 Total $ 664,366 The fair value of the Term Loans was estimated to be approximately $644.4 million as of January 1, 2021 and was determined using Level 2 inputs, including a quoted price from a financial institution. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Jan. 01, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | INTANGIBLE ASSETS Amortization expense related to intangible assets is as follows (in thousands): Three Months Ended January 1, January 3, Cost of revenue $ 3,877 $ 4,420 Selling, general and administrative 8,116 8,654 Total $ 11,993 $ 13,074 Intangible assets consist of the following (in thousands): January 1, October 2, Acquired technology $ 179,434 $ 179,434 Customer relationships 245,870 245,870 Trade name (indefinite-lived) 3,400 3,400 Total 428,704 428,704 Less accumulated amortization (309,799) (297,806) Intangible assets — net $ 118,905 $ 130,898 A summary of the activity in gross intangible assets and goodwill is as follows (in thousands): Intangible Assets Total Intangible Assets Acquired Customer Trade Name Goodwill Balance as of October 2, 2020 $ 428,704 $ 179,434 $ 245,870 $ 3,400 $ 315,012 Currency translation adjustment — — — — 326 Balance as of January 1, 2021 $ 428,704 $ 179,434 $ 245,870 $ 3,400 $ 315,338 As of January 1, 2021, our estimated amortization of our intangible assets in future fiscal years was as follows (in thousands): 2021 Remaining 2022 2023 2024 2025 Thereafter Total Amortization expense $ 34,220 33,433 26,048 15,410 3,489 2,905 $ 115,505 Accumulated amortization for acquired technology and customer relationships were $155.9 million and $153.9 million, respectively, as of January 1, 2021, and $152.1 million and $145.7 million, respectively, as of October 2, 2020. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Jan. 01, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | STOCKHOLDERS' EQUITY We have authorized 10 million shares of $0.001 par value preferred stock and 300 million shares of $0.001 par value common stock as of January 1, 2021. Common Stock Warrants —In March 2012, we issued warrants to purchase 1,281,358 shares of common stock for $14.05 per share. During the fiscal quarter ended January 1, 2021, Summit Partners Private Equity Fund VII-A, L.P., Summit Partners Private Equity Fund VII-B, L.P., Summit Investors I, LLC, Summit Investors I (UK), L.P. and Mainsail Partners II, L.P. made cashless exercises of warrants for 1,281,358 shares at an exercise price of $14.05 per share, resulting in the issuance of 857,631 shares of common stock. We received no proceeds from the exercise of warrants. During the three months ended January 1, 2021 and January 3, 2020, we recorded the changes in the estimated fair value of the warrants in the accompanying statements of operations. See Note 4 - Fair Value for additional information related to the fair value of our warrant liability. See Note 10 - Earnings (Loss) Per Share for impact of the common stock warrants on loss per share. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Jan. 01, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 10. EARNINGS (LOSS) PER SHARE The following table sets forth the computation for basic and diluted net loss per share of common stock (in thousands, except per share data): Three Months Ended January 1, 2021 January 3, 2020 Numerator: Net loss attributable to common stockholders $ (8,968) $ (28,362) Denominator: Weighted average common shares outstanding-basic 67,756 66,240 Dilutive effect of stock options, restricted stock, restricted stock units and warrants — — Weighted average common shares outstanding-diluted 67,756 66,240 Net loss to common stockholders per share-Basic: $ (0.13) $ (0.43) Net loss to common stockholders per share-Diluted: $ (0.13) $ (0.43) During the three months ended January 1, 2021 and January 3, 2020, we had warrants outstanding which were measured at fair value. When calculating earnings per share, we are required to adjust for the dilutive effect of outstanding common stock equivalents, including adjustment to the numerator for the dilutive effect of contracts that must be settled in stock. The table above excludes the effects of 2,004,621 shares for the three months ended January 1, 2021 and 1,292,101 shares for the three months ended January 3, 2020 of potential shares of common stock issuable upon exercise of stock options, warrants, and the vesting of restricted stock and restricted stock units, as applicable, as the inclusion would be antidilutive. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jan. 01, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIESFrom time to time, we may be subject to commercial disputes, employment issues, claims by other companies in the industry that we have infringed their intellectual property rights and other similar claims and litigation. Any such claims may lead to future litigation and material damages and defense costs. We were not involved in any material pending legal proceedings during the fiscal quarter ended January 1, 2021. |
Restructurings
Restructurings | 3 Months Ended |
Jan. 01, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructurings | RESTRUCTURINGS We have periodically implemented restructuring actions in connection with broader plans to reduce staffing, reduce our internal manufacturing footprint and generally reduce operating costs. The restructuring expenses are primarily comprised of direct and incremental costs related to headcount reductions including severance and outplacement fees for the terminated employees, as well as facility closure costs. There were no restructuring charges incurred during the three months ended January 1, 2021. The following is a summary of the restructuring charges incurred during the three months ended January 3, 2020 (in thousands): Three Months Ended January 3, Employee related expenses and adjustments $ 1,160 Facility related expenses 74 Total restructuring charges $ 1,234 2019 Plan During the fiscal quarter ended June 28, 2019, we committed to a plan designed to strategically realign, streamline and improve certain of our business and operations, including reducing our workforce by approximately 250 employees, exiting six development facilities in France, Japan, the Netherlands, Florida, Massachusetts and Rhode Island, reducing certain development activities for one of our product lines and no longer investing in the design and development of optical modules and subsystems for Data Center applications (the “2019 Plan”). We incurred restructuring charges of $1.3 million in the three months ended January 3, 2020 under the 2019 Plan, including $1.2 million of employee-related costs and $0.1 million of other costs. This action was completed during fiscal 2020 and we do not expect to incur further costs. The remaining charges will be paid during fiscal 2021. Details of the 2019 Plan accrual activity for the three months ended January 1, 2021 are as follows (in thousands): Employee-Related Expense (1) Facility-Related Expense (2) Total Balance as of October 2, 2020 $ 235 $ 26 $ 261 Charges and adjustments — — — Charges paid/settled/other 11 (26) (15) Balance as of January 1, 2021 $ 246 $ — $ 246 (1) Primarily includes severance charges associated with the reduction of our workforce in certain facilities. (2) Primarily includes activities associated with the closure of certain facilities, including any associated asset impairments and contract termination costs. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Jan. 01, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement | SHARE-BASED COMPENSATION Stock Plans As of January 1, 2021, we had 18.4 million shares available for issuance under our 2012 Omnibus Incentive Plan (as Amended and Restated) (the “2012 Plan”) and 4.1 million shares available for issuance under our Employee Stock Purchase Plan. Under the 2012 Plan, we have the ability to issue incentive stock options (“ISOs”), non-statutory stock options (“NSOs”), performance based non-statutory stock options, stock appreciation rights, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance-based restricted stock units (“PRSUs”), performance shares and other equity-based awards to employees, directors and outside consultants. The ISOs and NSOs must be granted at a price per share not less than the fair value of our common stock on the date of grant. Options granted to date primarily vest based on certain market-based and performance-based criteria. Options granted generally have a term of four years to seven years. Certain of the share-based awards granted and outstanding as of January 1, 2021 are subject to accelerated vesting upon a change in control of the Company. Share-Based Compensation The following table shows a summary of share-based compensation expense included in the condensed consolidated statements of operations (in thousands): Three Months Ended January 1, January 3, Cost of revenue $ 871 $ 962 Research and development 3,554 2,907 Selling, general and administrative 5,706 4,281 Total share-based compensation expense $ 10,131 $ 8,150 As of January 1, 2021, the total unrecognized compensation costs related to NQs, RSAs and RSUs, including awards with time-based and performance-based vesting was $61.9 million, which we expect to recognize over a weighted-average period of 2.4 years. As of January 1, 2021, total unrecognized compensation cost related to our Employee Stock Purchase Plan was $0.7 million. Stock Options A summary of stock option activity for the three months ended January 1, 2021 is as follows (in thousands, except per share amounts and contractual term): Number of Shares Weighted-Average Exercise Price per Share Weighted-Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Options outstanding as of October 2, 2020 325 $ 15.12 Exercised (10) 17.50 Forfeited, canceled or expired — — Options outstanding as of January 1, 2021 315 $ 15.05 6.85 $ 12,598 Options vested & expected to vest as of January 1, 2021 315 15.05 6.85 12,598 Options exercisable as of January 1, 2021 220 $ 14.61 7.72 $ 8,895 Aggregate intrinsic value represents the difference between our closing stock price on January 1, 2021 and the exercise price of outstanding, in-the-money options. The total intrinsic value of options exercised was $0.3 million for the three months ended January 1, 2021 and was not material for the three months ended January 3, 2020. Restricted Stock, Restricted Stock Units and Performance-Based Restricted Stock Units A summary of RSAs, RSUs and PRSUs activity for the three months ended January 1, 2021 is as follows: Number of RSAs, RSUs and PRSUs Weighted- Balance as of October 2, 2020 2,788 $ 20.84 Granted 907 29.30 Vested and released (782) 19.85 Forfeited, canceled or expired (30) 25.68 Balance as of January 1, 2021 2,883 $ 23.72 |
Income Taxes
Income Taxes | 3 Months Ended |
Jan. 01, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES We are subject to income tax in the U.S. as well as other tax jurisdictions in which we conduct business. Earnings from non-U.S. activities are subject to local country income tax and may also be subject to current U.S. income tax. For interim periods, we record a tax provision or benefit based upon the estimated effective tax rate expected for the full fiscal year, adjusted for material discrete taxation matters arising during the interim periods. Our quarterly tax provision or benefit, and its quarterly estimate of the annual effective tax rate, are subject to significant variation due to several factors. These factors include variability in accurately predicting pre-tax income/loss, the mix of jurisdictions in which we operate, intercompany transactions, changes in how we do business, tax law developments, and relative changes in permanent tax benefits or expenses. The provision for income taxes and effective income tax rate are as follows (in thousands, except percentages): Three Months Ended January 1, January 3, Income tax expense $ 674 $ 1,386 Effective income tax rate (8.1) % (5.1) % The difference between the U.S. federal statutory income tax rate of 21% and our effective income tax rates for the three months ended January 1, 2021 and January 3, 2020 was primarily driven by the continuation of a full valuation allowance against any benefit associated with losses in the U.S. and income taxed in foreign jurisdictions generally at lower tax rates and where a valuation allowance does not apply. We recognize deferred tax assets to the extent that we believe that these assets are more likely than not to be realized. In making this determination, we consider available positive and negative evidence. We look at factors that may impact the valuation of our deferred tax asset including results of recent operations, future reversals of existing taxable temporary differences, projected future taxable income, and tax-planning strategies. We have determined that there was not sufficient objectively verifiable positive evidence to offset our significant negative objective evidence, therefore, we concluded that a full valuation allowance is appropriate for our U.S. deferred tax assets. Our negative objective evidence consists primarily of adjusted cumulative losses in the U.S. over the three-year period ended January 1, 2021. Our deferred income tax asset balance as of January 1, 2021 and October 2, 2020 is primarily attributable to an initial $39.8 million deferred asset generated from an intra-entity transfer of a license for intellectual property during the fiscal quarter ended September 27, 2019. We expect this deferred tax asset to amortize over the life of the intellectual property. The balance of the unrecognized tax benefits remained at $0.3 million as of January 1, 2021 when compared to the balance as of October 2, 2020. It is our policy to recognize any interest and penalties accrued related to unrecognized tax benefits in income tax expense. During the fiscal quarter ended January 1, 2021, we did not make any accrual or payment of interest or penalties, nor did we make any payment, because we believe our $0.3 million accrual would cover any additional amounts due. |
Geographic and Significant Cust
Geographic and Significant Customer Information | 3 Months Ended |
Jan. 01, 2021 | |
Segment Reporting [Abstract] | |
Geographic and Significant Customer Information | GEOGRAPHIC AND SIGNIFICANT CUSTOMER INFORMATION We have one reportable operating segment that designs, develops, manufactures and markets semiconductors and modules. The determination of the number of reportable operating segments is based on the chief operating decision maker’s use of financial information for the purposes of assessing performance and making operating decisions. In evaluating financial performance and making operating decisions, the chief operating decision maker primarily uses consolidated metrics. We evaluate this assessment on an ongoing basis as facts and circumstances change and as of January 1, 2021 there were no changes to our conclusion. For information about our revenue in different geographic regions, based upon customer locations, see Note 2 - Revenue . Information about net property and equipment in different geographic regions is presented below (in thousands): January 1, October 2, United States $ 97,547 $ 99,118 Europe (1) 12,963 13,129 Other Countries (2) 5,443 6,619 Total $ 115,953 $ 118,866 (1) Europe primarily represents Finland, France, Germany, Ireland and Italy. (2) Other than the United States and Europe, no country or region represented greater than 10% of the total net property and equipment as of the dates presented. The following is a summary of customer concentrations as a percentage of revenue and accounts receivable as of and for the periods presented: Three Months Ended Revenue January 1, January 3, Customer A 14% 16 % Accounts Receivable January 1, October 2, Customer A 24 % 20 % Customer B 11 % 8 % No other customer represented more than 10% of revenue or accounts receivable in the periods presented in the accompanying condensed consolidated financial statements. For the three months ended January 1, 2021 and January 3, 2020 our top ten customers represented 55% and 60%, respectively, of total revenue. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jan. 01, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation— The accompanying condensed consolidated financial statements include our accounts and the accounts of our majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Fiscal Period, Policy [Policy Text Block] | We have a 52- or 53-week fiscal year ending on the Friday closest to the last day of September. Fiscal year 2021 includes 52 weeks and fiscal year 2020 included 53 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we include the extra week arising in such fiscal years in the first fiscal quarter. Our first fiscal quarter ended January 1, 2021 included 13 weeks and the first fiscal quarter ended January 3, 2020 had 14 weeks. |
Use of Estimates | Use of Estimates —The preparation of condensed consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities during the reporting periods, the reported amounts of revenue and expenses during the reporting periods, and the disclosure of contingent assets and liabilities at the date of the financial statements. On an ongoing basis, we base estimates and assumptions on historical experience, currently available information and various other factors that management believes to be reasonable under the circumstances. Actual results may differ materially from these estimates and assumptions. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Revenue [Abstract] | |
Disaggregation of Revenue | The following tables present our revenue disaggregated by markets and geography (in thousands): Three Months Ended January 1, 2021 January 3, 2020 Revenue by Market: Telecommunications $ 51,532 $ 45,602 Industrial & Defense 61,618 50,482 Data Center 35,354 23,013 Total $ 148,504 $ 119,097 Three Months Ended January 1, 2021 January 3, 2020 Revenue by Geographic Region: United States $ 63,982 $ 53,951 China 42,376 37,341 Asia Pacific, excluding China (1) 21,773 18,820 Other Countries (2) 20,373 8,985 Total $ 148,504 $ 119,097 (1) Asia Pacific represents Taiwan, Japan, Singapore, India, Thailand, South Korea, Australia, Malaysia, New Zealand and the Philippines. (2) No country or region represented greater than 10% of our total revenue as of the dates presented, other than the United States, China and Asia Pacific region as presented above. |
Contract with Customer, Asset and Liability | The following table presents the changes in contract liabilities during the three months ended January 1, 2021 (in thousands, except percentage): January 1, 2021 October 2, 2020 $ Change % Change Contract liabilities $ 7,370 $ 9,861 $ (2,491) (25) % |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis consist of the following (in thousands): January 1, 2021 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 18,585 $ 18,585 $ — $ — Commercial paper 148,728 — 148,728 — Corporate bonds 77,316 — 77,316 — Total assets measured at fair value $ 244,629 $ 18,585 $ 226,044 $ — October 2, 2020 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 20,139 $ 20,139 $ — $ — Commercial paper 135,091 — 135,091 — Corporate bonds 68,620 — 68,620 — Total assets measured at fair value $ 223,850 $ 20,139 $ 203,711 $ — Liabilities Common stock warrant liability $ 25,312 $ — $ — $ 25,312 Total liabilities measured at fair value $ 25,312 $ — $ — $ 25,312 |
Quantitative information Used in Fair Value Calculation of Level 3 Liabilities | The quantitative information utilized in the fair value calculation of our Level 3 liabilities is as follows: Inputs Liabilities Valuation Technique Unobservable Input October 2, 2020 Warrant liability Black-Scholes model Volatility 61.8% Discount rate 0.09% Expected life 0.2 years Exercise price $14.05 Stock price $33.80 Dividend rate —% |
Changes in Liabilities with Inputs Classified within Level 3 of Fair Value | The changes in liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): October 2, Net Realized/Unrealized Losses Included in Earnings Purchases Sales and January 1, Common stock warrant liability $ 25,312 $ 11,130 $ — $ (36,442) $ — September 27, Net Realized/Unrealized Losses (Gains) Included in Earnings Purchases Sales and January 3, Common stock warrant liability $ 12,364 $ 4,087 $ — $ — $ 16,451 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | Inventories consist of the following (in thousands): January 1, October 2, Raw materials $ 49,245 $ 46,954 Work-in-process 9,102 9,324 Finished goods 30,668 35,306 Total inventory, net $ 89,015 $ 91,584 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | Property and equipment consists of the following (in thousands): January 1, October 2, Construction in process $ 16,952 $ 16,174 Machinery and equipment 193,112 191,953 Leasehold improvements 21,311 19,854 Furniture and fixtures 2,742 2,659 Computer equipment and software 18,516 18,487 Finance lease assets 35,589 35,589 Total property and equipment 288,222 284,716 Less accumulated depreciation and amortization (172,269) (165,850) Property and equipment, net $ 115,953 $ 118,866 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | All principal amounts outstanding and interest rate information as of January 1, 2021, for the Credit Agreement were as follows (in thousands, except rate data): Principal Outstanding LIBOR Rate Margin Effective Interest Rate Term loans $664,366 0.15% 2.25% 2.40% |
Schedule of Remained Outstanding on Term Loans | As of January 1, 2021, the following remained outstanding on the Term Loans (in thousands): January 1, 2021 Principal balance $ 664,366 Unamortized discount (2,054) Unamortized deferred financing costs (4,496) Total term loans 657,816 Current portion 6,885 Long-term, less current portion $ 650,931 |
Schedule of Minimum Principal Payments under Term Loans | As of January 1, 2021, the minimum principal payments under the Term Loans in future fiscal years were as follows (in thousands): Amount 2021 (remainder of fiscal year) $ 5,163 2022 6,885 2023 6,885 2024 645,433 Total $ 664,366 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Amortization Expense of Intangible Assets | Amortization expense related to intangible assets is as follows (in thousands): Three Months Ended January 1, January 3, Cost of revenue $ 3,877 $ 4,420 Selling, general and administrative 8,116 8,654 Total $ 11,993 $ 13,074 |
Summary of Intangible Assets | Intangible assets consist of the following (in thousands): January 1, October 2, Acquired technology $ 179,434 $ 179,434 Customer relationships 245,870 245,870 Trade name (indefinite-lived) 3,400 3,400 Total 428,704 428,704 Less accumulated amortization (309,799) (297,806) Intangible assets — net $ 118,905 $ 130,898 |
Summary of Activity in Intangible Assets and Goodwill | A summary of the activity in gross intangible assets and goodwill is as follows (in thousands): Intangible Assets Total Intangible Assets Acquired Customer Trade Name Goodwill Balance as of October 2, 2020 $ 428,704 $ 179,434 $ 245,870 $ 3,400 $ 315,012 Currency translation adjustment — — — — 326 Balance as of January 1, 2021 $ 428,704 $ 179,434 $ 245,870 $ 3,400 $ 315,338 |
Summary of Estimated Amortization of Intangible Assets in Future Fiscal Years | As of January 1, 2021, our estimated amortization of our intangible assets in future fiscal years was as follows (in thousands): 2021 Remaining 2022 2023 2024 2025 Thereafter Total Amortization expense $ 34,220 33,433 26,048 15,410 3,489 2,905 $ 115,505 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Earnings Per Share [Abstract] | |
Computation for Basic and Diluted Net Loss Per Share of Common Stock | The following table sets forth the computation for basic and diluted net loss per share of common stock (in thousands, except per share data): Three Months Ended January 1, 2021 January 3, 2020 Numerator: Net loss attributable to common stockholders $ (8,968) $ (28,362) Denominator: Weighted average common shares outstanding-basic 67,756 66,240 Dilutive effect of stock options, restricted stock, restricted stock units and warrants — — Weighted average common shares outstanding-diluted 67,756 66,240 Net loss to common stockholders per share-Basic: $ (0.13) $ (0.43) Net loss to common stockholders per share-Diluted: $ (0.13) $ (0.43) |
Restructurings - (Tables)
Restructurings - (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following is a summary of the restructuring charges incurred during the three months ended January 3, 2020 (in thousands): Three Months Ended January 3, Employee related expenses and adjustments $ 1,160 Facility related expenses 74 Total restructuring charges $ 1,234 |
Schedule of Restructuring Reserve by Type of Cost | Details of the 2019 Plan accrual activity for the three months ended January 1, 2021 are as follows (in thousands): Employee-Related Expense (1) Facility-Related Expense (2) Total Balance as of October 2, 2020 $ 235 $ 26 $ 261 Charges and adjustments — — — Charges paid/settled/other 11 (26) (15) Balance as of January 1, 2021 $ 246 $ — $ 246 (1) Primarily includes severance charges associated with the reduction of our workforce in certain facilities. (2) Primarily includes activities associated with the closure of certain facilities, including any associated asset impairments and contract termination costs. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Effects of Stock-Based Compensation Expense Related to Stock-Based Awards to Employees and Nonemployees | The following table shows a summary of share-based compensation expense included in the condensed consolidated statements of operations (in thousands): Three Months Ended January 1, January 3, Cost of revenue $ 871 $ 962 Research and development 3,554 2,907 Selling, general and administrative 5,706 4,281 Total share-based compensation expense $ 10,131 $ 8,150 |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | A summary of stock option activity for the three months ended January 1, 2021 is as follows (in thousands, except per share amounts and contractual term): Number of Shares Weighted-Average Exercise Price per Share Weighted-Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Options outstanding as of October 2, 2020 325 $ 15.12 Exercised (10) 17.50 Forfeited, canceled or expired — — Options outstanding as of January 1, 2021 315 $ 15.05 6.85 $ 12,598 Options vested & expected to vest as of January 1, 2021 315 15.05 6.85 12,598 Options exercisable as of January 1, 2021 220 $ 14.61 7.72 $ 8,895 |
Summary of Restricted Stock, Restricted Stock Unit and Performance-based Restricted Stock Unit Activity | A summary of RSAs, RSUs and PRSUs activity for the three months ended January 1, 2021 is as follows: Number of RSAs, RSUs and PRSUs Weighted- Balance as of October 2, 2020 2,788 $ 20.84 Granted 907 29.30 Vested and released (782) 19.85 Forfeited, canceled or expired (30) 25.68 Balance as of January 1, 2021 2,883 $ 23.72 |
Geographic and Significant Cu_2
Geographic and Significant Customer Information (Tables) | 3 Months Ended |
Jan. 01, 2021 | |
Segment Reporting [Abstract] | |
Long-lived Assets by Geographic Areas | For information about our revenue in different geographic regions, based upon customer locations, see Note 2 - Revenue . Information about net property and equipment in different geographic regions is presented below (in thousands): January 1, October 2, United States $ 97,547 $ 99,118 Europe (1) 12,963 13,129 Other Countries (2) 5,443 6,619 Total $ 115,953 $ 118,866 (1) Europe primarily represents Finland, France, Germany, Ireland and Italy. (2) Other than the United States and Europe, no country or region represented greater than 10% of the total net property and equipment as of the dates presented. |
Schedule of Revenue by Major Customers by Reporting Segments | The following is a summary of customer concentrations as a percentage of revenue and accounts receivable as of and for the periods presented: Three Months Ended Revenue January 1, January 3, Customer A 14% 16 % Accounts Receivable January 1, October 2, Customer A 24 % 20 % Customer B 11 % 8 % |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Oct. 02, 2020 | |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Fiscal Period, Policy [Policy Text Block] | We have a 52- or 53-week fiscal year ending on the Friday closest to the last day of September. Fiscal year 2021 includes 52 weeks and fiscal year 2020 included 53 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we include the extra week arising in such fiscal years in the first fiscal quarter. Our first fiscal quarter ended January 1, 2021 included 13 weeks and the first fiscal quarter ended January 3, 2020 had 14 weeks. | |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | $ 122 | $ 347 |
Accounts Receivable, Allowance for Credit Loss | $ 100 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jan. 01, 2021 | Jan. 03, 2020 | Oct. 02, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 148,504 | $ 119,097 | |
Contract liabilities | 7,370 | $ 9,861 | |
Increase (decrease) in contract with customer liability | (2,491) | ||
Amounts included in contract liabilities at the beginning of the period | $ 5,300 | ||
Net change in contract liabilities (percentage) | (25.00%) | ||
Other Noncurrent Liabilities [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Contract liabilities | $ 3,500 | $ 3,500 | |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 63,982 | 53,951 | |
China | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 42,376 | 37,341 | |
Asia Pacific, excluding China | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 21,773 | 18,820 | |
Other Countries | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 20,373 | 8,985 | |
Industrial & Defense | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 61,618 | 50,482 | |
Data Center | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 35,354 | 23,013 | |
Telecom | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 51,532 | $ 45,602 |
Investments - Other Investments
Investments - Other Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jan. 01, 2021 | Jan. 03, 2020 | Oct. 02, 2020 | |
Equity Securities without Readily Determinable Fair Value [Line Items] | |||
Income (Loss) from Equity Method Investments | $ (4,803) | $ (3,749) | |
Equity Securities | Compute | |||
Equity Securities without Readily Determinable Fair Value [Line Items] | |||
Equity Method Investments | 10,400 | $ 15,200 | |
Income (Loss) from Equity Method Investments | (4,800) | $ (3,700) | |
Preferred Stock | Privately Held Manufacturing Company | |||
Equity Securities without Readily Determinable Fair Value [Line Items] | |||
Investment cost basis | $ 2,500 | $ 2,500 | |
Compute | Equity Securities | |||
Equity Securities without Readily Determinable Fair Value [Line Items] | |||
Noncontrolling interest ownership percentage | 20.00% |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 244,629 | $ 223,850 |
Total liabilities measured at fair value | 25,312 | |
Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 25,312 | |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 77,316 | 68,620 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 18,585 | 20,139 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 148,728 | 135,091 |
Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 18,585 | 20,139 |
Total liabilities measured at fair value | 0 | |
Active Markets for Identical Assets (Level 1) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | |
Active Markets for Identical Assets (Level 1) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 18,585 | 20,139 |
Active Markets for Identical Assets (Level 1) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 226,044 | 203,711 |
Total liabilities measured at fair value | 0 | |
Observable Inputs (Level 2) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | |
Observable Inputs (Level 2) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 77,316 | 68,620 |
Observable Inputs (Level 2) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Observable Inputs (Level 2) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 148,728 | 135,091 |
Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 25,312 | |
Unobservable Inputs (Level 3) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 25,312 | |
Unobservable Inputs (Level 3) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Unobservable Inputs (Level 3) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Unobservable Inputs (Level 3) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 0 | $ 0 |
Fair Value Fair Value - Quantit
Fair Value Fair Value - Quantitative Information Used in Fair Value Calculation of Level 3 Liabilities (Details) - Common stock warrant liability - Black-Scholes model | Oct. 02, 2020$ / shares |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding term | 2 months 12 days |
Measurement Input, Discount Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability measurement input | 0.0009 |
Volatility | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability measurement input | 0.618 |
Exercise price (in dollars per share) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability measurement input | 14.05 |
Stock price (in dollars per share) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability measurement input | 33.80 |
Dividend rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant liability measurement input | 0 |
Fair Value - Changes in Assets
Fair Value - Changes in Assets and Liabilities with Inputs Classified within Level 3 of Fair Value (Details) - Common stock warrant liability - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ 25,312 | $ 12,364 |
Net Realized/Unrealized Losses Included in Earnings | 11,130 | 4,087 |
Purchases and Issuances | 0 | 0 |
Sales and Settlements | (36,442) | 0 |
Balance at end of period | $ 0 | $ 16,451 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 49,245 | $ 46,954 |
Work-in-process | 9,102 | 9,324 |
Finished goods | 30,668 | 35,306 |
Total inventory, net | $ 89,015 | $ 91,584 |
Property Plant and Equipment -
Property Plant and Equipment - Components of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 288,222 | $ 284,716 |
Less accumulated depreciation and amortization | (172,269) | (165,850) |
Property and equipment, net | 115,953 | 118,866 |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 16,952 | 16,174 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 193,112 | 191,953 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 21,311 | 19,854 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,742 | 2,659 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 18,516 | 18,487 |
Assets Held Under Finance Leases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 35,589 | $ 35,589 |
Property Plant and Equipment _2
Property Plant and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jan. 01, 2021 | Jan. 03, 2020 | Oct. 02, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization expense | $ 6,200 | $ 7,400 | |
Accumulated depreciation | 172,269 | $ 165,850 | |
Finance Lease, Right-of-Use Asset, Accumulated Amortization | $ 3,100 | $ 2,500 |
Debt - Additional Information (
Debt - Additional Information (Details) | 3 Months Ended |
Jan. 01, 2021USD ($) | |
Debt Instrument [Line Items] | |
Principle amount | $ 700,000,000 |
Unamortized deferred financing costs | 4,700,000 |
Term Loans | |
Debt Instrument [Line Items] | |
Unamortized deferred financing costs | 4,496,000 |
Debt Instrument, Periodic Payment | $ 1,700,000 |
Debt Instrument, Payment Terms, Reinvestment Of Divestiture of Business Proceeds, Period | 18 months |
Debt Instrument, Payment Terms, Reinvestment Of Divestiture Of Business Proceeds, Transaction Completion, Period | 6 months |
Amount drawn | $ 657,816,000 |
Effective interest rate | 2.40% |
Principal balance | $ 664,366,000 |
Estimated fair value of Term Loans | 644,400,000 |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Unamortized deferred financing costs | 300,000 |
Credit Agreement | Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Line of credit facility maximum borrowing capacity | 160,000,000 |
Credit facility, remaining borrowing capacity | 160,000,000 |
Line of Credit Facility, Covenant Terms | $ 50,000,000 |
Fed Funds Effective Rate Overnight Index Swap Rate [Member] | Term Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.50% |
One Month London Interbank Offered Rate (LIBOR) [Member] | Term Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.00% |
LIBOR Rate | Term Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.25% |
Minimum | LIBOR Rate | Term Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.25% |
Debt Debt - Schedule of Long-te
Debt Debt - Schedule of Long-term Debt Instruments (Details) - Term Loans $ in Thousands | 3 Months Ended |
Jan. 01, 2021USD ($) | |
Debt Instrument [Line Items] | |
Principal balance | $ 664,366 |
Effective interest rate | 2.40% |
LIBOR Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.25% |
Margin | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.15% |
Debt - Schedule of Remained Out
Debt - Schedule of Remained Outstanding on Term Loans (Details) - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Debt Instrument [Line Items] | ||
Unamortized deferred financing costs | $ (4,700) | |
Current portion | 6,885 | $ 6,885 |
Long-term, less current portion | 650,931 | $ 652,172 |
Term Loans | ||
Debt Instrument [Line Items] | ||
Principal balance | 664,366 | |
Unamortized discount | (2,054) | |
Unamortized deferred financing costs | (4,496) | |
Total term loans | 657,816 | |
Current portion | 6,885 | |
Long-term, less current portion | $ 650,931 |
Debt - Schedule of Minimum Prin
Debt - Schedule of Minimum Principal Payments under Term Loans (Details) - Term Loans $ in Thousands | Jan. 01, 2021USD ($) |
Debt Instrument [Line Items] | |
2021 (remainder of fiscal year) | $ 5,163 |
2022 | 6,885 |
2023 | 6,885 |
2024 | 645,433 |
Total | $ 664,366 |
Intangible Assets - Summary of
Intangible Assets - Summary of Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 11,993 | $ 13,074 |
Cost of Revenue | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 3,877 | 4,420 |
Selling, General and Administrative | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 8,116 | $ 8,654 |
Intangible Assets - Summary o_2
Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Trade name (indefinite-lived) | $ 3,400 | $ 3,400 |
Total | 428,704 | 428,704 |
Less accumulated amortization | (309,799) | (297,806) |
Intangible assets — net | 118,905 | 130,898 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets | 179,434 | 179,434 |
Less accumulated amortization | (155,900) | (152,100) |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets | 245,870 | 245,870 |
Less accumulated amortization | $ (153,900) | $ (145,700) |
Intangible Assets - Summary o_3
Intangible Assets - Summary of Activity in Intangible Assets and Goodwill (Details) $ in Thousands | 3 Months Ended |
Jan. 01, 2021USD ($) | |
Goodwill and Intangible Assets [Roll Forward] | |
Beginning Balance | $ 428,704 |
Currency translation adjustment | 0 |
Intangible Assets, Net (Including Goodwill) | 315,338 |
Ending Balance | 428,704 |
Goodwill [Roll Forward] | |
Balance at beginning of period | 315,012 |
Currency translation adjustment | 326 |
Balance at end of period | 315,338 |
Trade Names | |
Indefinite Lived Intangible Assets Rollforward [Roll Forward] | |
Beginning Balance | 3,400 |
Currency translation adjustment | 0 |
Ending Balance | 3,400 |
Developed technology | |
Finite-lived Intangible Assets [Roll Forward] | |
Beginning Balance | 179,434 |
Currency translation adjustment | 0 |
Ending Balance | 179,434 |
Customer relationships | |
Finite-lived Intangible Assets [Roll Forward] | |
Beginning Balance | 245,870 |
Currency translation adjustment | 0 |
Ending Balance | $ 245,870 |
Intangible Assets - Summary o_4
Intangible Assets - Summary of Estimated Amortization of Intangible Assets (Details) $ in Thousands | Jan. 01, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 Remaining | $ 34,220 |
2022 | 33,433 |
2023 | 26,048 |
2024 | 15,410 |
2025 | 3,489 |
Thereafter | 2,905 |
Total | $ 115,505 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | $ 309,799 | $ 297,806 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | 155,900 | 152,100 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | $ 153,900 | $ 145,700 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - $ / shares | 3 Months Ended | |
Jan. 01, 2021 | Mar. 31, 2012 | |
Equity [Abstract] | ||
Preferred stock, shares authorized | 10,000,000 | |
Preferred stock, par value (in usd per share) | $ 0.001 | |
Common stock, shares authorized | 300,000,000 | |
Common stock, par value (in usd per share) | $ 0.001 | |
Class of Warrant or Right [Line Items] | ||
Common stock warrants (in shares) | 1,281,358 | |
Conversion of Stock, Shares Issued | 857,631 | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,281,358 | |
Common stock warrants per share (in usd per share) | $ 14.05 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Earnings Per Share [Abstract] | ||
Fair Value Adjustment of Warrants | $ 11,130 | $ 4,087 |
Numerator: | ||
Net loss | (8,968) | (28,362) |
Net loss attributable to common stockholders | $ (8,968) | $ (28,362) |
Denominator: | ||
Weighted average common shares outstanding-basic | 67,756,000 | 66,240,000 |
Dilutive effect of options and warrants (in shares) | 0 | 0 |
Weighted average common shares outstanding-diluted | 67,756,000 | 66,240,000 |
Earnings Per Share, Basic [Abstract] | ||
Loss per share - Basic | $ (0.13) | $ (0.43) |
Number of antidilutive shares of common stock excluded from the calculation (in shares) | 2,004,621 | 1,292,101 |
Restructurings - Additional Inf
Restructurings - Additional Information (Details) $ in Thousands | 3 Months Ended | ||
Jan. 01, 2021USD ($) | Apr. 03, 2020employeefacility | Jan. 03, 2020USD ($) | |
Restructuring Reserve [Roll Forward] | |||
Restructuring and Related Cost, Incurred Cost | $ 1,234 | ||
2019 Restructuring Plan | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, Beginning Balance | $ 261 | ||
Restructuring and Related Cost, Incurred Cost | 0 | 1,300 | |
Restructuring Reserve, Accrual Adjustment | (15) | ||
Restructuring Reserve, Ending Balance | 246 | ||
Number of positions eliminated | employee | 250 | ||
Number of facilities | facility | 6 | ||
Employee related expenses | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring and Related Cost, Incurred Cost | 1,160 | ||
Employee related expenses | 2019 Restructuring Plan | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, Beginning Balance | 235 | ||
Restructuring and Related Cost, Incurred Cost | 0 | 1,200 | |
Restructuring Reserve, Accrual Adjustment | 11 | ||
Restructuring Reserve, Ending Balance | 246 | ||
Facility related expenses | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring and Related Cost, Incurred Cost | 74 | ||
Facility related expenses | 2019 Restructuring Plan | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, Beginning Balance | 26 | ||
Restructuring and Related Cost, Incurred Cost | 0 | ||
Restructuring Reserve, Accrual Adjustment | (26) | ||
Restructuring Reserve, Ending Balance | $ 0 | ||
Other Costs | 2019 Restructuring Plan | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring and Related Cost, Incurred Cost | $ 100 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 10,131 | $ 8,150 |
Compensation cost not yet recognized | $ 61,900 | |
Unrecognized compensation cost period for recognition | 2 years 4 months 24 days | |
Stock option exercises (in shares) | 10 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 300 | |
Restricted Stock Restricted Stock Units And Performance Based Restricted Stock Units[Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested in period fair value | $ 31,000 | $ 300 |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Term of options granted | 4 years | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Term of options granted | 7 years | |
Maximum | Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |
2012 Omnibus Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Available for grant (in shares) | 18,400 | |
Employee Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Available for grant (in shares) | 4,100 | |
Unrecognized compensation cost for Employee Stock Purchase Plan | $ 700 |
Share-Based Compensation Share-
Share-Based Compensation Share-Based Compensation Plans - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Jan. 01, 2021USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ | $ 300 |
Number of Shares | |
Beginning Blance Stock options outstanding (in shares) | shares | 325,000 |
Exercised (in shares) | shares | (10,000) |
Forfeited, canceled or expired (in shares) | shares | 0 |
Ending Balance Stock options outstanding (in shares) | shares | 315,000 |
Weighted-Average Exercise Price per Share | |
Beginning Balance weighted-average exercise price per share (in usd per share) | $ / shares | $ 15.12 |
Exercised (in dollars per share) | $ / shares | 17.50 |
Forfeited, canceled or expired (in dollars per share) | $ / shares | 0 |
Ending Balance weighted-average exercise price per share (in usd per share) | $ / shares | $ 15.05 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Weighted average remaining contractual term options outstanding | 6 years 10 months 6 days |
Aggregate intrinsic value stock options outstanding | $ | $ 12,598 |
Options vested and expected to vest (in shares) | shares | 315,000 |
Options vested and expected to vest (in dollars per share) | $ / shares | $ 15.05 |
Weighted average remaining contractual term options vested and expected to vest | 6 years 10 months 6 days |
Aggregate intrinsic value of options vested and expected to vest | $ | $ 12,598 |
Options exercisable (in shares) | shares | 220,000 |
Options exercisable (in dollars per share) | $ / shares | $ 14.61 |
Weighted-average remaining contractual term of options exercisable | 7 years 8 months 19 days |
Options exercisable intrinsic value | $ | $ 8,895 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Restricted Stock, Restricted Stock Unit and Performance-based Restricted Stock Unit Activity (Details) shares in Thousands | 3 Months Ended |
Jan. 01, 2021$ / sharesshares | |
Number of RSAs, RSUs and PRSUs (in thousands) | |
Balance at beginning of period (in shares) | shares | 2,788 |
Granted (in shares) | shares | 907 |
Vested and released (in shares) | shares | (782) |
Forfeited, canceled or expired (in shares) | shares | (30) |
Balance at end of period (in shares) | shares | 2,883 |
Weighted- Average Grant Date Fair Value | |
Balance at beginning of period (in usd per share) | $ / shares | $ 20.84 |
Granted (in usd per share) | $ / shares | 29.30 |
Vested and released (in usd per share) | $ / shares | 19.85 |
Forfeited, canceled or expired (in usd per share) | $ / shares | 25.68 |
Balance at end of period (in usd per share) | $ / shares | $ 23.72 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Investments, Owned, Federal Income Tax Note [Line Items] | ||
Effective Income Tax Rate Reconciliation, Percent | (8.10%) | (5.10%) |
Income tax expense | $ 674 | $ 1,386 |
Unrecognized tax benefit | $ 300 | |
Effective tax rate | 21.00% | |
Deferred tax assets | $ 39,800 |
Geographic and Significant Cu_3
Geographic and Significant Customer Information - Additional Information (Details) | 3 Months Ended |
Jan. 01, 2021segment | |
Segment Reporting [Abstract] | |
Number of reportable operating segment | 1 |
Geographic and Significant Cu_4
Geographic and Significant Customer Information - Summary of Different Geographic Regions (Details) - USD ($) $ in Thousands | Jan. 01, 2021 | Oct. 02, 2020 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-Lived Assets | $ 115,953 | $ 118,866 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-Lived Assets | 97,547 | 99,118 |
Other Countries | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-Lived Assets | 5,443 | 6,619 |
Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-Lived Assets | $ 12,963 | $ 13,129 |
Geographic and Significant Cu_5
Geographic and Significant Customer Information - Summary of Customer Concentrations as Percentage of Revenue and Accounts Receivable (Details) - Customer Concentration Risk | 3 Months Ended | |
Jan. 01, 2021 | Jan. 03, 2020 | |
Revenue | ||
Revenue from External Customer [Line Items] | ||
Concentration risk, percentage | 55.00% | 60.00% |
Revenue | Customer A | ||
Revenue from External Customer [Line Items] | ||
Concentration risk, percentage | 14.00% | 16.00% |
Accounts Receivable | Customer A | ||
Revenue from External Customer [Line Items] | ||
Concentration risk, percentage | 24.00% | 20.00% |
Accounts Receivable | Customer B | ||
Revenue from External Customer [Line Items] | ||
Concentration risk, percentage | 11.00% | 8.00% |
Uncategorized Items - mtsi-2021
Label | Element | Value |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 75,519,000 |