Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 30, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | CMBM | |
Entity Registrant Name | CAMBIUM NETWORKS CORP | |
Entity Central Index Key | 0001738177 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 27,665,127 | |
Entity Current Reporting Status | Yes | |
Entity File Number | 001-38952 | |
Entity Tax Identification Number | 00-0000000 | |
Entity Address, Address Line One | 3800 Golf Road | |
Entity Address, Address Line Two | Suite 360 | |
Entity Address, City or Town | Rolling Meadows | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60008 | |
City Area Code | 345 | |
Local Phone Number | 814-7600 | |
Entity Incorporation State Country Code | E9 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Ordinary shares, $0.0001 par value | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash | $ 27,529 | $ 48,162 |
Receivables, net of allowances of $577 and $734 | 60,444 | 89,321 |
Inventories, net | 79,764 | 57,068 |
Recoverable income taxes | 982 | 117 |
Prepaid expenses | 8,810 | 11,857 |
Other current assets | 9,643 | 6,464 |
Total current assets | 187,172 | 212,989 |
Noncurrent assets | ||
Property and equipment, net | 11,365 | 11,271 |
Software, net | 11,804 | 8,439 |
Operating lease assets | 4,257 | 4,011 |
Intangible assets, net | 8,050 | 9,173 |
Goodwill | 9,842 | 9,842 |
Deferred tax assets, net | 12,494 | 12,782 |
Other noncurrent assets | 880 | 955 |
TOTAL ASSETS | 245,864 | 269,462 |
Current liabilities | ||
Accounts payable | 24,849 | 31,284 |
Accrued liabilities | 20,690 | 28,042 |
Employee compensation | 5,333 | 7,394 |
Current portion of long-term external debt, net | 3,173 | 3,158 |
Deferred revenues | 8,791 | 8,913 |
Other current liabilities | 15,988 | 8,429 |
Total current liabilities | 78,824 | 87,220 |
Noncurrent liabilities | ||
Long-term external debt, net | 22,588 | 24,463 |
Deferred revenues | 9,731 | 8,617 |
Noncurrent operating lease liabilities | 2,793 | 2,170 |
Other noncurrent liabilities | 1,705 | 1,619 |
Total liabilities | 115,641 | 124,089 |
Shareholders' equity | ||
Share capital; $0.0001 par value; 500,000,000 shares authorized at December 31, 2022 and September 30, 2023; 27,522,734 shares issued and 27,313,273 outstanding at December 31, 2022 and 27,917,429 shares issued and 27,661,860 outstanding at September 30, 2023 | 3 | 3 |
Additional paid in capital | 149,165 | 138,997 |
Treasury shares, at cost, 209,461 shares at December 31, 2022 and 255,569 shares at September 30, 2023 | (5,600) | (4,922) |
Accumulated earnings (deficit) | (11,744) | 12,822 |
Accumulated other comprehensive loss | (1,601) | (1,527) |
Total shareholders' equity | 130,223 | 145,373 |
TOTAL LIABILITIES AND EQUITY | $ 245,864 | $ 269,462 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowances for receivables | $ 734 | $ 577 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 27,917,429 | 27,522,734 |
Common stock, shares, outstanding | 27,661,860 | 27,313,273 |
Treasury stock, shares | 255,569 | 209,461 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenues | $ 43,046 | $ 81,200 | $ 179,989 | $ 212,392 |
Cost of revenues | 32,087 | 40,034 | 100,128 | 108,621 |
Gross profit | 10,959 | 41,166 | 79,861 | 103,771 |
Operating expenses | ||||
Research and development | 13,151 | 12,609 | 40,421 | 36,991 |
Sales and marketing | 9,675 | 11,033 | 32,873 | 32,304 |
General and administrative | 8,688 | 6,058 | 21,191 | 19,560 |
Depreciation and amortization | 1,545 | 1,506 | 4,614 | 4,486 |
Total operating expenses | 33,059 | 31,206 | 99,099 | 93,341 |
Operating income (loss) | (22,100) | 9,960 | (19,238) | 10,430 |
Interest expense, net | 620 | 514 | 1,796 | 1,418 |
Other expense (income), net | 63 | 165 | 281 | (129) |
Income (loss) before income taxes | (22,783) | 9,281 | (21,315) | 9,141 |
(Benefit) provision for income taxes | 3,417 | (154) | 3,251 | (1,048) |
Net income (loss) | $ (26,200) | $ 9,435 | $ (24,566) | $ 10,189 |
Earnings (loss) per share | ||||
Basic | $ (0.95) | $ 0.35 | $ (0.89) | $ 0.38 |
Diluted | $ (0.95) | $ 0.34 | $ (0.89) | $ 0.36 |
Weighted-average number of shares outstanding to compute net earnings (loss) per share | ||||
Basic | 27,619,281 | 26,977,155 | 27,465,353 | 26,855,395 |
Diluted | 27,619,281 | 27,979,575 | 27,465,353 | 27,939,728 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based compensation included in costs and expenses | $ 2,845 | $ 2,848 | $ 8,782 | $ 7,785 |
Cost of Revenues | ||||
Share-based compensation included in costs and expenses | 45 | 56 | 160 | 163 |
Research and Development | ||||
Share-based compensation included in costs and expenses | 1,037 | 1,241 | 3,693 | 3,274 |
Selling and Marketing | ||||
Share-based compensation included in costs and expenses | 597 | 696 | 2,026 | 1,901 |
General and Administrative | ||||
Share-based compensation included in costs and expenses | $ 1,166 | $ 855 | $ 2,903 | $ 2,447 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (26,200) | $ 9,435 | $ (24,566) | $ 10,189 |
Other comprehensive income (loss) | ||||
Foreign currency translation adjustment | (174) | (283) | (74) | (729) |
Comprehensive income (loss) | $ (26,374) | $ 9,152 | $ (24,640) | $ 9,460 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Share Capital | Additional Paid in Capital | Treasury Shares | Accumulated (deficit) equity | Accumulated Other Comprehensive Loss |
Beginning balance at Dec. 31, 2021 | $ 112,137 | $ 3 | $ 124,117 | $ (3,906) | $ (7,378) | $ (699) |
Beginning balance, shares at Dec. 31, 2021 | 26,735,000 | |||||
Net (loss) income | 10,189 | 10,189 | ||||
Share-based compensation | 7,073 | 7,073 | ||||
Issuance of ordinary shares under ESPP, shares | 87,000 | |||||
Issuance of ordinary shares under ESPP | 1,606 | 1,606 | ||||
Issuance of vested shares | 193,000 | |||||
Treasury shares withheld for net settlement | (817) | (817) | ||||
Treasury shares withheld for net settlement, shares | (43,000) | |||||
Proceeds from exercise of share options | 362 | 362 | ||||
Proceeds from exercise of share options, shares | 44,000 | |||||
Foreign currency translation | (729) | (729) | ||||
Ending balance at Sep. 30, 2022 | 129,821 | $ 3 | 133,158 | (4,723) | 2,811 | (1,428) |
Ending balance, shares at Sep. 30, 2022 | 27,016,000 | |||||
Beginning balance at Jun. 30, 2022 | 118,152 | $ 3 | 130,430 | (4,512) | (6,624) | (1,145) |
Beginning balance, shares at Jun. 30, 2022 | 26,964,000 | |||||
Net (loss) income | 9,435 | 9,435 | ||||
Share-based compensation | 2,615 | 2,615 | ||||
Issuance of vested shares | 47,000 | |||||
Treasury shares withheld for net settlement | (211) | (211) | ||||
Treasury shares withheld for net settlement, shares | (12,000) | |||||
Proceeds from exercise of share options | 113 | 113 | ||||
Proceeds from exercise of share options, shares | 17,000 | |||||
Foreign currency translation | (283) | (283) | ||||
Ending balance at Sep. 30, 2022 | 129,821 | $ 3 | 133,158 | (4,723) | 2,811 | (1,428) |
Ending balance, shares at Sep. 30, 2022 | 27,016,000 | |||||
Beginning balance at Dec. 31, 2022 | 145,373 | $ 3 | 138,997 | (4,922) | 12,822 | (1,527) |
Beginning balance, shares at Dec. 31, 2022 | 27,313,273 | |||||
Net (loss) income | (24,566) | (24,566) | ||||
Share-based compensation | 8,568 | 8,568 | ||||
Issuance of ordinary shares under ESPP, shares | 88,290 | |||||
Issuance of ordinary shares under ESPP | 1,102 | 1,102 | ||||
Issuance of vested shares | 247,000 | |||||
Treasury shares withheld for net settlement | (678) | (678) | ||||
Treasury shares withheld for net settlement, shares | (46,000) | |||||
Proceeds from exercise of share options | $ 498 | 498 | ||||
Proceeds from exercise of share options, shares | 59,800 | 59,800 | ||||
Foreign currency translation | $ (74) | (74) | ||||
Ending balance at Sep. 30, 2023 | 130,223 | $ 3 | 149,165 | (5,600) | (11,744) | (1,601) |
Ending balance, shares at Sep. 30, 2023 | 27,661,860 | |||||
Beginning balance at Jun. 30, 2023 | 154,051 | $ 3 | 146,528 | (5,509) | 14,456 | (1,427) |
Beginning balance, shares at Jun. 30, 2023 | 27,603,000 | |||||
Net (loss) income | (26,200) | (26,200) | ||||
Share-based compensation | 2,631 | 2,631 | ||||
Issuance of vested shares | 69,000 | |||||
Treasury shares withheld for net settlement | (91) | (91) | ||||
Treasury shares withheld for net settlement, shares | (11,000) | |||||
Proceeds from exercise of share options | 6 | 6 | ||||
Proceeds from exercise of share options, shares | 1,000 | |||||
Foreign currency translation | (174) | (174) | ||||
Ending balance at Sep. 30, 2023 | $ 130,223 | $ 3 | $ 149,165 | $ (5,600) | $ (11,744) | $ (1,601) |
Ending balance, shares at Sep. 30, 2023 | 27,661,860 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (24,566) | $ 10,189 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation | 3,212 | 2,874 |
Amortization of software and intangible assets | 3,399 | 2,750 |
Amortization of debt issuance costs | 235 | 229 |
Share-based compensation | 8,782 | 7,785 |
Deferred income taxes | 288 | (1,987) |
Provision for inventory excess and obsolescence | 5,637 | 1,719 |
Other | (7) | (94) |
Change in assets and liabilities: | ||
Receivables | 22,649 | (9,436) |
Inventories | (28,333) | (18,583) |
Prepaid expenses | 3,031 | 4,054 |
Accounts payable | (6,496) | (347) |
Accrued employee compensation | (2,042) | (10,159) |
Accrued liabilities | (1,264) | 286 |
Other assets and liabilities | 4,749 | 3,640 |
Net cash used in operating activities | (10,726) | (7,080) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (3,361) | (3,242) |
Purchase of software | (5,518) | (3,441) |
Net cash used in investing activities | (8,879) | (6,683) |
Cash flows from financing activities: | ||
Repayment of term loan | (1,969) | (1,312) |
Issuance of ordinary shares under ESPP | 1,102 | 1,127 |
Taxes paid from shares withheld | (652) | (760) |
Proceeds from share option exercises | 498 | 362 |
Net cash used in financing activities | (1,021) | (583) |
Effect of exchange rate on cash | (7) | (86) |
Net decrease in cash | (20,633) | (14,432) |
Cash, beginning of period | 48,162 | 59,291 |
Cash, end of period | 27,529 | 44,859 |
Supplemental disclosure of cash flow information: | ||
Income taxes paid | 3,963 | 908 |
Interest paid | $ 1,354 | $ 497 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (26,200) | $ 9,435 | $ (24,566) | $ 10,189 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Business and Significant Accoun
Business and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Business and significant accounting policies | Note 1. Business and significant accounting policies Business Cambium Networks Corporation (“Cambium” or “Cambium Networks” or the “Company”), incorporated under the laws of the Cayman Islands, is a holding company whose principal operating entities are Cambium Networks, Ltd. (UK), Cambium Networks, Inc. (USA), and Cambium Networks Private Limited (India). On June 26, 2019, the Company completed an Initial Public Offering and the Company's ordinary shares began trading on the Nasdaq Global Markets. Cambium Networks Corporation and its wholly owned subsidiaries design, develop, and manufacture wireless and fiber broadband and enterprise networking infrastructure solutions that are used by businesses, governments, and service providers in urban, suburban and rural environments. Cambium's products simplify and automate the design, deployment, optimization, and management of broadband and Wi-Fi access networks through intelligent automation. Basis of Presentation The unaudited condensed consolidated financial statements include the accounts of Cambium Networks Corporation and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The condensed consolidated financial statements as of September 30, 2023, and for the three-month and nine-month periods ended September 30, 2022 and 2023, and the related notes are unaudited. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements, and, in the opinion of management, reflect all adjustments, which comprise only normal recurring adjustments necessary to state fairly the Company’s financial position as of September 30, 2023 and results of operations for the three-month and nine-month periods ended September 30, 2022 and 2023 and cash flows for the nine-month periods ended September 30, 2022 and 2023. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited financial statements at that date. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted. The condensed consolidated financial statements contained herein should be read in conjunction with the consolidated financial statements and related notes thereto for the year ended December 31, 2022 included in the Company’s annual report on Form 10-K and filed with the SEC on February 27, 2023. The results of operations for the three-month and nine-month periods ended September 30, 2023 are not necessarily indicative of the operating results to be expected for the full year. In 2022, management determined that certain costs previously included as general and administrative expenses related to other functions of the business. Prior periods have been revised to reflect the allocation of these costs to their respective functions. These costs primarily include facility costs such as leased space and shared IT costs. Revisions were made to increase research and development expense by $ 0.9 million and selling and marketing expense by $ 0.3 million and decrease general and administrative expense by $ 1.2 million for the three-month period ended September 30, 2022. Revisions were made to increase research and development expense by $ 2.6 million and selling and marketing expense by $ 0.8 million and decrease general and administrative expense by $ 3.4 million for the nine-month period ended September 30, 2022. Update to Significant Accounting Policies There have been no material changes to the Company’s significant accounting policies disclosed in the 2022 Form 10-K, Part II, Item 8. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance sheet components | Note 2 . Balance sheet components Inventories, net Inventories, net consisted of the following (in thousands): December 31, September 30, 2022 2023 (unaudited) Finished goods $ 50,052 $ 71,304 Raw materials 15,010 21,749 Gross inventory 65,062 93,053 Less: Excess and obsolete provision ( 7,994 ) ( 13,289 ) Inventories, net $ 57,068 $ 79,764 The increase in inventory is primarily due to lower demand for our PMP products and a slowdown in Enterprise product orders due to higher channel inventory. Inventory reserves are established for estimated excess and obsolete inventory equal to the difference between the cost of the inventory and the estimated net realizable value of the inventory based on historical usage, known trends, and market conditions and judgment about the anticipated consumption and our ability to sell the inventory. At December 31, 2022 and September 30, 2023, inventory reserves were $ 8.0 million and $ 13.3 million, respectively. The increase in the reserve was mostly driven by excess inventory related to our PMP products driven by a combination of lower anticipated demand as well as the impact of the anticipated introduction of new 6 GHz PMP products. Accrued liabilities Accrued liabilities consisted of the following (in thousands): December 31, September 30, 2022 2023 (unaudited) Accrued goods and services $ 10,633 $ 9,683 Accrued inventory purchases 3,189 1,000 Accrued customer rebates 13,797 9,506 Other 423 501 Accrued liabilities $ 28,042 $ 20,690 Accrued warranty Provisions for warranty claims are primarily related to our hardware products and are recorded at the time products are sold. The change to accrued warranty was as follows (in thousands): Year ended Nine Months ended September 30, 2022 2023 (unaudited) Beginning balance $ 1,731 $ 1,651 Fulfillment of assumed acquisition warranty ( 142 ) ( 160 ) Provision increase (decrease), net 62 ( 4 ) Ending balance $ 1,651 $ 1,487 At September 30, 2023, $ 1.2 million is included in Other current liabilities and $ 0.3 million is included in Other noncurrent liabilities on the Company’s condensed consolidated balance sheet. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Note 3 . Property and equipment Property and equipment, net consisted of the following (in thousands): December 31, September 30, Useful Life 2022 2023 (unaudited) Equipment and tooling 3 to 5 years $ 33,026 $ 35,455 Computer equipment 3 to 5 years 4,572 5,348 Furniture and fixtures 5 to 10 years 809 834 Leasehold improvements 2 to 3 years 472 518 Total cost 38,879 42,155 Less: Accumulated depreciation ( 27,608 ) ( 30,790 ) Property and equipment, net $ 11,271 $ 11,365 Total depreciation expense was $ 1.0 million and $ 1.1 million for the three-month periods ended September 30, 2022 and 2023, respectively and $ 2.9 million and $ 3.2 million for the nine-month periods ended September 30, 2022 and 2023, respectively. |
Software
Software | 9 Months Ended |
Sep. 30, 2023 | |
Research and Development [Abstract] | |
Software | Note 4 . Software Software consisted of the following (in thousands): December 31, 2022 September 30, 2023 (unaudited) Useful Life Gross carrying amount Accumulated amortization Net balance Gross carrying amount Accumulated amortization Net balance Acquired and Software for internal use 3 to 7 years $ 15,995 $ ( 15,326 ) $ 669 $ 16,681 $ ( 15,604 ) $ 1,077 Software marketed for external sale 3 years 11,650 ( 3,880 ) 7,770 16,604 ( 5,877 ) 10,727 Total $ 27,645 $ ( 19,206 ) $ 8,439 $ 33,285 $ ( 21,481 ) $ 11,804 Amortization of acquired and internal use software is computed using the straight-line method over an estimated useful life of generally three to seven years . Amortization expense recognized on acquired and internal use software is reflected in depreciation and amortization in the condensed consolidated statements of operations. Amortization expense was $ 0.1 million and $ 0.1 million for the three-month periods ended September 30, 2022 and 2023, respectively. Amortization expense was $ 0.4 million and $ 0.3 m illion for the nine-month periods ended September 30, 2022 and 2023, respectively. Amortization expense recognized on software to be sold or marketed externally was $ 0.4 million and $ 0.8 million for the three-month periods ended September 30, 2022 and 2023, respectively, and $ 1.1 million and $ 2.0 million for the nine-month periods ended September 30, 2022 and 2023, respectively, and is included in cost of revenues on the condensed consolidated statements of operations. Based on capitalized software assets at September 30, 2023, estimated amortization expense in future fiscal years is as follows (unaudited and in thousands): Year ending December 31, Acquired and internal use software Software Total 2023 (October - December) 103 881 984 2024 398 3,660 4,058 2025 349 3,376 3,725 2026 221 2,024 2,245 2027 6 760 766 Thereafter — 26 26 Total amortization $ 1,077 $ 10,727 $ 11,804 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible assets | Note 5 . Goodwill and Intangible Assets There was no change in the carrying amount of goodwill or intangible assets during the three-month period ended September 30, 2023 (unaudited). The Company tests goodwill for impairment annually on December 31 and more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit or asset group below its carrying amount and tests intangible assets if an indicator suggests that the carrying amount may not be recoverable. Accordingly, the Company completes a quarterly qualitative triggering events assessment which considers significant events and circumstances such as a reporting unit’s historical and current results, assumptions regarding future performance, operating income or cash flows, strategic initiatives and overall economic factors, including significant negative industry or economic trends and macro-economic developments, and sustained declines in the Company's share price or market capitalization, considered in both absolute terms and relative to peers, to determine whether any of these may indicate that it is more likely than not that the fair value of the reporting unit is less than its carrying value. If an impairment trigger is identified, a quantitative impairment test is performed. The qualitative assessment performed for the three-month period ended September 30, 2023 did not indicate the existence of an impairment trigger that would more likely than not reduce the fair value of our reporting unit below its carrying amount nor indicators suggesting that the carrying amount of intangible assets may not be recoverable. The Company continues to monitor potential events and changes in circumstances that can be reasonably expected to constitute an impairment triggering event. The useful life, gross carrying value, accumulated amortization, and net balance for each major class of definite-lived intangible assets at each balance sheet date were as follows (in thousands): December 31, 2022 September 30, 2023 (unaudited) Useful Life Gross Accumulated Net balance Gross Accumulated Net balance Customer 5 - 18 years 19,300 ( 10,127 ) 9,173 19,300 ( 11,250 ) 8,050 Total $ 19,300 $ ( 10,127 ) $ 9,173 $ 19,300 $ ( 11,250 ) $ 8,050 Intangible assets are amortized over their expected useful life and none are expected to have a significant residual value at the end of their useful life. Intangible assets amortization expense was $ 0.4 million and $ 0.4 milli on for the three-month periods ended September 30, 2022 and 2023, respectively, and $ 1.2 million and $ 1.1 million for the nine-month periods ended September 30, 2022 and 2023, respectively. Based on capitalized intangible assets as of September 30, 2023, estimated amortization expense amounts in future fiscal years are as follows (unaudited and in thousands): Year ending December 31, Amortization 2023 (October - December) 375 2024 1,498 2025 1,498 2026 1,498 2027 1,498 Thereafter 1,683 Total amortization $ 8,050 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Note 6 . Debt As of September 30, 2023, the Company had $ 26.1 m illion outstanding under its term loan facility and $ 0.0 million outstanding under its revolving credit facility. The Company has available $ 45.0 million under its revolving credit facility (unaudited). The following table reflects the current and noncurrent portions of the external debt facilities at December 31, 2022 and September 30, 2023 (in thousands): December 31, September 30, 2022 2023 (unaudited) Term loan facility $ 28,031 $ 26,063 Less debt issuance costs ( 410 ) ( 302 ) Total debt 27,621 25,761 Less current portion of term facility ( 3,281 ) ( 3,281 ) Current portion of debt issuance costs 123 108 Total long-term external debt, net $ 24,463 $ 22,588 Secured credit agreement On June 9, 2023, the Company entered into the first amendment to its BofA Agreement ("First Amendment") which amended the original Bank of America Agreement ("BofA Agreement") to replace the benchmark used for the interest rate on Eurodollar Rate Loans from US Dollar LIBOR to the Term Secured Overnight Financing Rate ("SOFR"). Our outstanding debt under the BofA Agreement are now known as Term SOFR Loans, with the term selected by the Company. The new benchmark became effective on June 17, 2023, when the current interest period on the Eurodollar Rate Loan using the US Dollar LIBOR benchmark ended. With respect to the First Amendment, the Company elected the practical expedient included in ASC 848, Reference Rate Reform , and it accounted for the First Amendment as if the modification were not significant. The First Amendment did not create a material impact on the consolidated financial statements. Based on the terms of the First Amendment, interest on the Term SOFR Loan accrues on the outstanding principal amount of the Term and Revolving Facilities on a quarterly basis and is equal to the base rate equal to the rate per annum as now determined by reference to the 1-month, 3-month or 6-month Term SOFR rate as selected by the Company, plus a SOFR adjustment of 0.10 %. The applicable margin range between 1.75 % and 2.25 % as determined by the Company's performance as measured by the consolidated leverage ratio that is added to calculate the all-in rate remains unchanged with the First Amendment. At September 30, 2023, the applicable margin was 1.75 % and the effective interest rate on the term loan was 7.69 % (unaudited) . The Company is still required to make quarterly principal payments of $ 0.7 million, with the remaining principal due on maturity on November 17, 2026 . The Company is required to pay interest quarterly on the outstanding balance. The Company is still permitted to voluntarily reduce the unutilized portion of the commitment amount and repay outstanding loans under the BofA First Amendment at any time without premium or penalty. Maturities on the external debt outstanding at September 30, 2023 is as follows (unaudited and in thousands): Year ending December 31, 2023 (October- December) 656 2024 2,625 2025 2,625 2026 19,500 Total $ 25,406 As of September 30, 2023, the Company was in compliance with all affirmative and negative covenants (unaudited). Net int erest expense, including bank charges and amortization of debt issuance costs on the external debt, was $ 0.5 million and $ 0.6 m illion for the three-month periods ended September 30, 2022 and 2023, respectively, and $ 1.4 million and $ 1.8 million for the nine-month periods ended September 30, 2022 and 2023, respectively (unaudited). |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2023 | |
Retirement Benefits [Abstract] | |
Employee benefit plans | Note 7 . Employee benefit plans The Company’s employee benefit plans currently consist of a retirement plan in the United States and a separate defined contribution plan in the UK. The Company does not offer any other postretirement benefit plans, such as retiree medical and dental benefits or deferred compensation agreements to its employees or officers. U.S. plan U.S. employees that satisfy certain eligibility requirements, including requirements related to age and length of service, are eligible to participate in the Cambium Networks, Inc. 401(k) Plan. The plan is intended to qualify as a tax-qualified 401(k) plan so that contributions to the 401(k) plan, and income earned on such contributions, are not taxable to participants until withdrawn or distributed from the 401(k) plan. Under the 401(k) plan, each employee is fully vested in his or her deferred salary contributions. Employee contributions are held and invested by the plan’s trustee as directed by participants. Under the Cambium Networks, Inc. 401(k) Plan, the Company matches 100 % of employee contributions to the 401(k) plan up to a maximum amount of 4 % of eligible wages, which matching contributions are subject to vesting in equal annual increments over two years of service. All contributions, including the Company match, are made in cash. Contributions made by the Company under the Cambium Networks, Inc. 401(k) Plan were $ 0.2 million and $ 0.3 mill ion for the three-month periods ended September 30, 2022 and 2023, respectively, and $ 1.2 million and $ 1.2 million for the nine-month periods ended September 30, 2022 and 2023, respectively. UK plan UK employees who satisfy certain eligibility requirements are eligible to participate in the Cambium Networks Ltd. Stakeholder Pension Scheme, which is a qualified defined contribution plan. Employees are eligible to participate on the first of the month following receipt of their enrollment form, and eligible employees are automatically enrolled in the plan at a default employee contribution rate of 3 % of eligible compensation and a company contribution rate of 5 % of the employee’s basic salary. The Company contribution rate increases by 1 % for each additional 1% that the employee contributes up to a maximum of 7 %. Company matching contributions vest immediately and employees are always vested in their own contributions. All contributions, including the Company match, are made in cash and deposited in the participant’s account each pay period. The total contributed by the Company under this plan was $ 0.1 million and $ 0.1 million for the three-month periods ended September 30, 2022 and 2023, respectively, and $ 0.3 million and $ 0.3 million for the nine-month periods ended September 30, 2022 and 2023, respectively. |
Other (Income) Expense, Net
Other (Income) Expense, Net | 9 Months Ended |
Sep. 30, 2023 | |
Other Income and Expenses [Abstract] | |
Other (Income) Expense, Net | Note 8 . Other (income) expense, net Net other (income) expense changed from expense of $ 0.2 million for the three-month period ended September 30, 2022 to expense of $ 0.1 million fo r the three-month period ended September 30, 2023. Net other (income) expense changed from income of $ 0.1 million for the nine-month period ended September 30, 2022 to expense of $ 0.3 million for the nine-month period ended September 30, 2023. Net other (income) expense mostly represents foreign exchange gains and losses. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based compensation | Note 9 . Share-based compensation 2019 Share incentive plan In June 2019, the Company’s Board of Directors adopted, and its shareholders approved, the 2019 Share Incentive Plan (“2019 Plan”). The 2019 Plan provides for the grant of incentive share options, nonqualified share options, share appreciation rights, restricted share awards (“RSAs”), restricted share units (“RSUs”), other share-based awards and performance awards. The share reserve under the 2019 Plan is automatically increased on the first day of each fiscal year, beginning with the fiscal year ended December 31, 2020 and continuing until, and including, the fiscal year ending December 31, 2029. The number of shares added annually is equal to the lowest of 1,320,000 shares, 5 % of the number of the Company’s shares outstanding on the first day of such fiscal year, or an amount determined by the Board of Directors. On March 1, 2023, the Company registered 1,320,000 additional shares that may be issued under the 2019 Plan. The Company’s employees, officers, directors, consultants, and advisors are eligible to receive awards under the 2019 Plan. Incentive share options, however, may only be granted to the Company's employees. For the three-month periods ended September 30, 2022 and 2023, the Company recorded corresponding income tax benefits of $ 0.3 million and $ 0.0 milli on, respectively, and for the nine-month periods ended September 30, 2022 and 2023, the Company recorded corresponding income tax benefits of $ 0.8 million and $ 0.1 mil lion, respectively. Share options The Company's time-based share options typically have a contractual term of ten years from grant date and typically vest over a four-year period. The Company recognized compensation expense associated with its time-based share options on a straight-line basis over the requisite service period. The following is a summary of option activity for the Company’s share incentive plans for the nine-month period ended September 30, 2023 (unaudited): Options Weighted Weighted Aggregate Outstanding at December 31, 2022 3,395,219 $ 13.83 7.6 $ 28,985,969 Options granted 1 993,196 $ 9.07 — $ — Options exercised ( 59,800 ) $ 8.32 — $ — Options expired ( 5,188 ) $ 12.00 — $ — Options forfeited ( 65,817 ) $ 14.06 — $ — Outstanding at September 30, 2023 4,257,610 $ 12.79 7.4 $ 458,989 Options exercisable at September 30, 2023 2,475,407 $ 12.92 6.2 $ 413,898 Options vested and expected to vest at September 30, 2023 4,229,061 $ 12.77 7.4 $ 458,045 1 Options granted includes the time-based share options and the performance-based share options for which a grant date has been established, as described below. The Company uses the Black-Scholes option pricing model to estimate the fair value of share options. The Company utilized a forfeiture rate of 8.2 % during the nine-month period ended September 30, 2023 for estimating the forfeitures of share options granted. The fair value of share options is estimated using the following weighted-average assumptions (unaudited): Nine Months Ended September 30, 2022 2023 Expected dividend yield — — Risk-free interest rate 2.43 % 4.31 % Weighted-average expected volatility 61.3 % 69.3 % Expected term (in years) 4.55 5.74 Weighted average grant-date fair value per share of options granted $ 8.15 $ 5.73 At September 30, 2023, there wa s $ 13.0 m illion in unrecognized pre-tax share-based compensation expense, net of estimated forfeitures, related to unvested time-based share option awards. The unrecognized share-based compensation expense is expected to be recognized through the fourth quarter of 2027 (unaudited). Restricted shares The Company's time-based RSUs typically vest over a four-year period. The Company recognizes compensation expense associated with its time-based RSUs on a straight-line basis over the four-year requisite service period. The following is a summary of restricted shares activity for the Company’s share incentive plan for the nine-month period ended September 30, 2023 (unaudited): Units Weighted RSU balance at December 31, 2022 696,990 $ 18.22 RSUs granted 1 225,338 $ 12.68 RSUs vested ( 246,886 ) $ 16.37 RSUs forfeited ( 39,722 ) $ 17.33 RSU balance at September 30, 2023 635,720 $ 17.03 1 RSUs granted includes the time-based RSUs and the performance-based RSUs for which a grant date has been established, as described below. Of the 246,886 RSUs vested, the Company withheld 46,108 of those shares to pay the employees’ portion of the minimum payroll withholding taxes. The fair value of the RSUs is based on the fair value of the Company's ordinary shares on the grant date. The Company utilized a forfeiture rate of 8.2 % d uring the nine-month period ended September 30, 2023 for estimating the forfeitures of RSUs granted. As of September 30, 2023, there was $ 8.8 m illion in unrecognized pre-tax compensation expense, net of estimated forfeitures, related to unvested time-based restricted share units. The unrecognized compensation expense is expected to be recognized through the third quarter of 2027 (unaudited). Performance-based share awards In May 2023, performance-based share awards were awarded to select executive officers of the Company. The awards contain a performance-based vesting criteria and included 60,000 share options and 135,000 restricted share units. The performance-based awards have two separate annual performance periods, with 50 % of the performance-based awards vesting over each of the annual performance periods ending on December 31, 2023 ("First Performance Period") and December 31, 2024 ("Second Performance Period") if the performance goal is met. If the performance goal for that performance period is not met, the performance-based awards do not vest and are forfeited. The performance goal is based on the Company's adjusted earnings per share, as publicly reported by the Company, for each performance period. The method used to measure the fair value of the performance-based awards is consistent with the methods used to measure the fair value of time-based share options and RSUs, as described above. For performance-based awards that vest during the First Performance Period, the Company's Compensation Committee retains the ability to modify the applicable adjusted earnings per share metric. Due to this discretion, the Company has determined that the grantee does not have a mutual understanding of the key terms and conditions of the performance-based awards in the First Performance Period, and a grant date will not exist until the Compensation Committee approves the adjusted earnings per share metric for the First Performance Period. As of September 30, 2023, based on the total potential shares that could be earned, there were 30,000 share options and 62,500 RSUs outstanding for which there is no accounting grant date. Accordingly, no grant date fair value was established and the weighted average grant date fair values calculated above excludes these performance-based share options and performance-based RSUs. The Company remeasures the fair value of the awards at each reporting date until a grant date is achieved, as the service inception date precedes the grant date. As of September 30, 2023, there was $ 0.5 million in unrecognized pre-tax compensation expense, net of estimated forfeitures, related to unvested performance-based share awards for the First Performance Period, which would be recognized through the first quarter of 2024 upon achievement of the performance goal (unaudited). Unlike the performance-based awards in the First Performance Period, the Compensation Committee does not have the discretion to modify the applicable adjusted earnings per share metric for performance-based awards that vest during the Second Performance Period. As such, a mutual understanding of the key terms and conditions, and thus a grant date, exists on the date that the performance-based awards are issued by the Company. As of September 30, 2023, based on the total potential shares that could be earned, there were 62,500 RSUs granted. A grant date fair value was established, and the weighted average grant date fair values calculated in the above tables include these performance-based share options and performance-based RSUs. The Company has not recognized any compensation expense on these performance-based awards since the requisite service period does not begin until January 1, 2024. As of September 30, 2023, there was $ 0.9 million in unrecognized pre-tax compensation expense, net of estimated forfeitures, related to these unvested performance-based share awards for the Second Performance Period, which will be recognized over the requisite service period starting January 1, 2024 through the first quarter of 2025 if it is probable that the adjusted earnings per share metric will be achieved (unaudited). Employee share purchase plan In June 2019, the Company’s Board of Directors adopted, and its shareholders approved, the Employee Share Purchase Plan (“ESPP”). The ESPP was effective on June 25, 2019, and the initial offering period of six-months commenced on January 1, 2021. The current offering period of six months commenced on July 1, 2023 and runs through December 31, 2023. The purchase price of the shares is 85 % of the lower of the fair market value of the Company’s ordinary shares on the first trading day of the offering period and the purchase date. The ESPP includes an annual increase to the shares available for sale on the first day of each fiscal year beginning in 2020, equal to the lesser of: 275,000 shares, 1 % of the outstanding shares as of the last day of the immediately preceding fiscal year, or such other amount as the administrator may determine. The Company registered 273,133 additional shares on March 1, 2023. For the three-month periods ended September 30, 2022 and 2023, the Company recognized $ 0.2 milli on and $ 0.2 million, respectively, of share-based compensation expense related to the ESPP. For the nine-month periods ended September 30, 2022 and 2023, the Company recognized $ 0.7 million an d $ 0.7 million , respectively, of share-based compensation expense related to the ESPP. There were 87,229 shares issued under the ESPP during the three-month and nine-month periods ended September 30, 2022 and 88,290 shares issued under the ESPP during the three-month and nine-month periods ended September 30, 2023 (unaudited). |
Share Capital - Shares
Share Capital - Shares | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Share Capital - Shares | Note 10. Share capital - shares The following table reflects the share capital activity (unaudited): Number of Par value Balance at December 31, 2022 27,313,273 $ 3 Issuance of ordinary shares under employee share purchase plan 88,290 — Issuance of vested shares 246,605 — Share options exercised 59,800 — Shares withheld for net settlement of shares issued ( 46,108 ) — Balance at September 30, 2023 27,661,860 $ 3 As of September 30, 2023, no dividends have been declared or paid (unaudited). |
Earnings (loss) per share
Earnings (loss) per share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings (loss) per share | Note 11. Earnings (loss) per share Basic net earnings (loss) per share is computed by dividing net income by the weighted-average number of shares outstanding during the period. Diluted net earnings per share is computed by giving effect to all potentially dilutive ordinary share equivalents outstanding for the period. For purposes of this calculation, share options, RSUs, and ESPP awards are considered to be ordinary share equivalents but are excluded from the calculation of diluted earnings per share when including them would have an anti-dilutive effect. Performance-based share awards are only included in the calculation of diluted earnings per share if the performance metric would have been achieved as of September 30, 2023 if that had been the end of the contingency period. T he following table sets forth the computation of basic and diluted net earnings per share (unaudited and in thousands, except for share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Numerator: Net (loss) income $ 9,435 $ ( 26,200 ) $ 10,189 $ ( 24,566 ) Denominator: Basic weighted average shares outstanding 26,977,155 27,619,281 26,855,395 27,465,353 Dilutive effect of share option awards 755,196 — 840,828 — Dilutive effect of RSUs 242,443 — 235,509 — Dilutive effect of employee share purchase plan 4,781 — 7,996 — Diluted weighted average shares outstanding 27,979,575 27,619,281 27,939,728 27,465,353 Net (loss) earnings per share, basic $ 0.35 $ ( 0.95 ) $ 0.38 $ ( 0.89 ) Net (loss) earnings per share, diluted $ 0.34 $ ( 0.95 ) $ 0.36 $ ( 0.89 ) In the computation of diluted earnings per share for the three-month and nine-month periods ended September 30, 2022, the Company did not include any share equivalents because th eir inclusion would have been antidilutive. In the computation of diluted earnings per share for the three-month and nine-month periods ended September 30, 2023, 3,641,637 ordinary share equivalents and 1,753,142 ordinary share equivalents, respectively, were excluded because their inclusion would have been antidilutive (unaudited). |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Note 12. Income taxes The Company’s provision for income taxes is based upon the estimated annual tax rate for the year applied to federal, state and foreign income. The Company recorded a benefit for income taxes of $ 0.2 million for the three-month period ended September 30, 2022 and a provision for income taxes of $ 3.4 million for the three-month period ended September 30, 2023, with an effective tax rate of ( 1.7 )% and ( 15.0 )%, respectively. In the three-month period ended September 30, 2022, the effective tax rate of ( 1.7 )% was different from the statutory rate of 21.0 %, primarily due to Foreign Derived Intangible Income, tax benefit arising on Research and Development tax credits, and changes to the excess tax benefits on share-based compensation. For the three-month period ended September 30, 2023, the Company’s effective tax rate of ( 15.0 %) was different from the statutory rate of 21.0 %, primarily due to establishment of a valuation allowance on the net deferred tax assets of the UK company, net of tax benefit on Foreign Derived Intangible Income, tax benefit arising on US Research and Development tax credits, and changes to the excess tax benefits on share-based compensation. The Company established the valuation allowance based on the analysis of cumulative income and loss positions, future income projections, and operating plans. The UK net deferred tax assets are comprised primarily of NOL carryforwards, corporate interest restriction carryforwards and acquired intangibles that existed at December 31, 2022, amounting to $ 5.3 million. The movement in the net deferred tax assets during the period amounted to $ 5.6 million for a total valuation allowance of $ 10.9 million. In the nine-month periods ended September 30, 2022 and 2023, the Company recorded a tax benefit of $ 1.0 million and a tax provision of $ 3.3 million, respectively, with an effective income tax rate of ( 11.5 )% and ( 15.3 )%, respectively. For the nine-month period ended September 30, 2022, the effective income tax rate of ( 11.5 )% was different from the statutory rate of 21.0 %, primarily due to tax benefits arising on Research and Development tax credits, Foreign Derived Intangible Income, the revaluing of certain UK deferred tax assets at a higher future tax rate, and changes to the excess tax benefits on share-based compensation. For the nine-month period ended September 30, 2023, the effective income tax rate of ( 15.3 )% was different from the statutory rate of 21.0 %, primarily due to establishment of a valuation allowance on the net deferred tax assets on the UK Company, net of tax benefit on Foreign Derived Intangible Income, tax benefits arising on US Research and Development tax credits, and changes to the excess tax benefits on share-based compensation. The Company established the valuation allowance based on the analysis of cumulative income and loss positions, future income projections, and operating plans. The UK net deferred tax assets are comprised primarily of NOL carryforwards, corporate interest restriction carryforwards and acquired intangibles that existed at December 31, 2022, amounting to $ 5.3 million. The movement in the net deferred tax assets during the period amounted to $ 6.8 million for a total valuation allowance of $ 12.1 million. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. A significant piece of objective evidence evaluated is the cumulative income or loss incurred over the three-year period ended September 30, 2023 and whether the Company projects a loss for the current year ending December 31, 2023. Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets before they otherwise expire. The Company considers projected future taxable income, reversing taxable temporary differences, carryback opportunities, and prudent tax-planning strategies in making this assessment. However, cumulative losses in recent periods are a significant piece of objective negative evidence that limits the Company's ability to consider certain criteria of subjective positive evidence such as projections for future growth. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which those temporary differences are deductible. The amount of the deferred tax asset considered realizable will be adjusted in future period as necessary based on the reversal pattern of deferreds and the actual taxable income during the carryforward period as well as any relevant new facts to be considered. In applying the statutory tax rate in the effective income tax rate reconciliation, the Company used the statutory U.S. federal income tax rate of 21 % rather than the Cayman Islands zero percent rate. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Note 13. Commitments and contingencies In accordance with ASC 460, Guarantees , the Company recognizes the fair value for guarantee and indemnification arrangements it issues or modifies, if these arrangements are within the scope of the interpretation. In addition, the Company must continue to monitor the conditions that are subject to the guarantees and indemnifications in order to identify if a loss has incurred. If the Company determines it is probable that a loss has occurred, then any such estimated loss would be recognized under those guarantees and indemnifications and would be recognized in the Company’s condensed consolidated statements of operations and corresponding condensed consolidated balance sheets during that period. Indemnification The Company generally indemnifies its customers against claims brought by a third party to the extent any such claim alleges that the Company’s product infringes a patent, copyright or trademark or violates any other proprietary rights of that third party. The maximum potential amount of future payments the Company may be required to make under these indemnification agreements is not estimable. The Company indemnifies its directors and officers and select key employees, including key employees serving as directors or officers of the Company’s subsidiaries, for certain events or occurrences, subject to certain limits, while the director or officer is or was serving at the Company’s request in such capacity. The term of the indemnification period is for the director’s or officer’s term of service. The Company may terminate the indemnification agreements with its directors, officers or key employees upon the termination of their services as directors or officers of the Company or its subsidiaries, or the termination of activities for which indemnification has been provided, but termination will not affect claims for indemnification related to events occurring prior to the effective date of termination. The maximum amount of potential future indemnification is unlimited; however, the Company has a director and officer insurance policy that limits its exposure. The Company believes the fair value of these indemnification agreements is minimal. Purchase commitments with contract manufacturers and suppliers We purchase components from a variety of suppliers and use contract manufacturers to provide manufacturing services for our products. During the normal course of business, in order to manage manufacturing lead times and help ensure adequate component supply, we enter into agreements with contract manufacturers and suppliers that allow them to procure inventory and components based upon criteria as defined by us, such as forecasted demand. Certain of our inventory purchase commitments with contract manufacturers and suppliers relate to arrangements to secure supply and pricing for certain components for multiple periods. We record a liability for firm, noncancelable, and unconditional purchase commitments for quantities in excess of our future demand forecasts consistent with the valuation of our excess and obsolete inventory. The Company may be liable to purchase excess product or aged material or components from our suppliers following reasonable mitigation efforts. Warranties The Company offers a standard warranty on its products, with the term depending on the product, and records a liability for the estimated future costs associated with potential warranty claims. The Company’s responsibility under its standard warranty is the repair or replacement of in-warranty defective product, or to credit the purchase price of the defective product, at its discretion, without charge to the customer. The Company’s estimate of future warranty costs is largely based on historical experience factors including product failure rates, material usage, and service delivery cost incurred in correcting product failures. The standard warranty is included in either Other current liabilities or Other noncurrent liabilities on its condensed consolidated balance sheets, depending on the time period covered by the warranty. The Company also offers an extended warranty for purchase that represents a future performance obligation for the Company. The extended warranty is included in deferred revenues (both current and noncurrent) on the condensed consolidated balance sheets and recognized on a straight-line basis over the term of the extended warranty. The warranty costs are reflected in the Company’s condensed consolidated statements of operations within cost of revenues. Legal proceedings Third parties may from time to time assert legal claims against the Company. The Company records accruals for loss contingencies to the extent that it concludes it is probable that a liability has been incurred and the amount of the related loss can be reasonably estimated. The Company evaluates, on a regular basis, developments in legal proceedings and other matters that could cause a change in amounts recorded. Due to the inherent uncertainty involving legal matters, the ultimate resolution could differ from amounts recorded. There is no pending or threatened legal proceedings to which the Company is a party, that in the Company’s opinion, is likely to have a material adverse effect on its financial condition or results of operations. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment information | Note 14. Segment information The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer. The Company’s CODM reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company determined that it operates as one operating segment and one reporting unit. |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenues from contracts with customers | Note 15. Revenues from contracts with customers Revenues consist primarily of revenues from the sale of hardware products with essential embedded software. Revenues also include amounts for software products, extended warranty on hardware products and subscription services. Substantially all products are sold through distributors and other channel partners, such as resellers, managed service providers and systems integrators. The Company recognizes revenue to reflect the transfer of control of promised products or services to a customer in an amount that reflects the consideration to which the Company expects to be entitled in exchange for products or services. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. The Company identifies its distinct performance obligations under each contract. A performance obligation is a promise in a contract to transfer a distinct product or service to the customer. Hardware products with essential embedded software, software products, and purchased extended warranty on hardware products have been identified as separate and distinct performance obligations. The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring products or services to a customer. An adjustment to revenue is made to adjust the transaction price to exclude the consideration related to products expected to be returned. The Company records an asset at the carrying amount of the estimated stock returns and a liability for the estimated amount expected to be refunded to the customer. The transaction price also excludes other forms of consideration provided to the customer, such as volume-based rebates and co-operative marketing allowances. The Company recognizes revenue when, or as, it satisfies a performance obligation by transferring control of a promised product or service to a customer. Revenue from hardware products with essential embedded software is recognized when control of the asset is transferred, which is typically at the time of shipment. Revenue from perpetual license software is recognized at the point in time that the customer is able to use or benefit from the software. Extended warranty on hardware products is a performance obligation that is satisfied over time, beginning on the effective date of the warranty period and ending on the expiration of the warranty period. The Company recognizes revenue on extended warranties on a straight-line basis over the warranty period. Revenue from software subscriptions is recognized ratably over the term in which the services are provided and the performance obligation is satisfied. The Company enters into revenue arrangements that may consist of multiple performance obligations, such as hardware products and extended warranty. The Company allocates the transaction price to each performance obligation on a relative standalone selling price basis for each distinct product or service in the contract. The best evidence of standalone selling price is the observable price of a product or service when the Company sells that product or service separately in similar circumstances and to similar customers. If a standalone selling price is not directly observable, the Company estimates the transaction price allocated to each performance obligation using the expected costs plus a margin approach. Disaggregation of revenues Revenues by product category were as follows (unaudited and in thousands, except percentages): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Point-to-Multi-Point $ 26,090 32 % $ 23,596 55 % $ 85,285 40 % $ 72,622 40 % Point-to-Point 15,409 19 % 15,809 37 % 45,807 22 % 58,891 33 % Enterprise 38,330 47 % 2,499 6 % 77,852 37 % 44,575 25 % Other 1,371 2 % 1,142 2 % 3,448 2 % 3,901 2 % Total Revenues $ 81,200 100 % $ 43,046 100 % $ 212,392 100 % $ 179,989 100 % The Company’s products are predominately sold through third-party distributors and distributed through a third-party logistics provider with facilities in the United States, Netherlands and China. The Company has determined the geographical distribution of product revenues based upon the ship-to destinations specified by its distributor customers. Revenues by geography were as follows (unaudited and in thousands, except percentages): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 North America $ 30,086 37 % $ 17,768 42 % $ 89,547 42 % $ 104,887 57 % Europe, Middle East and Africa 29,263 36 % 14,274 33 % 70,876 33 % 40,751 23 % Caribbean and Latin America 8,935 11 % 5,726 13 % 21,979 10 % 15,426 9 % Asia Pacific 12,916 16 % 5,278 12 % 29,990 14 % 18,925 11 % Total Revenues $ 81,200 100 % $ 43,046 100 % $ 212,392 100 % $ 179,989 100 % Contract balances The following table summarizes contract balances as of December 31, 2022 and September 30, 2023 (in thousands): December 31, 2022 September 30, 2023 (unaudited) Trade accounts receivable, net of allowance for credit losses $ 89,181 $ 59,891 Deferred revenue - current 8,913 8,791 Deferred revenue - noncurrent 8,617 9,731 Refund liability $ 3,186 $ 11,594 Deferred revenue consists of amounts due or received from customers in advance of the Company satisfying performance obligations under contractual arrangements. Deferred revenue is classified as current or noncurrent based on the timing of when revenue will be recognized. The changes in deferred revenue were due to normal timing differences between the Company’s performance and the customers’ payment. The refund liability is the estimated amount expected to be refunded to customers in relation to product exchanges made as part of the Company’s stock rotation program and returns that have been authorized, but not yet received by the Company. The increase in the refund liability is driven by the higher expected stock rotations of enterprise products as the channel aligns its inventory position with market demand. It is included within Other current liabilities in the condensed consolidated balance sheets. Receivables and concentration of credit risk Trade accounts receivable represent amounts for which the Company has an unconditional right to payment. Amounts are in accordance with contractual terms and are recorded at face amount less an allowance for credit losses. The Company establishes an allowance for credit losses to present the net amount of accounts receivable expected to be collected. The allowance is determined by using the loss-rate method, which requires an estimation of loss rates based upon historical loss experience adjusted for factors that are relevant to determining the expected collectability of accounts receivables. Some of these factors include macroeconomic conditions that correlate with historical loss experience, delinquency trends, aging behavior of receivables and credit and liquidity indicators for individual customers. The Company considers the credit risk of all customers and regularly monitors credit risk exposure in its trade receivables. The Company’s standard credit terms with its customers are generally net 30 to 60 days . The Company had one customer representing more than 10 % of trade receivables at December 31, 2022 and one customer representing more than 10 % of trade receivables at September 30, 2023 . Remaining performance obligations Remaining performance obligations represent the revenue that is expected to be recognized in future periods related to performance obligations included in a contract that are unsatisfied, or partially satisfied, as of the end of a period. As of December 31, 2022, deferred revenue (current and noncurrent) of $ 17.5 million represents the Company’s remaining performance obligations, of which $ 8.9 million is expected to be recognized within one year , with the remainder to be recognized thereafter. As of September 30, 2023, deferred revenue (current and noncurrent) o f $ 18.5 million represents the Company’s remaining performance obligations, of whi ch $ 8.8 mi llion is expected to be recognized within one year , with the remainder to be recognized thereafter (unaudited). Revenue recognized during the three-month and nine-month periods ended September 30, 2023 which was previously included in deferred revenues as of December 31, 2022 was $ 1.8 million and $ 7.3 milli on, respectively, compared to $ 1.5 million and $ 5.7 million of revenue recognized during the three-month and nine-month periods ended September 30, 2022, respectively, which was previously included in deferred revenues as of December 31, 2021 (unaudited). Cost to obtain a contract Sales commissions are incremental costs of obtaining a contract. The Company has elected to recognize these expenses as incurred, as the amortization period of these costs is one year or less. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Note 16. Leases The Company has operating leases for offices, vehicles and equipment. Leases with a term of 12 months or less are not recorded on the consolidated balance sheets and are expensed on a straight-line basis over the lease term. Right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. The Company’s lease payments are typically fixed or contain fixed escalators. The Company’s leases typically include certain lock-in periods and renewal options to extend the lease but does not consider options to extend the lease it is not reasonably certain to exercise. The Company elected the practical expedient to not separate the lease and non-lease components of its leases and currently has no leases with options to purchase the leased property. The components of lease expense were as follows and are included in general and administrative expense (unaudited and in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Operating lease cost $ 580 $ 595 $ 1,781 $ 1,780 Short-term lease cost 99 98 352 291 Variable lease costs 171 215 461 526 Total lease expense $ 850 $ 908 $ 2,594 $ 2,597 Supplemental balance sheet information related to leases were as follows (in thousands, except lease term and discount rate): Balance Sheet Caption December 31, 2022 September 30, 2023 (unaudited) Operating leases: Operating lease assets Operating lease assets $ 4,011 $ 4,257 Current lease liabilities Other current liabilities $ 1,930 $ 1,582 Noncurrent lease liabilities Noncurrent operating lease liabilities $ 2,170 $ 2,793 Weighted average remaining lease term (years): Operating leases 2.67 3.21 Weighted average discount rate: Operating leases 6.11 % 6.25 % Supplemental cash flow information related to leases were as follows (unaudited and in thousands): Nine Months Ended September 30, 2022 2023 Supplemental cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 1,783 $ 1,845 The Company’s current lease terms range from one to five years and may include options to extend the lease by one to four years . Remaining maturities on lease liabilities as of September 30, 2023 is as follows (unaudited and in thousands): Operating leases 2023 (October - December) 550 2024 1,569 2025 1,207 2026 802 2027 437 Thereafter 307 Total lease payments 4,872 Less: interest 497 Present value of lease liabilities $ 4,375 As of September 30, 2023, the Company has one lease, for its corporate headquarters located in Illinois that has not yet commenced. Refer to Note 19 - Subsequent events for additional information. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 17. Related party transactions The Company follows ASC 850, Related Party Disclosures , for the identification of related parties and disclosure of related party transactions. A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal. For the three-month and nine-month periods ended September 30, 2022, the Company did no t have any material related party transactions to disclose. For the three-month and nine-month periods ended September 30, 2023, the Company incurred $ 0.5 million and $ 0.6 million, respectively, of related party transactions with its majority shareholder, Vector Capital Management of which $ 0.5 million is outstanding at September 30, 2023. Of the amount outstanding, $ 0.3 million is included in included in Accounts Payable and $ 0.2 million is included in Accrued Liabilities in the Company's condensed consolidated balance sheets (unaudited). |
Restructuring
Restructuring | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Note 18. Restructuring On August 1, 2023, the Company announced and initiated a corporate cost reduction to better align Cambium's cost structure with current economic conditions and position the Company to achieve near-term and long-term targets to maintain profitability, improve cash flow and maintain a strong balance sheet. During the three-month period ended September 30, 2023, the Company incurred restructuring charges of approximately $ 1.0 million, consisting mostly of involuntary employee termination costs, and is included in cost of revenues and all operating expense lines in the Company's condensed consolidated statements of operations. As of September 30, 2023, the Company paid approximately $ 0.6 million of this amount, leaving a restructuring liability of $ 0.4 million, of which $ 0.3 million is included in Accrued Liabilities and $ 0.1 million is included in Employee Compensation in the Company's condensed consolidated balance sheets. The remaining $ 0.4 million is expected to be paid in the fourth quarter of 2023. In addition, the Company incurred $ 1.0 million in costs related to the Chief Executive Officer transition, previously estimated to be part of the total costs of restructuring (unaudited). |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 19. Subsequent Events On October 16, 2023, the Company executed an amendment to the lease agreement entered into on June 9, 2023 for its new corporate headquarters in Illinois. The amendment defined the exact space of the office and lab space to be leased, the square footage to be occupied, and the value of the leasehold improvement allowance to be received. The Company expects to recognize a right-of-use asset and lease liability in the fourth quarter of 2023 upon commencement of the lease. On November 2, 2023, the Company announced it was engaging in additional restructuring to further reduce costs. The Company expects to incur an additional approximately $ 1.5 -$ 2.5 million in costs, primarily related to one-time termination benefits, which is expected to be substantially complete and costs incurred by the end of the second quarter of 2024, and expects all costs to be incurred by the end of 2024. |
Business and Significant Acco_2
Business and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements include the accounts of Cambium Networks Corporation and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The condensed consolidated financial statements as of September 30, 2023, and for the three-month and nine-month periods ended September 30, 2022 and 2023, and the related notes are unaudited. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements, and, in the opinion of management, reflect all adjustments, which comprise only normal recurring adjustments necessary to state fairly the Company’s financial position as of September 30, 2023 and results of operations for the three-month and nine-month periods ended September 30, 2022 and 2023 and cash flows for the nine-month periods ended September 30, 2022 and 2023. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited financial statements at that date. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted. The condensed consolidated financial statements contained herein should be read in conjunction with the consolidated financial statements and related notes thereto for the year ended December 31, 2022 included in the Company’s annual report on Form 10-K and filed with the SEC on February 27, 2023. The results of operations for the three-month and nine-month periods ended September 30, 2023 are not necessarily indicative of the operating results to be expected for the full year. In 2022, management determined that certain costs previously included as general and administrative expenses related to other functions of the business. Prior periods have been revised to reflect the allocation of these costs to their respective functions. These costs primarily include facility costs such as leased space and shared IT costs. Revisions were made to increase research and development expense by $ 0.9 million and selling and marketing expense by $ 0.3 million and decrease general and administrative expense by $ 1.2 million for the three-month period ended September 30, 2022. Revisions were made to increase research and development expense by $ 2.6 million and selling and marketing expense by $ 0.8 million and decrease general and administrative expense by $ 3.4 million for the nine-month period ended September 30, 2022. |
Update to Significant Accounting Policies | Update to Significant Accounting Policies There have been no material changes to the Company’s significant accounting policies disclosed in the 2022 Form 10-K, Part II, Item 8. |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Inventories, Net | Inventories, net consisted of the following (in thousands): December 31, September 30, 2022 2023 (unaudited) Finished goods $ 50,052 $ 71,304 Raw materials 15,010 21,749 Gross inventory 65,062 93,053 Less: Excess and obsolete provision ( 7,994 ) ( 13,289 ) Inventories, net $ 57,068 $ 79,764 |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): December 31, September 30, 2022 2023 (unaudited) Accrued goods and services $ 10,633 $ 9,683 Accrued inventory purchases 3,189 1,000 Accrued customer rebates 13,797 9,506 Other 423 501 Accrued liabilities $ 28,042 $ 20,690 |
Schedule of Change to Accrued Warranty | Provisions for warranty claims are primarily related to our hardware products and are recorded at the time products are sold. The change to accrued warranty was as follows (in thousands): Year ended Nine Months ended September 30, 2022 2023 (unaudited) Beginning balance $ 1,731 $ 1,651 Fulfillment of assumed acquisition warranty ( 142 ) ( 160 ) Provision increase (decrease), net 62 ( 4 ) Ending balance $ 1,651 $ 1,487 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): December 31, September 30, Useful Life 2022 2023 (unaudited) Equipment and tooling 3 to 5 years $ 33,026 $ 35,455 Computer equipment 3 to 5 years 4,572 5,348 Furniture and fixtures 5 to 10 years 809 834 Leasehold improvements 2 to 3 years 472 518 Total cost 38,879 42,155 Less: Accumulated depreciation ( 27,608 ) ( 30,790 ) Property and equipment, net $ 11,271 $ 11,365 |
Software (Tables)
Software (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Schedule of Carrying Amount and Amortization of Software and Intangible Assets | The useful life, gross carrying value, accumulated amortization, and net balance for each major class of definite-lived intangible assets at each balance sheet date were as follows (in thousands): December 31, 2022 September 30, 2023 (unaudited) Useful Life Gross Accumulated Net balance Gross Accumulated Net balance Customer 5 - 18 years 19,300 ( 10,127 ) 9,173 19,300 ( 11,250 ) 8,050 Total $ 19,300 $ ( 10,127 ) $ 9,173 $ 19,300 $ ( 11,250 ) $ 8,050 |
Schedule of Estimated Amortization Expense of Capitalized Software and Intangible Assets | Based on capitalized intangible assets as of September 30, 2023, estimated amortization expense amounts in future fiscal years are as follows (unaudited and in thousands): Year ending December 31, Amortization 2023 (October - December) 375 2024 1,498 2025 1,498 2026 1,498 2027 1,498 Thereafter 1,683 Total amortization $ 8,050 |
Capitalized Software Assets | |
Schedule of Carrying Amount and Amortization of Software and Intangible Assets | Software consisted of the following (in thousands): December 31, 2022 September 30, 2023 (unaudited) Useful Life Gross carrying amount Accumulated amortization Net balance Gross carrying amount Accumulated amortization Net balance Acquired and Software for internal use 3 to 7 years $ 15,995 $ ( 15,326 ) $ 669 $ 16,681 $ ( 15,604 ) $ 1,077 Software marketed for external sale 3 years 11,650 ( 3,880 ) 7,770 16,604 ( 5,877 ) 10,727 Total $ 27,645 $ ( 19,206 ) $ 8,439 $ 33,285 $ ( 21,481 ) $ 11,804 |
Schedule of Estimated Amortization Expense of Capitalized Software and Intangible Assets | Based on capitalized software assets at September 30, 2023, estimated amortization expense in future fiscal years is as follows (unaudited and in thousands): Year ending December 31, Acquired and internal use software Software Total 2023 (October - December) 103 881 984 2024 398 3,660 4,058 2025 349 3,376 3,725 2026 221 2,024 2,245 2027 6 760 766 Thereafter — 26 26 Total amortization $ 1,077 $ 10,727 $ 11,804 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Carrying Amount and Amortization of Software and Intangible Assets | The useful life, gross carrying value, accumulated amortization, and net balance for each major class of definite-lived intangible assets at each balance sheet date were as follows (in thousands): December 31, 2022 September 30, 2023 (unaudited) Useful Life Gross Accumulated Net balance Gross Accumulated Net balance Customer 5 - 18 years 19,300 ( 10,127 ) 9,173 19,300 ( 11,250 ) 8,050 Total $ 19,300 $ ( 10,127 ) $ 9,173 $ 19,300 $ ( 11,250 ) $ 8,050 |
Schedule of Estimated Amortization Expense of Capitalized Software and Intangible Assets | Based on capitalized intangible assets as of September 30, 2023, estimated amortization expense amounts in future fiscal years are as follows (unaudited and in thousands): Year ending December 31, Amortization 2023 (October - December) 375 2024 1,498 2025 1,498 2026 1,498 2027 1,498 Thereafter 1,683 Total amortization $ 8,050 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Current and Noncurrent Portions of External Debt Facilities | The following table reflects the current and noncurrent portions of the external debt facilities at December 31, 2022 and September 30, 2023 (in thousands): December 31, September 30, 2022 2023 (unaudited) Term loan facility $ 28,031 $ 26,063 Less debt issuance costs ( 410 ) ( 302 ) Total debt 27,621 25,761 Less current portion of term facility ( 3,281 ) ( 3,281 ) Current portion of debt issuance costs 123 108 Total long-term external debt, net $ 24,463 $ 22,588 |
Schedule of Maturities on External Debt Outstanding | Maturities on the external debt outstanding at September 30, 2023 is as follows (unaudited and in thousands): Year ending December 31, 2023 (October- December) 656 2024 2,625 2025 2,625 2026 19,500 Total $ 25,406 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following is a summary of option activity for the Company’s share incentive plans for the nine-month period ended September 30, 2023 (unaudited): Options Weighted Weighted Aggregate Outstanding at December 31, 2022 3,395,219 $ 13.83 7.6 $ 28,985,969 Options granted 1 993,196 $ 9.07 — $ — Options exercised ( 59,800 ) $ 8.32 — $ — Options expired ( 5,188 ) $ 12.00 — $ — Options forfeited ( 65,817 ) $ 14.06 — $ — Outstanding at September 30, 2023 4,257,610 $ 12.79 7.4 $ 458,989 Options exercisable at September 30, 2023 2,475,407 $ 12.92 6.2 $ 413,898 Options vested and expected to vest at September 30, 2023 4,229,061 $ 12.77 7.4 $ 458,045 1 Options granted includes the time-based share options and the performance-based share options for which a grant date has been established, as described below. |
Schedule of Estimated Fair Value of Weighted Average Assumptions | The fair value of share options is estimated using the following weighted-average assumptions (unaudited): Nine Months Ended September 30, 2022 2023 Expected dividend yield — — Risk-free interest rate 2.43 % 4.31 % Weighted-average expected volatility 61.3 % 69.3 % Expected term (in years) 4.55 5.74 Weighted average grant-date fair value per share of options granted $ 8.15 $ 5.73 |
Summary of Restricted Shares Activity | The following is a summary of restricted shares activity for the Company’s share incentive plan for the nine-month period ended September 30, 2023 (unaudited): Units Weighted RSU balance at December 31, 2022 696,990 $ 18.22 RSUs granted 1 225,338 $ 12.68 RSUs vested ( 246,886 ) $ 16.37 RSUs forfeited ( 39,722 ) $ 17.33 RSU balance at September 30, 2023 635,720 $ 17.03 1 RSUs granted includes the time-based RSUs and the performance-based RSUs for which a grant date has been established, as described below. Of the |
Share Capital - Shares (Tables)
Share Capital - Shares (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Shares (Share Capital Activity) | The following table reflects the share capital activity (unaudited): Number of Par value Balance at December 31, 2022 27,313,273 $ 3 Issuance of ordinary shares under employee share purchase plan 88,290 — Issuance of vested shares 246,605 — Share options exercised 59,800 — Shares withheld for net settlement of shares issued ( 46,108 ) — Balance at September 30, 2023 27,661,860 $ 3 |
Earnings (loss) per share (Tabl
Earnings (loss) per share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Earnings Per Share | Performance-based share awards are only included in the calculation of diluted earnings per share if the performance metric would have been achieved as of September 30, 2023 if that had been the end of the contingency period. T he following table sets forth the computation of basic and diluted net earnings per share (unaudited and in thousands, except for share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Numerator: Net (loss) income $ 9,435 $ ( 26,200 ) $ 10,189 $ ( 24,566 ) Denominator: Basic weighted average shares outstanding 26,977,155 27,619,281 26,855,395 27,465,353 Dilutive effect of share option awards 755,196 — 840,828 — Dilutive effect of RSUs 242,443 — 235,509 — Dilutive effect of employee share purchase plan 4,781 — 7,996 — Diluted weighted average shares outstanding 27,979,575 27,619,281 27,939,728 27,465,353 Net (loss) earnings per share, basic $ 0.35 $ ( 0.95 ) $ 0.38 $ ( 0.89 ) Net (loss) earnings per share, diluted $ 0.34 $ ( 0.95 ) $ 0.36 $ ( 0.89 ) |
Revenues from Contracts with _2
Revenues from Contracts with Customers (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenues by Product Category | Revenues by product category were as follows (unaudited and in thousands, except percentages): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Point-to-Multi-Point $ 26,090 32 % $ 23,596 55 % $ 85,285 40 % $ 72,622 40 % Point-to-Point 15,409 19 % 15,809 37 % 45,807 22 % 58,891 33 % Enterprise 38,330 47 % 2,499 6 % 77,852 37 % 44,575 25 % Other 1,371 2 % 1,142 2 % 3,448 2 % 3,901 2 % Total Revenues $ 81,200 100 % $ 43,046 100 % $ 212,392 100 % $ 179,989 100 % |
Schedule of Revenue by Geography | Revenues by geography were as follows (unaudited and in thousands, except percentages): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 North America $ 30,086 37 % $ 17,768 42 % $ 89,547 42 % $ 104,887 57 % Europe, Middle East and Africa 29,263 36 % 14,274 33 % 70,876 33 % 40,751 23 % Caribbean and Latin America 8,935 11 % 5,726 13 % 21,979 10 % 15,426 9 % Asia Pacific 12,916 16 % 5,278 12 % 29,990 14 % 18,925 11 % Total Revenues $ 81,200 100 % $ 43,046 100 % $ 212,392 100 % $ 179,989 100 % |
Summary of Contract Balances | The following table summarizes contract balances as of December 31, 2022 and September 30, 2023 (in thousands): December 31, 2022 September 30, 2023 (unaudited) Trade accounts receivable, net of allowance for credit losses $ 89,181 $ 59,891 Deferred revenue - current 8,913 8,791 Deferred revenue - noncurrent 8,617 9,731 Refund liability $ 3,186 $ 11,594 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows and are included in general and administrative expense (unaudited and in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2023 2022 2023 Operating lease cost $ 580 $ 595 $ 1,781 $ 1,780 Short-term lease cost 99 98 352 291 Variable lease costs 171 215 461 526 Total lease expense $ 850 $ 908 $ 2,594 $ 2,597 |
Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases were as follows (in thousands, except lease term and discount rate): Balance Sheet Caption December 31, 2022 September 30, 2023 (unaudited) Operating leases: Operating lease assets Operating lease assets $ 4,011 $ 4,257 Current lease liabilities Other current liabilities $ 1,930 $ 1,582 Noncurrent lease liabilities Noncurrent operating lease liabilities $ 2,170 $ 2,793 Weighted average remaining lease term (years): Operating leases 2.67 3.21 Weighted average discount rate: Operating leases 6.11 % 6.25 % |
Supplemental Cash Flow Information | Supplemental cash flow information related to leases were as follows (unaudited and in thousands): Nine Months Ended September 30, 2022 2023 Supplemental cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 1,783 $ 1,845 |
Remaining Maturities on Lease Liabilities | Remaining maturities on lease liabilities as of September 30, 2023 is as follows (unaudited and in thousands): Operating leases 2023 (October - December) 550 2024 1,569 2025 1,207 2026 802 2027 437 Thereafter 307 Total lease payments 4,872 Less: interest 497 Present value of lease liabilities $ 4,375 |
Business and Significant Acco_3
Business and Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2022 | Sep. 30, 2022 | |
Research and Development | ||
Business And Significant Accounting Policies [Line Items] | ||
Increase (decrease) in operating expenses | $ 0.9 | $ 2.6 |
Selling and Marketing Expenses | ||
Business And Significant Accounting Policies [Line Items] | ||
Increase (decrease) in operating expenses | 0.3 | 0.8 |
General and Administrative Expenses | ||
Business And Significant Accounting Policies [Line Items] | ||
Increase (decrease) in operating expenses | $ (1.2) | $ (3.4) |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Inventories, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Inventory, Net [Abstract] | ||
Finished goods | $ 71,304 | $ 50,052 |
Raw materials | 21,749 | 15,010 |
Gross inventory | 93,053 | 65,062 |
Less: Excess and obsolete provision | (13,289) | (7,994) |
Inventories, net | $ 79,764 | $ 57,068 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Accrued Liabilities, Current [Abstract] | ||
Accrued goods and services | $ 9,683 | $ 10,633 |
Accrued inventory purchases | 1,000 | 3,189 |
Accrued customer rebates | 9,506 | 13,797 |
Other | 501 | 423 |
Accrued liabilities | $ 20,690 | $ 28,042 |
Balance Sheet Components - Sc_3
Balance Sheet Components - Schedule of Change to Accrued Warranty (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Standard Product Warranty Disclosure [Abstract] | ||
Beginning balance | $ 1,651 | $ 1,731 |
Fulfillment of assumed acquisition warranty | (160) | (142) |
Provision increase (decrease), net | (4) | 62 |
Ending balance | $ 1,487 | $ 1,651 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Product Warranty Liability [Line Items] | |||
Inventory reserves | $ 13,289 | $ 7,994 | |
Accrued warranty | 1,487 | $ 1,651 | $ 1,731 |
Other Current Liabilities | |||
Product Warranty Liability [Line Items] | |||
Accrued warranty | 1,200 | ||
Other Noncurrent Liabilities | |||
Product Warranty Liability [Line Items] | |||
Accrued warranty | $ 300 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Total cost | $ 42,155 | $ 38,879 |
Less: Accumulated depreciation | (30,790) | (27,608) |
Property and equipment, net | 11,365 | 11,271 |
Equipment and Tooling | ||
Property Plant And Equipment [Line Items] | ||
Total cost | $ 35,455 | $ 33,026 |
Equipment and Tooling | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 3 years | 3 years |
Equipment and Tooling | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 5 years | 5 years |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total cost | $ 5,348 | $ 4,572 |
Computer Equipment | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 3 years | 3 years |
Computer Equipment | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 5 years | 5 years |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total cost | $ 834 | $ 809 |
Furniture and Fixtures | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 5 years | 5 years |
Furniture and Fixtures | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 10 years | 10 years |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total cost | $ 518 | $ 472 |
Leasehold Improvements | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 2 years | 2 years |
Leasehold Improvements | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Useful Life | 3 years | 3 years |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 1,100 | $ 1,000 | $ 3,212 | $ 2,874 |
Software - Schedule of Software
Software - Schedule of Software (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 33,285 | $ 27,645 |
Accumulated amortization | (21,481) | (19,206) |
Net balance | 11,804 | 8,439 |
Acquired and Software for Internal Use | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 16,681 | 15,995 |
Accumulated amortization | (15,604) | (15,326) |
Net balance | $ 1,077 | 669 |
Acquired and Software for Internal Use | Minimum | ||
Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 3 years | |
Acquired and Software for Internal Use | Maximum | ||
Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 7 years | |
Software Marketed for External Sale | ||
Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 3 years | |
Gross carrying amount | $ 16,604 | 11,650 |
Accumulated amortization | (5,877) | (3,880) |
Net balance | $ 10,727 | $ 7,770 |
Software - Additional Informati
Software - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Acquired and Software for Internal Use | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 0.1 | $ 0.1 | $ 0.3 | $ 0.4 |
Acquired and Software for Internal Use | Minimum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Useful life | 3 years | 3 years | ||
Acquired and Software for Internal Use | Maximum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Useful life | 7 years | 7 years | ||
Software Marketed for External Sale | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Useful life | 3 years | 3 years | ||
Amortization expense | $ 0.8 | $ 0.4 | $ 2 | $ 1.1 |
Software - Schedule of Estimate
Software - Schedule of Estimated Amortization Expense of Capitalized Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite Lived Intangible Assets [Line Items] | ||
2023 (October - December) | $ 984 | |
2024 | 4,058 | |
2025 | 3,725 | |
2026 | 2,245 | |
2027 | 766 | |
Thereafter | 26 | |
Net balance | 11,804 | $ 8,439 |
Acquired and Internal Use Software | ||
Finite Lived Intangible Assets [Line Items] | ||
2023 (October - December) | 103 | |
2024 | 398 | |
2025 | 349 | |
2026 | 221 | |
2027 | 6 | |
Net balance | 1,077 | |
Software Marketed for External Use | ||
Finite Lived Intangible Assets [Line Items] | ||
2023 (October - December) | 881 | |
2024 | 3,660 | |
2025 | 3,376 | |
2026 | 2,024 | |
2027 | 760 | |
Thereafter | 26 | |
Net balance | $ 10,727 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Adjustments to carrying value of goodwill | $ 0 | |||
Amortization expense | $ 400,000 | $ 400,000 | $ 1,100,000 | $ 1,200,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Carrying Amount and Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 19,300 | $ 19,300 |
Accumulated amortization | (11,250) | (10,127) |
Total amortization | 8,050 | 9,173 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 19,300 | 19,300 |
Accumulated amortization | (11,250) | (10,127) |
Total amortization | $ 8,050 | $ 9,173 |
Customer Relationships | Minimum | ||
Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 5 years | |
Customer Relationships | Maximum | ||
Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 18 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Estimated Amortization Expense of Capitalized Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets, Net [Abstract] | ||
2023 (October - December) | $ 375 | |
2024 | 1,498 | |
2025 | 1,498 | |
2026 | 1,498 | |
2027 | 1,498 | |
Thereafter | 1,683 | |
Total amortization | $ 8,050 | $ 9,173 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Jun. 09, 2023 | Nov. 17, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||||||
Net interest expense | $ 600 | $ 500 | $ 1,800 | $ 1,400 | |||
BofA Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Debt outstanding | 25,406 | 25,406 | |||||
Debt instrument, maturity date | Nov. 17, 2026 | ||||||
Debt instrument, principal payments | $ 700 | ||||||
Debt instrument, frequency of payment | quarterly | ||||||
BofA Credit Agreement | SOFR | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, adjustments | interest on the Term SOFR Loan accrues on the outstanding principal amount of the Term and Revolving Facilities on a quarterly basis and is equal to the base rate equal to the rate per annum as now determined by reference to the 1-month, 3-month or 6-month Term SOFR rate as selected by the Company, plus a SOFR adjustment of 0.10%. The applicable margin range between 1.75% and 2.25% as determined by the Company's performance as measured by the consolidated leverage ratio that is added to calculate the all-in rate remains unchanged with the First Amendment. | ||||||
Debt instrument base rate | 0.10% | ||||||
Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt outstanding | 26,063 | $ 26,063 | $ 28,031 | ||||
Term Loan Facility | Bank of American | |||||||
Debt Instrument [Line Items] | |||||||
Debt outstanding | $ 26,100 | $ 26,100 | |||||
Term Loan Facility | BofA Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, effective interest rate | 7.69% | 7.69% | |||||
Term Loan Facility | BofA Credit Agreement | Applicable Margin Rate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument base rate | 1.75% | ||||||
Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt outstanding | $ 0 | $ 0 | |||||
Revolving Credit Facility | Silicon Valley Bank | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument amount available under credit facility | $ 45,000 | $ 45,000 | |||||
Maximum | BofA Credit Agreement | Applicable Margin Rate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument base rate | 2.25% | ||||||
Minimum | BofA Credit Agreement | Applicable Margin Rate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument base rate | 1.75% |
Debt - Schedule of Current and
Debt - Schedule of Current and Noncurrent Portions of External Debt Facilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Less debt issuance costs | $ (302) | $ (410) |
Total debt | 25,761 | 27,621 |
Less current portion of term facility | (3,281) | (3,281) |
Current portion of debt issuance costs | 108 | 123 |
Total long-term external debt, net | 22,588 | 24,463 |
Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, Gross | $ 26,063 | $ 28,031 |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities on External Debt Outstanding (Details) - BofA Credit Agreement $ in Thousands | Sep. 30, 2023 USD ($) |
Debt Instrument [Line Items] | |
2023 (October- December) | $ 656 |
2024 | 2,625 |
2025 | 2,625 |
2026 | 19,500 |
Total | $ 25,406 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
U.S. Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined contribution plan, employer matching contribution, percent of match | 100% | |||
Defined contribution plan, maximum annual contributions per employee, percent | 4% | |||
Defined contribution plan employers matching contribution vesting period | 2 years | |||
Defined contribution plan, employer discretionary contribution amount | $ 0.3 | $ 0.2 | $ 1.2 | $ 1.2 |
UK Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined contribution plan, employer matching contribution, percent of match | 5% | |||
Defined contribution plan, maximum annual contributions per employee, percent | 7% | |||
Defined contribution plan, employer discretionary contribution amount | $ 0.1 | $ 0.1 | $ 0.3 | $ 0.3 |
Defined contribution plan, employee matching contribution, percent of match | 3% | |||
Defined contribution plan, employer matching contribution, percent of employees' gross pay | 1% |
Other (Income) Expense, Net - A
Other (Income) Expense, Net - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Net Other Expense | ||||
Other Non Operating Income and Expense [Line Items] | ||||
Foreign exchange (gains) and losses | $ 0.1 | $ 0.2 | $ 0.3 | $ 0.1 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Mar. 01, 2023 | May 31, 2023 | Jun. 30, 2019 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares granted | 225,338 | |||||||
Share-based compensation income tax benefits | $ 0 | $ 300 | $ 100 | $ 800 | ||||
Share-based compensation expense | $ 8,782 | 7,785 | ||||||
Forfeiture rate utilized for estimating forfeitures of options granted | 8.20% | |||||||
Unrecognized pre-tax share based compensation expense related to unvested share option awards | $ 13,000 | $ 13,000 | ||||||
Shares vested | 246,886 | |||||||
Perforamance awards issued | 635,720 | 635,720 | 696,990 | |||||
Employee Share Purchase Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of outstanding shares added annually | 275,000 | |||||||
Percentage of outstanding shares | 1% | |||||||
Share-based compensation expense | $ 200 | $ 200 | $ 700 | $ 700 | ||||
Percentage of purchase price shares on first trading day of offering period and purchase date | 85% | |||||||
Number of additional shares available under ESPP | 273,133 | |||||||
Shares issued under the ESPP | 88,290 | 87,229 | 88,290 | 87,229 | ||||
Time-based Share Options | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Share options contractual term | 10 years | |||||||
Share options vesting period | 4 years | |||||||
RSUs | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Forfeiture rate utilized for estimating forfeitures of options and restricted share units granted | 8.20% | |||||||
Unrecognized pre-tax compensation expense, net of estimated forfeitures | $ 8,800 | $ 8,800 | ||||||
Vesting period of restricted shares | 4 years | |||||||
Share-based payment award, requisite service period | 4 years | |||||||
Performance Shares | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Perforamance awards issued | 135,000 | |||||||
Performance options issued | 60,000 | |||||||
Performance Shares | Tranche One | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Unrecognized pre-tax compensation expense, net of estimated forfeitures | $ 500 | $ 500 | ||||||
Shares vesting, percentage | 50% | |||||||
Perforamance awards issued | 62,500 | 62,500 | ||||||
Performance options issued | 30,000 | 30,000 | ||||||
Performance Shares | Tranche Two | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares granted | 62,500 | |||||||
Unrecognized pre-tax compensation expense, net of estimated forfeitures | $ 900 | $ 900 | ||||||
Shares vesting, percentage | 50% | |||||||
2019 Share Incentive Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of shares authorized | 1,320,000 | |||||||
Percentage of outstanding shares | 5% | |||||||
2019 Share Incentive Plan | Maximum | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Number of outstanding shares added annually | 1,320,000 | |||||||
2019 Share Incentive Plan | RSUs | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares vested | 246,886 | |||||||
Shares to pay employees' portion of minimum payroll withholding taxes | 46,108 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Stock Option Activity (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Options | ||
Options outstanding, Beginning balance | shares | 3,395,219 | |
Options granted | shares | 993,196 | |
Options exercised | shares | (59,800) | |
Options expired | shares | (5,188) | |
Options forfeited | shares | (65,817) | |
Options outstanding, Ending balance | shares | 4,257,610 | 3,395,219 |
Options exercisable | shares | 2,475,407 | |
Options vested and expected to vest | shares | 4,229,061 | |
Weighted average exercise price | ||
Weighted average exercise price, Outstanding beginning balance | $ / shares | $ 13.83 | |
Weighted average exercise price, Options granted | $ / shares | 9.07 | |
Weighted average exercise price, Options exercised | $ / shares | 8.32 | |
Weighted average exercise price, Options expired | $ / shares | 12 | |
Weighted average exercise price, Options forfeited | $ / shares | 14.06 | |
Weighted average exercise price, Outstanding ending balance | $ / shares | 12.79 | $ 13.83 |
Weighted average exercise price, Options exercisable | $ / shares | 12.92 | |
Weighted average exercise price, Options vested and expected to vest | $ / shares | $ 12.77 | |
Weighted average remaining contractual term (years) | ||
Weighted average remaining contractual term, Options outstanding | 7 years 4 months 24 days | 7 years 7 months 6 days |
Weighted average remaining contractual term, Options exercisable | 6 years 2 months 12 days | |
Weighted average remaining contractual term, Options vested and expected to vest | 7 years 4 months 24 days | |
Aggregate intrinsic value, Outstanding | $ | $ 458,989 | $ 28,985,969 |
Aggregate intrinsic value, Options exercisable | $ | 413,898 | |
Aggregate intrinsic value, Options vested and expected to vest | $ | $ 458,045 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Estimated Fair Value of Weighted Average Assumptions (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Risk-free interest rate | 4.31% | 2.43% |
Weighted-average expected volatility | 69.30% | 61.30% |
Expected term (in years) | 5 years 8 months 26 days | 4 years 6 months 18 days |
Weighted average grant-date fair value per share of options granted | $ 5.73 | $ 8.15 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of Restricted Shares Activity (Details) | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Number of Units | |
Number of Units, RSUs, beginning balance | shares | 696,990 |
Number of Units, RSUs granted | shares | 225,338 |
Number of Units, RSUs vested | shares | (246,886) |
Number of Units, RSUs forfeited | shares | (39,722) |
Number of Units, RSUs, ending balance | shares | 635,720 |
Weighted average grant date fair value | |
Weighted average grant date fair value, RSUs, beginning balance | $ / shares | $ 18.22 |
Weighted average grant date fair value, RSUs granted | $ / shares | 12.68 |
Weighted average grant date fair value, RSUs vested | $ / shares | 16.37 |
Weighted average grant date fair value, RSUs forfeited | $ / shares | 17.33 |
Weighted average grant date fair value, RSUs, ending balance | $ / shares | $ 17.03 |
Share Capital - Shares (Share C
Share Capital - Shares (Share Capital Activity) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule Of Capitalization Equity [Line Items] | ||||
Share options exercised, shares | 59,800 | |||
Share Capital | ||||
Schedule Of Capitalization Equity [Line Items] | ||||
Beginning balance, shares | 27,603,000 | 26,964,000 | 27,313,273 | 26,735,000 |
Issuance of ordinary shares under employee share purchase plan, shares | 88,290 | 87,000 | ||
Issuance of vested shares, Number of shares | 246,605 | |||
Share options exercised, shares | 1,000 | 17,000 | 59,800 | 44,000 |
Shares withheld for net settlement of shares issued, Number of shares | (46,108) | |||
Ending balance, shares | 27,661,860 | 27,016,000 | 27,661,860 | 27,016,000 |
Beginning balance | $ 3 | |||
Ending balance | $ 3 | $ 3 |
Share Capital - Shares - Additi
Share Capital - Shares - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2023 $ / shares | |
Stockholders' Equity Note [Abstract] | |
Common stock dividends declared | $ 0 |
Common stock dividends paid | $ 0 |
Earnings (loss) per share - Com
Earnings (loss) per share - Computation of Basic and Diluted Net Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||
Net Income (Loss) | $ (26,200) | $ 9,435 | $ (24,566) | $ 10,189 |
Denominator: | ||||
Basic weighted average shares outstanding | 27,619,281 | 26,977,155 | 27,465,353 | 26,855,395 |
Dilutive effect of share option awards | 755,196 | 840,828 | ||
Dilutive effect of RSUs | 242,443 | 235,509 | ||
Dilutive effect of employee share purchase plan | 4,781 | 7,996 | ||
Diluted weighted average shares outstanding | 27,619,281 | 27,979,575 | 27,465,353 | 27,939,728 |
Net (loss) earnings per share, basic | $ (0.95) | $ 0.35 | $ (0.89) | $ 0.38 |
Net (loss) earnings per share, diluted | $ (0.95) | $ 0.34 | $ (0.89) | $ 0.36 |
Earnings (loss) per share - Add
Earnings (loss) per share - Additional Information (Details) - shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 | Sep. 30, 2023 | |
Earnings Per Share [Abstract] | ||
Anti-dilutive securities excluded from computation of diluted ner loss per share | 3,641,637 | 1,753,142 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Schedule Of Income Taxes [Line Items] | |||||
Provision (benefit) for income taxes | $ 3,417 | $ (154) | $ 3,251 | $ (1,048) | |
Effective tax rate | (15.00%) | (1.70%) | (15.30%) | (11.50%) | |
Statutory rate | 21% | 21% | 21% | 21% | |
Deferred tax assets, net | $ 12,494 | $ 12,494 | $ 12,782 | ||
Change in deferred tax assets | 5,600 | 6,800 | |||
Valuation allowance | 10,900 | 12,100 | |||
UK | |||||
Schedule Of Income Taxes [Line Items] | |||||
Deferred tax assets, net | $ 5,300 | $ 5,300 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2023 Segment | |
Segment Reporting [Abstract] | |
Number of reporting segments | 1 |
Number of operating segment | 1 |
Revenues from Contracts with _3
Revenues from Contracts with Customers - Schedule of Revenue by Product Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 43,046 | $ 81,200 | $ 179,989 | $ 212,392 |
Sales Revenue, Product Line | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
Point-to-Multi-Point | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 23,596 | $ 26,090 | $ 72,622 | $ 85,285 |
Point-to-Multi-Point | Sales Revenue, Product Line | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 55% | 32% | 40% | 40% |
Point-to-Point | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 15,809 | $ 15,409 | $ 58,891 | $ 45,807 |
Point-to-Point | Sales Revenue, Product Line | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 37% | 19% | 33% | 22% |
Enterprise | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 2,499 | $ 38,330 | $ 44,575 | $ 77,852 |
Enterprise | Sales Revenue, Product Line | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 6% | 47% | 25% | 37% |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,142 | $ 1,371 | $ 3,901 | $ 3,448 |
Other | Sales Revenue, Product Line | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 2% | 2% | 2% | 2% |
Revenues from Contracts with _4
Revenues from Contracts with Customers - Schedule of Revenue by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 43,046 | $ 81,200 | $ 179,989 | $ 212,392 |
Sales Revenue, Product Line | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
North America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 17,768 | $ 30,086 | $ 104,887 | $ 89,547 |
North America | Sales Revenue, Product Line | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 42% | 37% | 57% | 42% |
Europe, Middle East and Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 14,274 | $ 29,263 | $ 40,751 | $ 70,876 |
Europe, Middle East and Africa | Sales Revenue, Product Line | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 33% | 36% | 23% | 33% |
Caribbean and Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 5,726 | $ 8,935 | $ 15,426 | $ 21,979 |
Caribbean and Latin America | Sales Revenue, Product Line | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 13% | 11% | 9% | 10% |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 5,278 | $ 12,916 | $ 18,925 | $ 29,990 |
Asia Pacific | Sales Revenue, Product Line | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 12% | 16% | 11% | 14% |
Revenues from Contracts with _5
Revenues from Contracts with Customers - Summary of Contract Balances (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Trade accounts receivable, net of allowance for credit losses | $ 59,891 | $ 89,181 |
Deferred revenue - current | 8,791 | 8,913 |
Deferred revenue - noncurrent | 9,731 | 8,617 |
Refund liability | $ 11,594 | $ 3,186 |
Revenues from Contracts with _6
Revenues from Contracts with Customers - Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) Customer | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) Customer | |
Revenue From Contract With Customer [Line Items] | |||||
Deferred revenue | $ 18.5 | $ 18.5 | $ 17.5 | ||
Revenue recognized | $ 1.8 | $ 1.5 | $ 7.3 | $ 5.7 | |
Revenue practical expedient, incremental cost of obtaining contract [true/false] | true | ||||
Minimum | |||||
Revenue From Contract With Customer [Line Items] | |||||
Collection period for trade accounts receivable | 30 days | ||||
Maximum | |||||
Revenue From Contract With Customer [Line Items] | |||||
Collection period for trade accounts receivable | 60 days | ||||
Customer Concentration Risk | Accounts Receivables | |||||
Revenue From Contract With Customer [Line Items] | |||||
Number of customers | Customer | 1 | 1 | |||
Customer Concentration Risk | Accounts Receivables | Customer A | |||||
Revenue From Contract With Customer [Line Items] | |||||
Concentration risk, percentage | 10% | 10% |
Revenues from Contracts with _7
Revenues from Contracts with Customers - Additional Information (Details 1) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Deferred revenue | $ 18.5 | $ 17.5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligation expected to be recognized period | 1 year | |
Deferred revenue | $ 8.9 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-10-01 | ||
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | ||
Remaining performance obligation expected to be recognized period | 1 year | |
Deferred revenue | $ 8.8 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease cost | $ 595 | $ 580 | $ 1,780 | $ 1,781 |
Short-term lease cost | 98 | 99 | 291 | 352 |
Variable lease costs | 215 | 171 | 526 | 461 |
Total lease expense | $ 908 | $ 850 | $ 2,597 | $ 2,594 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information related to Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Operating leases: | ||
Operating lease assets | $ 4,257 | $ 4,011 |
Current lease liabilities | $ 1,582 | $ 1,930 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other current liabilities | Other current liabilities |
Noncurrent operating lease liabilities | $ 2,793 | $ 2,170 |
Weighted average remaining lease term (years): | ||
Operating leases | 3 years 2 months 15 days | 2 years 8 months 1 day |
Weighted average discount rate: | ||
Operating leases | 6.25% | 6.11% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information related to Leases (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Supplemental cash flow information: | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 1,845 | $ 1,783 |
Leases - Additional Information
Leases - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Line Items] | |
Lessee operating lease option to extend | true |
Lessee not yet commenced, description | As of September 30, 2023, the Company has one lease, for its corporate headquarters located in Illinois that has not yet commenced. Refer to Note 19 - Subsequent events for additional information. |
Minimum | |
Leases [Line Items] | |
Lessee operating lease term of contract | 1 year |
Lessee operating lease option to extend period | 1 year |
Maximum | |
Leases [Line Items] | |
Lessee operating lease term of contract | 5 years |
Lessee operating lease option to extend period | 4 years |
Leases - Remaining Maturities o
Leases - Remaining Maturities on Lease Liabilities (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Leases [Abstract] | |
2023 (October - December) | $ 550 |
2024 | 1,569 |
2025 | 1,207 |
2026 | 802 |
2027 | 437 |
Thereafter | 307 |
Total lease payments | 4,872 |
Less: interest | 497 |
Present value of lease liabilities | $ 4,375 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Accounts payable | $ 24,849,000 | $ 24,849,000 | $ 31,284,000 | ||
Accrued liabilities | 20,690,000 | 20,690,000 | $ 28,042,000 | ||
Vector Capital Management L.P. | |||||
Related Party Transaction [Line Items] | |||||
Related party transactions | 500,000 | $ 0 | 600,000 | $ 0 | |
Related party transaction outstanding amount | 500,000 | ||||
Accounts payable | 300,000 | 300,000 | |||
Accrued liabilities | $ 200,000 | $ 200,000 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 1 | |
Payment for restructuring charges | $ 0.6 | |
Restructuring liability | 0.4 | |
Remaining restructuring costs expected to be paid | $ 0.4 | 0.4 |
Chief Executive Officer | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1 | |
Accrued Liabilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring liability | 0.3 | |
Employee Compensation | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring liability | $ 0.1 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - One-time Termination Benefits $ in Millions | Nov. 02, 2023 USD ($) |
Maximum | |
Subsequent Event [Line Items] | |
Expected additional restructuring cost | $ 2.5 |
Minimum | |
Subsequent Event [Line Items] | |
Expected additional restructuring cost | $ 1.5 |