Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Mar. 31, 2023 | May 20, 2023 | Sep. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Mar. 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Registrant Name | Nextracker Inc. | ||
Entity Central Index Key | 0001852131 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Title of 12(b) Security | Class A Common Stock, $0.0001 par value | ||
Trading Symbol | NXT | ||
Security Exchange Name | NASDAQ | ||
Entity File Number | 000-00000 | ||
Entity Tax Identification Number | 36-5047383 | ||
Entity Address, Address Line One | 6200 Paseo Padre Parkway | ||
Entity Address, City or Town | Fremont | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94555 | ||
City Area Code | 510 | ||
Local Phone Number | 270-2500 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Name | DELOITTE & TOUCHE LLP | ||
Auditor Firm ID | 34 | ||
Auditor Location | San Jose, California | ||
Entity Public Float | $ 0 | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 45,886,065 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 98,204,522 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 130,008 | $ 29,070 |
Accounts receivable, net of allowance of $1,768 and $3,574, respectively | 271,159 | 168,303 |
Contract assets | 297,960 | 292,407 |
Inventories | 138,057 | 172,208 |
Other current assets | 35,081 | 52,074 |
Total current assets | 872,265 | 714,062 |
Property and equipment, net | 7,255 | 7,423 |
Goodwill | 265,153 | 265,153 |
Other intangible assets, net | 1,321 | 2,528 |
Deferred tax assets and other assets | 273,686 | 28,123 |
Total assets | 1,419,680 | 1,017,289 |
Current liabilities: | ||
Accounts payable | 211,355 | 266,596 |
Accrued expenses | 59,770 | 26,176 |
Deferred revenue | 176,473 | 77,866 |
Due to related parties | 12,239 | 39,314 |
Other current liabilities | 47,589 | 63,419 |
Total current liabilities | 507,426 | 473,371 |
Long-term debt | 147,147 | 0 |
TRA liability and other liabilities | 280,246 | 42,785 |
Total liabilities | 934,819 | 516,156 |
Commitments and contingencies (Note 12) | ||
Redeemable preferred units, $0.001 par value, 0 unit and 238,096 units issued and outstanding, respectively | 0 | 504,168 |
Redeemable non-controlling interest | 3,560,628 | 0 |
Stockholders' deficit / parent company deficit: | ||
Accumulated net parent investment | 0 | (3,035) |
Accumulated deficit | (3,075,782) | 0 |
Total parent company deficit | 0 | (3,035) |
Total stockholders' deficit | (3,075,767) | 0 |
Total liabilities, redeemable interests, and stockholders' deficit / parent company deficit | 1,419,680 | 1,017,289 |
Common Class A [Member] | ||
Stockholders' deficit / parent company deficit: | ||
Common stock | 5 | $ 0 |
Common Class B [Member] | ||
Stockholders' deficit / parent company deficit: | ||
Common stock | $ 10 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Allowance for credit loss on accounts receivable | $ 1,768 | $ 3,574 |
Temporary equity, par value per share | $ 0.001 | $ 0.001 |
Temporary equity, shares issued | 0 | 238,096 |
Temporary equity, shares outstanding | 0 | 238,096 |
Common Class A [Member] | ||
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 900,000,000 | 900,000,000 |
Common stock, shares, issued | 45,886,065 | 0 |
Common stock, shares, outstanding | 45,886,065 | 0 |
Common Class B [Member] | ||
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares, issued | 98,204,522 | 0 |
Common stock, shares, outstanding | 98,204,522 | 0 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | ||
Income Statement [Abstract] | ||||
Revenue | $ 1,902,137 | $ 1,457,592 | $ 1,195,617 | |
Cost of sales | 1,615,164 | 1,310,561 | 963,636 | |
Gross profit | 286,973 | 147,031 | 231,981 | |
Selling, general and administrative expenses | 96,869 | 66,948 | 60,442 | |
Research and development | 21,619 | 14,176 | 13,008 | |
Operating income | 168,485 | 65,907 | 158,531 | |
Interest and other (income) expense, net | (598) | 799 | 502 | |
Income before income taxes | 169,083 | 65,108 | 158,029 | |
Provision for income taxes | 47,750 | 14,195 | 33,681 | |
Net income and comprehensive income | 121,333 | 50,913 | 124,348 | |
Less: Net income attributable to Nextracker LLC prior to the reorganization transactions | 117,744 | 50,913 | 124,348 | |
Less: Net income attributable to redeemable non-controlling interests | 2,446 | 0 | 0 | |
Net income attributable to Nextracker Inc | $ 1,143 | $ 0 | $ 0 | |
Earnings Per Share Reconciliation [Abstract] | ||||
Earnings Per Share, Basic | [1] | $ 0.02 | ||
Earnings Per Share, Diluted | [1] | $ 0.02 | ||
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||||
Weighted Average Number of Shares Outstanding, Basic | [1] | 45,886,065 | ||
Weighted Average Number of Shares Outstanding, Diluted | [1] | 145,851,637 | ||
[1]Basic and diluted income per share is applicable only for the period February 9, 2023 through March 31, 2023, which is the period following the initial public offering (“IPO”) and the related Transactions. See Note 8 for the calculation of shares used in the computation of earnings per share and the basis for the computation of earnings per share. |
Consolidated Statements Of Rede
Consolidated Statements Of Redeemable Interest And Stockholders' Deficit / Parent Company Equity (Deficit) - USD ($) $ in Thousands | Total | IPO [Member] | Redeemable preferred units [Member] | Redeemable preferred units [Member] Issuance Of Dividend To Parent And Cancellation Of Common Shares [Member] | Redeemable preferred units [Member] Paid In Kind Dividend [Member] | Redeemable Other Non Controlling Interests [Member] | Accumulated Net Parent Investment [Member] | Common Stock [Member] Common Class A [Member] | Common Stock [Member] Common Class A [Member] IPO [Member] | Common Stock [Member] Common Class B [Member] | Additional Paid-in Capital [Member] Common Class B [Member] | Additional Paid-in Capital [Member] Common Class B [Member] IPO [Member] | Accumulated deficit [Member] Common Class B [Member] | Preferred Stock [Member] Redeemable preferred units [Member] | Preferred Stock [Member] Redeemable Other Non Controlling Interests [Member] |
Beginning Balance at Mar. 31, 2020 | $ 231,064 | $ 0 | $ 0 | $ 0 | $ 0 | ||||||||||
Beginning Balance, Shares at Mar. 31, 2020 | 0 | 0 | |||||||||||||
Beginning Balance, Units at Mar. 31, 2020 | $ 0 | $ 0 | |||||||||||||
Stock-based compensation expense | 4,306 | ||||||||||||||
Net income | $ 0 | 124,348 | |||||||||||||
Net transfers from Parent | 427,725 | ||||||||||||||
Dividend distribution to Parent | (331,396) | ||||||||||||||
Ending Balance at Mar. 31, 2021 | 456,047 | $ 0 | $ 0 | 0 | 0 | ||||||||||
Ending Balance, Shares at Mar. 31, 2021 | 0 | 0 | |||||||||||||
Ending Balance, Units at Mar. 31, 2021 | 0 | 0 | |||||||||||||
Series A redeemable preferred units | $ 500,000 | $ 4,168 | |||||||||||||
Stock-based compensation expense | 3,048 | ||||||||||||||
Net income | 0 | 50,913 | |||||||||||||
Issuance of Series A redeemable preferred units as dividend to parent and cancellation of common shares | (500,000) | ||||||||||||||
Paid-in-kind dividend for Series A redeemable preferred units | (4,168) | ||||||||||||||
Net transfers to Parent | (8,875) | ||||||||||||||
Ending Balance at Mar. 31, 2022 | 0 | (3,035) | $ 0 | $ 0 | 0 | 0 | |||||||||
Ending Balance, Shares at Mar. 31, 2022 | 0 | 0 | |||||||||||||
Ending Balance, Units at Mar. 31, 2022 | 504,168 | 504,168 | 0 | ||||||||||||
Series A redeemable preferred units | $ 21,427 | ||||||||||||||
Net income subsequent to reorganization transactions | $ 2,446 | ||||||||||||||
Redemption value adjustment | 3,292,618 | 3,292,618 | |||||||||||||
Stock-based compensation expense | 28,851 | 3,143 | 28,851 | ||||||||||||
Net income | 1,143 | ||||||||||||||
Paid-in-kind dividend for Series A redeemable preferred units | (21,427) | ||||||||||||||
Net transfers to Parent | (31,544) | ||||||||||||||
Net income prior to reorganization transactions | 117,744 | ||||||||||||||
Distribution to Yuma, Yuma subs and TPG | (175,000) | ||||||||||||||
Effect of reorganization transactions (Value) | 149,917 | $ (525,595) | $ 265,564 | 110,119 | $ 2 | 149,915 | |||||||||
Effect of reorganization transactions (Shares) | 15,279,190 | ||||||||||||||
Issuance of common stock (Value) | 76 | $ 693,781 | $ 3 | $ 10 | 66 | $ 693,778 | |||||||||
Issuance of common stock (Shares) | 16,875 | 30,590,000 | 128,794,522 | ||||||||||||
Use of IPO proceeds as consideration for Yuma's transfer of LLC common unit(Value) | (693,781) | (693,781) | |||||||||||||
Use of IPO proceeds as consideration for Yuma's transfer of LLC common unit(Shares) | (30,590,000) | ||||||||||||||
Establishment of tax receivable agreement | 36,864 | 36,864 | |||||||||||||
Net income subsequent to reorganization transactions | 1,143 | 1,143 | |||||||||||||
Redemption value adjustment | (3,292,618) | (215,693) | (3,076,925) | ||||||||||||
Ending Balance at Mar. 31, 2023 | (3,075,767) | $ 0 | $ 5 | $ 10 | $ 0 | $ (3,075,782) | |||||||||
Ending Balance, Shares at Mar. 31, 2023 | 45,886,065 | 98,204,522 | |||||||||||||
Ending Balance, Units at Mar. 31, 2023 | $ 0 | $ 0 | $ 3,560,628 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | |||
Net income | $ 121,333 | $ 50,913 | $ 124,348 |
Depreciation, and amortization | 4,626 | 11,146 | 16,809 |
Provision for doubtful accounts | 1,243 | (1,429) | 2,440 |
Non-cash other expense | 1,752 | 1,613 | 1,461 |
Stock-based compensation expense | 31,994 | 3,048 | 4,306 |
Deferred income taxes | 25,990 | (5,337) | (2,850) |
Accounts receivable | (160,265) | (45,458) | (6,131) |
Contract assets | (7,084) | (145,613) | (41,703) |
Inventories | 25,062 | (87,736) | (23,287) |
Other current and noncurrent assets | (18,984) | (18,003) | (17,177) |
Accounts payable | (37,026) | 35,818 | 55,557 |
Other current and noncurrent liabilities | 21,838 | 28,173 | (6,303) |
Deferred revenue (current and noncurrent) | 120,472 | 15,243 | (555) |
Due to related parties | (23,282) | 10,509 | (12,642) |
Net cash provided by (used in) operating activities | 107,669 | (147,113) | 94,273 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (3,183) | (5,917) | (2,463) |
Proceeds from the disposition of property and equipment | 24 | 167 | 0 |
Purchase of intangible assets | (500) | ||
Net cash used in investing activities | (3,159) | (5,750) | (2,963) |
Cash flows from financing activities: | |||
Proceeds from bank borrowings and long term debt | 170,000 | ||
Repayments of bank borrowings | (20,000) | ||
Net proceeds from issuance of Class A shares | 693,781 | ||
Net proceeds from issuance of Class B shares | 76 | ||
Purchase of LLC common units from Yuma, Inc. | (693,781) | ||
Pre-IPO distributions to non-controlling interest holders | (175,000) | ||
Net transfers (to) from Parent | 24,205 | (8,656) | 427,725 |
Other financing activities | (2,853) | ||
Dividend distribution to Parent | (331,396) | ||
Net cash provided by (used in) financing activities | (3,572) | (8,656) | 96,329 |
Net increase (decrease) in cash and cash equivalents | 100,938 | (161,519) | 187,639 |
Cash and cash equivalents beginning of period | 29,070 | 190,589 | 2,950 |
Cash and cash equivalents end of period | $ 130,008 | $ 29,070 | $ 190,589 |
Description of Business and Org
Description of Business and Organization of Nextracker Inc | 12 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business And Organization Of Nextracker Inc. | 1. Description of business and organization of Nextracker Inc. Nextracker Inc. and its subsidiaries (“Nextracker”, “we”, the “Company”) is a leading provider of intelligent, integrated solar tracker and software solutions used in utility-scale and distributed generation solar projects around the world. Nextracker’s products enable solar panels in utility-scale power plants to follow the sun’s movement across the sky and optimize plant performance. Nextracker has operations in the United States, Mexico, Spain and other countries in Europe, India, Australia, the Middle East, Africa and Brazil. Prior to the completion of the Transactions, as described The consolidated financial statements for the period prior to the Transactions have been derived from the consolidated financial statements and accounting records of Flex. See Note 2 for basis of presentation details. The Initial Public Offering On February 8, 2023, the Company’s registration statement on Form S-1 30,590,000 shares of its Class A common stock at a public offering price of $ 24.00 per share, giving effect to the exercise in full of the underwriter’s option to purchase additional shares. The Company received net proceeds of $ 693.8 million, after deducting $ 40.4 million in underwriting discounts. Upon closing of the IPO, approximately $ 8.3 million of offering costs were paid by Flex and the Company netted the previously capitalized offering costs ($ 7.9 million as of December 31, 2022) against the net parent investment. See further di scu Note 6. |
Summary of Accounting Policies
Summary of Accounting Policies | 12 Months Ended |
Mar. 31, 2023 | |
Summary of accounting policies | 2. Summary of accounting policies Variable interest entities (“VIE”) and consolidation Subsequent to the IPO, the Company’s sole material asset is its member’s interest in Nextracker LLC. In accordance with the Nextrac ker LLC Operating Agreement, the Company was named the managing member of Nextracker LLC. As a result, the Company has all management powers over the business and affairs of Nextracker LLC and to conduct, direct and exercise full control over the activities of Nextracker LLC. Class A common stock issued in the IPO do not hold majority voting rights but hold 100 % of the economic interest in the Company, which results in Nextracker LLC being considered a VIE. Due to the Company’s power to control the activities most directly affecting the results of Nextracker LLC, the Company is considered the primary beneficiary of the VIE. Accordingly, beginning with the IPO, the Company consolidates the financial results of Nextracker LLC and its subsidiaries. Basis of presentation Throughout the period preceding the Transactions (as described in Note 6), Nextracker did not operate as a separate entity and stand-alone separate historical financial statements for Nextracker were not prepared. The financial statements for the period preceding the Transactions were derived from Flex’s historical accounting records and were presented on a carve-out The accompanying consolidated financial statements, which reflect any changes that have occurred in Nextracker’s financing and operations as a result of the IPO, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC for reporting financial information. Further, the results stated herein may not be indicative of what Nextracker’s financial position, results of operations and cash flows might be now that Nextracker operates as a separate, stand-alone company since the IPO. For the period preceding the IPO and Transactions, the consolidated financial statements include all revenues, expenses, assets and liabilities directly attributable to Nextracker. Where it was possible to specifically attribute such expenses to activities of Nextracker, these amounts were charged or credited directly to Nextracker without allocation or apportionment. The consolidated statements of operations and comprehensive income, for the period preceding the IPO and Transactions, also include allocations of certain costs from Flex incurred on Nextracker’s behalf. Such corporate-level costs were allocated to Nextracker using methods based on proportionate formulas such as revenue and headcount, among others. Such corporate-level costs included costs pertaining to accounting and finance, legal, human resources, information technology, insurance, tax services, and other costs. Such costs may not have represented the amounts that would have been incurred had Nextracker operated autonomously or independently from Flex during the period preceding the IPO. Management considered the expense allocation methodology and results to be reasonable for all periods presented. However, these costs may not be indicative of what Nextracker may incur in the future. During the fourth quarter of fiscal year 2022, Nextracker entered into a Transition Service Agreement (“TSA”) with Flex, whereby Flex agreed to provide or cause to be provided certain services to Nextracker which were previously included as part of the allocations from Flex. As consideration, Nextracker agreed to pay Flex the amount specified for each service as described in the TSA. All intracompany transactions and accounts within Nextracker have been eliminated. All significant transactions between Nextracker and Flex that were not cash settled as of the IPO date have been included in the consolidated balance sheets within accumulated net parent investment, for the period preceding the IPO, and reflected in the consolidated statements of cash flows as a financing activity, during the same period, as these are deemed to be internal financing transactions. In connection with the Parent’s acquisition of Nextracker and BrightBox in 2015 and 2016, respectively, Flex applied pushdown accounting to separate financial statements of acquired entities in accordance with ASC 805. The application of pushdown accounting impacted goodwill and intangible assets (see Note 4). Cash and bank borrowings included in the consolidated balance sheets reflects cash that is controlled by Nextracker. Flex’s debt was not allocated to Nextracker for any of the periods presented because these debts were not specifically identifiable to Nextracker. See Note 9 for description of bank borrowings and long-term debts that are specific to Nextracker. The balance of the redeemable non-controlling non-controlling paid-in-capital. non-controlling Flex historically maintains stock-based compensation plans at a corporate level. Starting in fiscal year 2023 Nextracker is granting equity compensation awards to its employees under the First Amended and Restated 2022 Nextracker LLC Equity Incentive Plan (the “2022 Nextracker Plan”). Nextracker employees participate in those plans and a portion of the cost of those plans is included in Nextracker’s consolidated financial statements. See Note 7 for Reverse unit split of the LLC In January 2023 the Board of Managers and the members of the LLC approved a 1-for-2.1 Foreign currency translation The reporting currency of the Company is the United States dollar (“USD”). The functional currency of the Company and its subsidiaries is primarily the USD. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in interest and other, net in the accompanying consolidated statements of operations and comprehensive income when realized and were not material for the fiscal years ended March 31, 2023, 2022 and 2021. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Estimates are used in accounting for, among other things, impairment of goodwill, impairment of long-lived assets, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets, warranty reserves, contingencies, operation accruals, and fair values of stock options and restricted share unit awards granted under stock-based compensation plans. Due to the long-term economic effects of the COVID-19 COVID-19 Revenue recognition The Company accounts for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts With Customers (“ASC 606”) for all periods presented. In applying ASC 606, the Company recognizes revenue from the sale of solar tracker systems, parts, extended warranties on solar tracker systems components and software licenses along with associated maintenance and support. In determining the appropriate amount of revenue to recognize, the Company applies the following steps: (i) identify the contracts with the customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) Nextracker satisfies a performance obligation. In assessing the recognition of revenue, the Company evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations. Further, the Company assesses whether control of the product or services promised under the contract is transferred to the customer at a point in time or over time. The Company’s contracts for specific solar tracker system projects with customers are predominantly accounted for as one performance obligation work-in-process Contracts with customers that result in multiple performance obligations include contracts for the sale of components, solar tracker system project contracts with an extended warranty, and contracts for the sale of software solutions. For contracts related to sale of components, Nextracker’s obligation to the customer is to deliver components that are used by the customer to create a tracker system and does not include engineering or other professional services or the obligation to provide such services in the future. Each component is a distinct performance obligation, and often the components are delivered in batches at different points in time. Nextracker estimates the standalone selling price (“SSP”) of each performance obligation based on a cost plus margin approach. Revenue allocated to a component is recognized at the point in time that control of the component transfers to the customer. At times, a customer will purchase a service-type warranty with a tracker system project. Nextracker uses a cost plus margin methodology to determine the SSP for both the tracker system project and the extended warranty. The revenue allocated to each performance obligation is recognized over time based on the period over which control transfers. The Company recognizes revenue allocated to the extended warranty on a straight-line basis over the contractual service period, which is generally 10 to 15 years. This period starts once the standard workmanship warranty expires, which is generally 5 to 10 years from the date control of the underlying tracker system components is transferred to the customer. To date, revenues recognized related to extended warranty were not material. Nextracker generates revenues from sales of software licenses of its TrueCapture and NX Navigator offerings, which are often sold separately from the tracker system. Software licenses are generally sold with maintenance services, which include ongoing security updates, upgrades, bug fixes and support. The software license and the maintenance services are separate performance obligations. Nextracker estimates the SSP of the software license using an adjusted market approach and estimates the SSP of the maintenance service using a cost plus margin approach. Revenue allocated to the software license is recognized at a point in time upon transfer of control of the software license, and revenue allocated to the maintenance service is generally recognized over time on a straight-line basis during the maintenance term. Revenues related to sales of software licenses were not material and were approximately %, % and % of total revenue for the fiscal years ended March 31, 2023, 2022 and 2021, respectively. Contract estimates Accounting for contracts for which revenue is recognized over time requires Nextracker to estimate the expected margin that will be earned on the project. These estimates include assumptions on labor productivity and availability, the complexity of the work to be performed, and the cost and availability of materials including variable freight costs. Nextracker reviews and updates its contract-related estimates each reporting period and recognizes changes in estimates on contracts under the cumulative catch-up Contract balances The timing of revenue recognition, billings and cash collections results in contract assets and contract liabilities (deferred revenue) on the consolidated balance sheets. Nextracker’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. When billing occurs subsequent to revenue recognition, a contract asset results. Contract assets of $298.0 million and $292.4 million as of March 31, 2023 and March 31, 2022, respectively, are presented in the consolidated balance sheets, of which $116.3 million and $86.5 million, respectively, will be invoiced at the end of the projects as they represent funds withheld until the products are installed by a third party, arranged by the customer, and the project is declared operational. The remaining unbilled receivables will be invoiced throughout the project based on a set billing schedule such as milestones reached or completed rows delivered. During the fiscal years ended March 31, 2023 and 2022, Nextracker converted $74.9 million and $71.7 million deferred revenue to revenue, respectively, which represented 70% and 78%, respectively, of the beginning period balance of deferred revenue. Remaining performance obligations As of March 31, 2023, Nextracker had $212.3 million of the transaction price allocated to the remaining performance obligations. The Company expects to recognize revenue on approximately 83% of these performance obligations in the next 12 months. The remaining long-term unperformed obligation primarily relates to extended warranty and deposits collected in advance on certain tracker projects. Practical expedients and exemptions Nextracker has elected to adopt certain practical expedients and exemptions as allowed under ASC 606, such as (i) recording sales commissions as incurred because the amortization period is less than one year, (ii) not adjusting for the effects of significant financing components when the contract term is less than one year, (iii) excluding collected sales tax amounts from the calculation of revenue and (iv) accounting for the costs of shipping and handling activities that are incurred after the customer obtains control of the product as fulfillment costs rather than a separate service provided to the customer for which consideration would need to be allocated. Fair value The fair values of Nextracker’s cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities. Concentration of credit risk Financial instruments which potentially subject the Company to concentrations of credit risk are primarily accounts receivable, derivative instruments, and cash and cash equivalents. Customer credit risk Nextracker has an established customer credit policy, through which it manages customer credit exposures through credit evaluations, credit limit setting, monitoring and enforcement of credit limits for new and existing customers. Nextracker performs ongoing credit evaluations of its customers’ financial condition and makes provisions for doubtful accounts based on the outcome of those credit evaluations. Nextracker evaluates the collectability of its accounts receivable based on specific customer circumstances, current economic trends, historical experience with collections and the age of past due receivables. To the extent Nextracker identifies exposures as a result of credit or customer evaluations, Nextracker also reviews other customer related exposures, including but not limited to contract assets, inventory and related contractual obligations. The following table summarizes the activity in Nextracker’s allowance for doubtful accounts during fiscal years 2023, 2022, and 2021: (In thousands) Balance at beginning of year Charges/(recoveries) to costs and expenses Deductions/ Write-Offs Balance at end of year Allowance for doubtful accounts: Year ended March 31, 2021 (1) $ 1,214 $ 2,440 $ (59 ) $ 3,595 Year ended March 31, 2022 $ 3,595 $ (21 ) $ — $ 3,574 Year ended March 31, 2023 $ 3,574 $ (1,054 ) $ (752 ) $ 1,768 (1) Charges incurred during fiscal year 2021 are primarily for costs and expenses related to various distressed customers. One customer accounted for greater than 10% of revenue in fiscal years 2023, 2022, and 2021, with revenue of approximately $331.0 million, $196.2 million, and $230.3 million, respectively, and greater than 10 Accounts receivable, net of allowance Nextracker’s accounts receivable are due primarily from solar contractors across the United States and internationally. Credit is extended in the normal course of business based on evaluation of a customer’s financial condition and, generally, collateral is not required. Trade receivables consist of uncollateralized customer obligations due under normal trade terms requiring payment within 30 to 90 days of the invoice date. Management regularly reviews outstanding accounts receivable and provides for estimated losses through an allowance for doubtful accounts. In evaluating the level of the allowance for doubtful accounts, Nextracker makes judgments regarding the customers’ ability to make required payments, economic events and other factors. As the financial conditions of Nextracker’s customers change, circumstances develop or additional information becomes available, adjustments to the allowance for doubtful accounts may be required. When deemed uncollectible, the receivable is charged against the allowance. Product warranty Nextracker offers an assurance type warranty for its products against defects in design, materials and workmanship for a period ranging from five to ten years, depending on the component. For these assurance type warranties, a provision for estimated future costs related to warranty expense is recorded when they are probable and reasonably estimable, which is typically when products are delivered. The estimated warranty liability is based on our warranty model which relies on historical warranty claim information and assumptions based on the nature, frequency and average cost of claims for each product line by project. When little or no experience exists, the estimate is based on comparable product lines and/or estimated potential failure rates. These estimates are based on data from Nextracker specific projects. Estimates related to the outstanding warranty liability are re-evaluated The following table summarizes the activity related to the estimated accrued warranty reserve for the fiscal years ended March 31, 2023 and 2022: As of March 31, (In thousands) 2023 2022 Beginning balance $ 10,485 $ 17,085 Provision (release) for warranties issued (1) 13,099 (5,159 ) Payments (993 ) (1,441 ) Ending balance $ 22,591 $ 10,485 (1) During fiscal year ended March 31, 2023, the Company identified a specific design issue with a non-core Inventories Inventories are stated at the lower of cost (on a first-in, first-out projects. Property and equipment, net Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are recognized on a straight-line basis over the estimated useful lives of the related assets, with the exception of building leasehold improvements, which are depreciated over the term of the lease, if shorter. Repairs and maintenance costs are expensed as incurred. Property and equipment is comprised of the following: Depreciable life (In years) As of March 31, (In thousands) 2023 2022 Machinery and equipment 3-8 $ 9,062 $ 8,535 Leasehold improvements Up to 5 4,302 4,148 Furniture, fixtures, computer equipment and software 3-7 10,080 6,111 Construction-in-progress — 1,111 2,511 24,555 21,305 Accumulated depreciation (17,300 ) (13,882 ) Property and equipment, net $ 7,255 $ 7,423 Total depreciation expense associated with property and equipment was approximately $3.4 million, $2.7 million, and $1.8 million in fiscal years 2023, 2022, and 2021, respectively. Nextracker reviews property and equipment for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of property and equipment is determined by comparing the carrying amount to the lowest level of identifiable projected undiscounted cash flows the property and equipment are expected to generate. An impairment loss is recognized when the carrying amount of property and equipment exceeds the fair value. Management determined there was no impairment for the fiscal years ended March 31, 2023, 2022 and 2021. Deferred income taxes For purposes of these consolidated financial statements, prior to the IPO, Nextracker taxes are calculated on a stand-alone basis as if Nextracker completed separate tax returns apart from its Parent (“Separate-return Method”). Following the IPO, Nextracker Inc. will file a separate tax return. The income taxes as presented herein for the pre-IPO pre-IPO Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Valuation allowances are established when management determines that it is most likely than not that some portion, or all, of the deferred tax asset will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. Prior to the IPO, for domestic entities, the settlement of tax obligations is assumed in the period incurred and included in net parent investment, whereas the settlement of certain historical foreign tax obligations is reflected in tax payables or receivables given that certain foreign entities have filed separately. Other foreign entities have not historically filed separately and therefore the settlement of their tax obligations is included in net parent investment. Any incremental foreign tax expense calculated on a stand-alone basis is recorded in net parent investment. Subsequent to the IPO, Nextracker Inc. is filing as a separate entity and income tax will be reported to payables and receivables for both domestic and foreign jurisdictions. Income taxes We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed. Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. For further details on our income taxes, refer to Note 13 to the consolidated financial statements included elsewhere in this Annual Report. Tax receivable agreement The Company has recorded a liability of 2023, which is included in other liability on the consolidated balance sheets, representing % of the estimated future tax benefits subject to the Tax Receivable Agreement (“TRA”). In U.S. federal, state and local income tax or franchise tax that we realize or are deemed to realize (determined by using certain assumptions) as a result of favorable tax attributes, will be available to us as a result of certain transactions contemplated in connection with our IPO, exchanges of Class A common stock or cash and payments made under the TRA. The actual amount and timing of any payments under these agreements, will vary depending upon a number of factors, including, among others, the timing of redemptions or exchanges by members of Nextracker LLC, the price of our Class A common stock at the time of the redemptions or exchanges, the extent to which such redemptions or exchanges are taxable, the amount and timing of the taxable income we generate in the future and the tax rate then applicable, and the portion of our payments under the tax receivable agreements constituting imputed interest. Estimating future taxable income is inherently uncertain and requires judgment. In projecting future taxable income, we consider our historical results as well as assumptions related to future forecasts for our various businesses by location. The impact of any changes in the total projected obligations recorded under the tax receivable agreements as a result of actual changes in the geographic mix of our earnings, changes in tax legislation and tax rates or other factors that may impact our actual tax savings realized will be reflected in income before taxes in the period in which the change occurs. Goodwill and other intangibles assets In accordance with accounting standards related to business combinations, goodwill is not amortized; however, certain finite-lived identifiable intangible assets, primarily customer relationships and acquired technology, are amortized over their estimated useful lives. Nextracker reviews identified intangible assets and goodwill for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Nextracker also tests goodwill at least annually for impairment. Refer to Note 5 for additional information about goodwill and other intangible assets. Other current assets Other current assets include short-term deposits and advances of $29.3 million and $9.3 million as of March 31, 2023 and 2022, respectively, primarily related to advance payments to certain vendors for procurement of inventory. Additionally, other current assets include $22.3 million as of March 31, 2022, for an estimated insurance recovery related to a certain litigation settlement as further described in Note 12. Deferred tax assets and other assets Includes the deferred tax assets of $257.1 million as of March 31, 2023, primarily related to the Comapny’s investment in Nextracker LLC as further described in Note 13. Accrued expenses Accrued expenses include accruals primarily for freight and tariffs of $44.6 million and $20.7 million as of March 31, 2023 and 2022, respectively. In addition, it includes $15.2 million and $5.5 million accrued payroll as of March 31, 2023 and 2022, respectively. TRA liability and other liabilities TRA liability and other liabilities primarily include the liability of $230.3 million as of March 31, 2023, related to the expected amount to be paid to Yuma, Yuma sub, TPG and the TPG affiliates as further described in Note 13. Additionally, the balance includes the Redeemable preferred units On February 1, 2022, the LLC issued redeemable preferred units designated as “Series A Preferred Units,” representing a 16.67% interest in the LLC, to Flex in exchange for the cancellation of a portion of the LLC’s previously issued and outstanding common units. Flex sold all of LLC’s Series A Preferred Units to TPG Rise Flash, L.P. (“TPG Rise”), an affiliate of the private equity firm TPG (“TPG”) on the same day. The holder of the Series A Preferred Units was entitled to cumulative paid-in-kind h ad Redeemable non-controlling Post IPO, the balance of the redeemable non-controlling non-controlling against retained earnings or, in the absence of retained earnings, additional paid-in-capital. non-controlling The following table present a reconciliation of the change in redeemable non-controlling Fiscal year ended March 31, 2023 (in thousands) Balance at beginning of period $ — Establishment of non-controlling interests 265,564 Net income attributable to redeemable non-controlling 2,446 Redemption value adjustment 3,292,618 Balance at end of period $ 3,560,628 Stock-based compensation Stock-based compensation is accounted for in accordance with ASC Topic 718-10, Leases Nextracker is a lessee with several non-cancellable right-of-use non-lease in-substance The estimated incremental borrowing rate is the rate of interest the Company would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of Nextracker’s leases includes the non-cancellable As operating lease long-term lease Recently issued accounting pronouncement In December 2022, the FASB issued ASU 2022-06 |
Leases
Leases | 12 Months Ended |
Mar. 31, 2023 | |
Lessee Disclosure [Abstract] | |
Leases | 3. Leases Nextracker has The components of lease cost recognized under ASC 842 were as follow (in thousands): Fiscal year ended March 31, 2023 2022 2021 Operating lease cost $ 1,922 $ 1,769 $ 1,624 Amounts reported in the consolidated balance sheet as of March 31, 2023 and 2022 were as follows (in thousands, except weighted average lease term and discount rate): As of March 31, 2023 2022 Operating Leases: Operating lease of $ 3,337 $ 4,359 Operating lease liabilities $ 3,394 $ 4,508 Weighted-average remaining lease term (In years) 2.6 2.8 Weighted-average discount rate 4.7 % 3.1 % Other information related to leases was as follow (in thousands): Fiscal year ended March 31, 2023 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,928 $ 1,818 $ 1,610 Future lease payments under non-cancellable Operating Leases Fiscal year ended March 31, (in thousands) 2024 $ 1,997 2025 626 2026 493 2027 423 2028 106 Total undiscounted lease payments 3,645 Less: imputed interest 251 Total lease liabilities $ 3,394 |
Revenue
Revenue | 12 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 4. Revenue Based Fiscal year ended March 31, (In thousands) 2023 2022 2021 Timing of Transfer Point in time $ 50,516 $ 127,924 $ 66,397 Over time 1,851,621 1,329,668 1,129,220 Total revenue $ 1,902,137 $ 1,457,592 $ 1,195,617 |
Goodwill and intangible assets
Goodwill and intangible assets | 12 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible assets | 5. Goodwill and intangible assets Goodwill Goodwill relates to the 2015 acquisition of Nextracker and the 2016 acquisition of BrightBox by Flex on behalf of Nextracker. As of March 31, 2023 and March 31, 2022, goodwill totaled $265.2 million, respectively and is not deductible for tax purposes. Other intangible assets Nextracker amortizes identifiable intangible assets consisting of developed technology, customer relationships, and trade names because these assets have finite lives. Nextracker’s intangible assets are amortized on a straight- line basis over the estimated useful lives. The basis of amortization approximates the pattern in which the assets are utilized over their estimated useful lives. No residual value is estimated for any intangible assets. The fair value of Nextracker’s intangible assets is determined based on management’s estimates of cash flows and recoverability. Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable. An impairment loss is recognized when the carrying amount of an intangible asset exceeds its fair value. Nextracker reviewed the carrying value of its intangible assets as of March 31, 2023 and 2022, and concluded that such amounts continued to be recoverable. The components of identifiable intangible assets are as follows: As of March 31, 2023 As of March 31, 2022 (In thousands) Weighted- Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Intangible assets: Trade name and other intangibles 5 $ 2,500 $ (1,179 ) $ 1,321 $ 15,900 $ (13,372 ) $ 2,528 Total $ 2,500 $ (1,179 ) $ 1,321 $ 15,900 $ (13,372 ) $ 2,528 The gross carrying amount of intangible assets are removed when fully amortized. Total intangible asset amortization expense recognized in operations during the fiscal years ended March 31, 2023, 2022 and 2021 are as follows: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Cost of sales $ 250 $ 4,043 $ 8,082 Selling general and administrative expense 957 4,422 6,931 Total amortization expense $ 1,207 $ 8,465 $ 15,013 Estimated future annual amortization expense for the above amortizable intangible assets are as follows: Amount (in thousands) Fiscal year ending March 31, 2024 $ 250 2025 250 2026 250 2027 250 2028 250 Thereafter 71 Total amortization expense $ 1,321 |
Shareholders' deficit and redee
Shareholders' deficit and redeemable preferred units | 12 Months Ended |
Mar. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' deficit and redeemable preferred units | 6. Shareholders’ deficit and redeemable preferred units The Transactions Nextracker Inc. and the Company completed the following reorganization and other transactions in connection with the IPO (collectively, referred to as the “Transactions”): • Immediately prior to the completion of the IPO, Nextracker Inc. issued 128,794,522 shares of its Class B common stock to Yuma, Yuma Subsidiary, Inc., a Delaware corporation and wholly-owned subsidiary of Yuma (“Yuma Sub”), and TPG Rise in exchange for cash consideration, which number of shares was equal to the number of common units of the LLC held directly or indirectly by Yuma, Yuma Sub and TPG Rise (not inclusive of those held by affiliated blocker corporations – see below) immediately following the Transactions and before giving effect to the IPO. • Immediately prior to the completion of the IPO and as permitted under and in accordance with the limited liability company agreement of the LLC in effect prior to the IPO (the “Prior LLC Agreement”), TPG Rise exercised its right to have certain blocker corporations affiliated with TPG Rise each merge with a separate direct, wholly-owned subsidiary of Nextracker Inc., with the blocker corporations surviving each such merger, in a transaction intended to qualify as a tax-free . • Immediately prior to the closing of the IPO, the LLC made a distribution in an aggregate amount of $175.0 million (the “Distribution”). With respect to such Distribution, $21.7 million was distributed to TPG Rise and $153.3 million to Yuma and Yuma Sub in accordance with their pro rata LLC units. The Distribution was financed, in part, with net proceeds from the $150.0 million term loan under the 2023 Credit Agreement, as further discussed in Note 9. • Nextracker Inc. used all the net proceeds from the IPO ($693.8 million) as consideration for Yuma’s transfer to Nextracker Inc. of 30,590,000 LLC common units at a price per unit equal to $22.68. • In connection with Yuma’s transfer to Nextracker Inc. of 30,590,000 LLC common units, a corresponding number of shares of Nextracker Inc.’s Class B common stock held by Yuma were canceled. • In connection with the IPO, Nextracker Inc.’s repurchased all 100 shares of common stock previously issued to Yuma for an immaterial amount. On On February 13, 2023, the members of the LLC entered into the Third Amended and Restated Limited Liability Company Agreement of the LLC to, among other things, effect the Transactions described above and to appoint Nextracker Inc. as the managing member of the LLC. Nextracker Inc. beneficially owns 45,886,065 LLC common Units after the completion of the IPO and the Transactions and as of March 31, 2023. Exchange Agreement Nextracker Inc., the LLC, Yuma, Yuma Sub and TPG entered into an exchange agreement (the “Exchange Agreement”) under which Yuma, Yuma Sub and TPG (or certain permitted transferees thereof) have the right, subject to the terms of the Exchange Agreement, to require the LLC to exchange LLC common units (together with a corresponding number of shares of Class B common stock) for newly-issued shares of Class A common stock of Nextracker Inc. on a basis, or, in the alternative, Nextracker Inc. may elect to exchange such LLC common units (together with a corresponding number of shares of Nextracker Inc. Class B common stock) for cash equal to the product of (i) the number of LLC common units (together with a corresponding number of shares of Class B common stock) being exchanged, (ii) the then-applicable exchange rate under the Exchange Agreement (which will initially be one and is subject to adjustment) and (iii) the Class A common stock value (based on the market price of our Class A common stock), subject to customary conversion rate adjustments for stock splits, stock dividends, reclassifications and other similar transactions; provided further, that in the event of an exchange request by an exchanging holder, Nextracker Inc. may at its option effect a direct exchange of shares of Class A common stock for LLC common units and shares of Class B common stock in lieu of such exchange or make a cash payment to such exchanging holder, in each case pursuant to the same economic terms applicable to an exchange between the exchanging holder and the LLC. As the LLC interests are redeemable upon the occurrence of an event not solely within the control of the Company, such interests are presented in temporary equity on the consolidated balance sheets. Redeemable preferred units On February 1, 2022, the LLC issued redeemable preferred units designated as “Series A Preferred Units,” representing a 16.67% interest in the LLC, to Flex in exchange for the cancellation of a portion of the LLC’s previously issued and outstanding common units. Flex sold all of LLC’s Series A Preferred Units to TPG Rise on the same day. The holder of the Series A Preferred Units was entitled to cumulative paid-in-kind sheets. The Series A Preferred Units had a dividend rate of 5% per annum, payable semi-annually, up to 100% of which (less an amount necessary to the holder of the Series A Preferred Units’ tax obligations) may be payable in kind during the first two years following the issuance date, and 50% of which may be payable in kind thereafter. For the fiscal year ended March 31, 2023 and 2022, Nextracker recorded a $21.4 million and a $4.0 million dividend to be paid in kind, respectively. The Series A Preferred Units had rights to vote together with the common units of the LLC as a single class in all matters that were subject to a vote by common unitholders. At In connection with any voluntary or involuntary liquidation, dissolution, or winding up of Nextracker, each outstanding Series A Preferred Unit was entitled to receive cash equal to the liquidation preference prior to distributions made to any other units. In April 2022, the Board approved the amendment and restatement of the Amended and Restated Limited Liability Company Agreement (“A&R LLC Agreement”) dated as of February 1, 2022. Such amendment provided for, among other things, an increase in the total number of Series A Preferred Units issued with a proportionate reduction in the Series A issue price, such that the ownership percentage of TPG remained unchanged at 16.67%. As a result of the amendment, the number of series A redeemable preferred units issued and outstanding was increased to 23,809,524. In connection with the IPO, the Series A Preferred Units held by TPG Rise were automatically converted into 25,026,093 of LLC common Units which are exchangeable, together with a corresponding number of shares of Nextracker Inc.’s Class B common stock, for shares of Nextracker Inc.’s Class A common stock (or cash). Notwithstanding the foregoing, as permitted under and in accordance with the limited liability company agreement of the LLC in effect prior to the IPO (the “Prior LLC Agreement”), on February 8, 2023, TPG Rise exercised its right to have certain blocker corporations affiliated with TPG Rise each merge with a separate direct, wholly-owned subsidiary of Nextracker Inc., with the blocker corporations surviving each such merger, in a transaction intended to qualify as a tax-free shares of Nextracker Inc.’s of Class A common stock. |
Stock-based compensation
Stock-based compensation | 12 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement, Additional Disclosure [Abstract] | |
Stock-based compensation | 7. Stock-based compensation The Company adopted the First Amended and Restated 2022 Nextracker LLC Equity Incentive Plan in April 2022 (the “LLC Plan”), which provides for the issuance of options, unit appreciation rights, performance units, performance incentive units, restricted incentive units and other unit-based awards to employees, directors, and consultants of the Company. Additionally, in connection with the IPO in February 2023, the Company approved the Second Amended and Restated 2022 Nextracker Inc. Equity Incentive Plan (the “NI Plan,” and collectively with the LLC Plan, the “2022 Plan”) to reflect, among other things, that the underlying equity interests with respect to awards issued under the LLC Plan shall, in lieu of common units of Nextracker LLC, relate to Class A common stock of Nextracker for periods from and after the closing of the IPO. The 2022 Plan is administered by the Board or such other committee appointed by the Board. Awards granted under the 2022 Plan expire no more than During fiscal year 2023, the Company granted the following three types of equity-based compensation awards to its employees under the 2022 Plan: • Restricted incentive unit awards • Options awards, whereby vesting is generally contingent upon (i) time-based vesting with continued service through March 31, 2026, (ii) the occurrence of an IPO or a sale of the Company, and (iii) upon the growth of the equity valuation of the Company in the period from April 1, 2022 through March 31, 2026 (the “Options Performance Period”), which could result in a range of 0-100% of such Options awards ultimately vesting; and • Performance based vesting awards (“PSU s through April 6, 2025 , (ii) the occurrence of an IPO or a sale of the Company, and (iii) the achievement of certain metrics specific to Nextracker measured for eac h of the three fiscal year s fiscal year 20 23 to fiscal year 2025 % of such PSUs ultimately vesting. The performance-based metrics for the second and PSUs) were not yet determined as of March 31, 2023, and therefore only the first tranche of PSUs ( PSUs ) has met the criteria for a grant date under ASC 718 as of March 31, 2023. On the date any performance-based vesting requirement is satisfied, the award holder will become vested in the number of awards that have satisfied the time-based vesting requirement, if any. In addition to the 2022 Plan, certain executives, officers and employees of the Company also participate in the Flex 2017 equity incentive plan (the “Flex 2017 Plan”), and as such, stock-based compensation expense for the period presented also include expense recognized under the Flex 2017 Plan. Stock-based compensation expense The following table summarizes the Company’s stock-based compensation expense under the 2022 Plan and the Flex 2017 Plan: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Cost of sales $ 12,794 $ 1,526 $ 1,953 Selling, general and administrative expenses 19,200 1,522 2,353 Total stock-based compensation expense $ 31,994 $ 3,048 $ 4,306 Stock-based compensation expense includes an allocation of Flex’s corporate and shared functional employee expense of immaterial amounts for the fiscal years 2023, 2022 and 2021. These charges were recorded within selling, general and administrative expenses. Cumulative expense upon IPO and modification of awards In connection with the IPO and the approval of the NI Plan, all awards previously issued under the LLC Plan were determined to be modified. The modification of the awards granted under the LLC Plan, pre-IPO, probable-to-probable 718-20-55), March 31, 2023. Considering As of March 31, 2023, the total unrecognized compensation expense for unvested awards under the 2022 Plan and the related remaining weighted average period for expensing is summarized as follow: Unrecognized (in thousands) Weighted- (in years) Options $ 9,861 3.04 RSU 23,455 2.14 PSU (1) 12,983 2.11 Total unrecognized compensation expense $ 46,299 (1) includes an estimated $11.8 million of expense related to 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023. Determining fair value — RSU awards Valuation and Amortization Method - Certified Public Accountants Practice Aid, “Valuation of Privately-Held-Company Equity Securities Issued as Compensation.” Application of these approaches involves the use of estimates, judgment and assumptions that are highly complex and subjective, such as those regarding our expected future revenue and EBITDA, discount rates, market multiples, the selection of comparable companies and the probability of possible future events. Changes in any or all of these estimates and assumptions or the relationships between those assumptions impact our valuations as of each valuation date and may have a material impact on the valuation of our common stock. Determining fair value — Options and PSU awards Valuation and Amortization Method - Expected volatility - Risk-Free Rate assumptions The fair value of the Company’s awards granted under the 2022 Plan was estimated based on the following assumptions: Fiscal year ended Expected volatility 65% - 70% Expected dividends —% Risk-free interest rate 2.5% - 2.7% Awards activity The following table summarizes the RSU awards activity for the fiscal year ended March 31, 2023: Number of Weighted Unvested RSU awards outstanding, beginning of fiscal year — $ — Granted 2,172,234 20.12 Vested — — Forfeited (1) (169,815 ) 16.78 Unvested RSU awards outstanding, end of fiscal year 2,002,419 $20.40 (1) awards forfeited due to employee terminations. The weighted average grant date fair value of RSU awards granted during the fiscal year ended March , was estimated to be $ per award and the weighted average modification date fair value was $ per award as of February , . The following table summarizes the PSU awards activity for the fiscal year ended March 31, 2023: Fiscal year ended Number Weighted Unvested PSU awards outstanding, beginning of fiscal year — $ — Granted (2) 219,713 23.01 Vested — — Forfeited (1) — — Unvested PSU awards outstanding, end of fiscal year 219,713 $ 23.01 (1) awards forfeited due to employee terminations. (2) excludes 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023. The weighted average grant date fair value of the PSU awards granted during the fiscal year ended March 31, 2023 was estimated to be $19.35 per award calculated using a Monte Carlo simulation and weighted average modification date fair value was $23.01 per award as of February 9, 2023. Additional information for the PSUs awarded during the fiscal year ended March 31, 2023 is further detailed in the table below and the PSU Performance Period end date for these awards is March 31, 2025. Range of shares that Targeted number Weighted Minimum Maximum Year of grant Awards with grant date and measurement date 219,713 $ 23.01 — 439,426 Awards without a grant date and measurement date 512,663 $ 23.01 (2) — 1,025,326 (1) Payouts can range from 0% to 200% of the applicable Tranche targets based on the achievement levels of the Company’s Total Shareholder Return (“TSR”), as determined in the Restricted Incentive Unit Award Agreement under the 2022 Plan for performance-based vesting awards. (2) Represents the weighted average fair value per share of awards that had a grant date and measurement date as of March 31, 2023 as these PSUs do not have a grant date or measurement date as of March 31, 2023. No RSU awards and PSUs awards vested during the fiscal year ended March 31, 2023 . The following table summarizes the Options awards activity for the fiscal year ended March 31, 2023: Number of Weighted Options awards outstanding, beginning of fiscal year — — Granted 2,806,905 $ 21.0 Exercised — — Forfeited (1) (114,286 ) 21.0 Options awards outstanding, end of fiscal year 2,692,619 $ 21.0 Options awards exercisable as of March 31, 2023 — — Options awards vested and expected to vest as of March 31, 2023 2,692,619 $ 21.0 (1) awards forfeited due to employee terminations. The weighted average grant date fair value of Options awards granted during the fiscal year ended March 31, 2023 was estimated to be $5.17 per award calculated using a Monte Carlo simulation and the weighted average modification date fair value was $6.30 per award as of February 9, 2023. The weighted average remaining contractual life of Options awards outstanding and Options awards vested and expected to vest as of March 31, 2023 is 3.96 years Vesting information for these shares is further detailed in the table below. Range of shares that Targeted number Weighted Minimum Maximum Options Year of grant Fiscal 2023 2,692,619 $ 6.30 — 2,692,619 March 31, 2026 The Flex 2017 equity incentive plan (the “Flex 2017 Plan”) All options under the Flex 2017 Plan have been fully expensed and none were outstanding and exercisable as of March 31, 2023. The executives, officers and employees of Flex, including Nextracker, were granted RSU awards under the Flex 2017 Plan. RSU awards are rights to acquire a specified number of ordinary Flex shares for no cash consideration in exchange for continued service with Flex. RSU awards generally vest in installments over a two As of March 31, 2023, the total unrecognized compensation cost related to unvested RSU awards held by Nextracker employees was approximately $2.0 million under the Flex 2017 Plan. These costs will be amortized generally on a straight-line basis over a weighted-average period of approximately one year . There An immaterial amount of unvested RSU awards are outstanding under the Flex 2017 Plan as of March 31, 2023, some of which represent the target amount of grants made to certain key employees whereby vesting is contingent on meeting certain market conditions. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | 8. Earnings per share Basic earnings per share excludes dilution and is computed by dividing net income available to common stockholders of the Company, since February 9, 2023, by the weighted-average number of shares of Class A common s Diluted earnings per share reflects the potential dilution from stock-based compensation awards. The potential dilution from awards was computed using the treasury stock method based on the average fair market value of the Company’s common stock for the period. Additionally, the potential dilution impact of Class B common stock convertible into Class A was also considered in the calculation. The computation of earnings per share and weighted average shares outstanding of the Company’s common stock for the period is presented below: February 9, 2023 - March 31, 2023 (in thousands except share and per share amounts) Income Weighted Per BASIC EPS Net income available to Nextracker Inc. common stockholders $ 1,143 45,886,065 $ 0.02 Effect of Dilutive impact Common stock equivalents from Options awards 377,316 Common stock equivalents from RSUs 1,291,346 Common stock equivalents from PSUs 92,388 Income attributable to non-controlling $ 2,446 98,204,522 DILUTED EPS Net income available to Nextracker Inc. common stockholders $ 3,589 145,851,637 $ 0.02 |
Bank borrowings and long-term d
Bank borrowings and long-term debt | 12 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Bank borrowings and long-term debt | 9. Bank borrowings and long-term debt On February 13, 2023, the Company and the LLC, as the borrower, entered into a senior credit facility with a syndicate of banks (the “2023 Credit Agreement”) comprised of (i) a term loan in the aggregate principal amount of $150.0 million (the “Term Loan”), and (ii) a revolving credit facility in an aggregate principal amount of $500.0 million (the “RCF”). The LLC borrowed the Term Loan, and used the proceeds to finance, in part, the Distribution of $175.0 million to Flex (through Yuma and Yuma Subsidiary, Inc.,) and TPG Rise, as further described in Note 6. As The RCF is available in U.S. dollars, euros and such currencies as mutually agreed on a revolving basis during the five-year period through February 11, 2028 and is available to fund working capital and other general corporate purposes. A portion of the RCF not to exceed $300.0 million is available for the issuance of letters of credit. A portion of the RCF not to exceed $50.0 million is available for swing line loans. Subject to the satisfaction of certain conditions, the LLC will be permitted to incur incremental term loan facilities or increase the RCF commitment in an aggregate principal amount equal to $100.0 million plus an additional amount such that the secured net leverage ratio or total net leverage ratio, as applicable, is equal to or less than a specified threshold after giving pro forma effect to such incurrence. The obligations of the LLC under the 2023 Credit Agreement and related loan documents are jointly and severally guaranteed by the Company, certain other holding companies (collectively, the “Guarantors”) and, subject to certain exclusions, certain of the LLC’s existing and future direct and indirect wholly-owned domestic subsidiaries. As of the closing of the 2023 Credit Agreement, all obligations of the LLC and the guarantors are secured by certain equity pledges by the LLC and the Guarantors. However, if the LLC’s total net leverage ratio exceeds a specified threshold, the collateral will include substantially all of the assets of the LLC and the Guarantors and, if the LLC meets certain investment grade conditions, such lien will be released. The Term Loan requires quarterly principal payments beginning on June 30, 2024 in an amount equal to 0.625% of the original aggregate principal amount of the Term Loan. From June 30, 2025, the quarterly principal payment will increase to 1.25% of the original aggregate principal amount of the Term Loan. The remaining balance of the Term Loan and the outstanding balance of any RCF loans will be repayable on February 11, 2028. Borrowings under the 2023 Credit Agreement are prepayable and commitments subject to being reduced in each case at the LLC’s option without premium or penalty. The 2023 Credit Agreement contains certain mandatory prepayment provisions in the event that the LLC or its restricted subsidiaries incur certain types of indebtedness or, subject to certain reinvestment rights, receive net cash proceeds from certain asset sales or other dispositions of property. Borrowings in U.S. dollars under the 2023 Credit Agreement bear interest at a rate based on either (a) a term secured overnight financing rate (“SOFR”)-based formula (including a credit spread adjustment of 10 basis points) plus a margin of 162.5 basis points to 200 basis points, depending on the LLC’s total net leverage ratio, or (b) a base rate formula plus a margin of 62.5 basis point to 100 basis points, depending on the LLC’s total net leverage ratio. Borrowings under the RCF in euros will bear interest based on the adjusted EURIBOR rate plus a margin of 162.5 basis points to 200 basis points, depending on the LLC’s total net leverage ratio. The LLC will also be required to pay a quarterly commitment fee on the undrawn portion of the RCF commitments of 20 basis points to 35 basis points, depending on the LLC’s total net leverage ratio. The interest rate for the Term Loan is 6.82% (SOFR rate of 4.97% plus a margin of 1.85%) as of March 31, 2023. The 2023 Credit Agreement contains certain affirmative and negative covenants that, among other things and subject to certain exceptions, limit the ability of the LLC and its restricted subsidiaries to incur additional indebtedness or liens, to dispose of assets, change their fiscal year or lines of business, pay dividends and other restricted payments, make investments and other acquisitions, make optional payments of subordinated and junior lien debt, enter into transactions with affiliates and enter into restrictive agreements. In addition, the 2023 Credit Agreement requires the LLC to maintain a maximum consolidated total net leverage ratio. The term loan which is categorized as Level 2 on the fair value hierarchy, bears interest at the applicable SOFR rate as of disbursement date, plus a spread based on certain financial metrics for the last twelve-month period and therefore the carrying amount approximate the fair value as of March 31, 2023. The effective interest rate for the Company’s long-term debt was Scheduled repayments of the Company’s bank borrowings and long-term debt are as follows: Fiscal year ended March 31, Amount (In thousands) 2024 $ — 2025 3,750 2026 7,500 2027 7,500 2028 131,250 Total $ 150,000 |
Supplemental Cash Flow Disclosu
Supplemental Cash Flow Disclosures | 12 Months Ended |
Mar. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental cash flow disclosures | 10. Supplemental cash flow disclosures The following table represents supplemental cash flow disclosures of non-cash Fiscal year ended March 31, (In thousands) 2023 2022 2021 Non-cash Unpaid purchases of property and equipment $ 206 $ 138 $ 820 Non-cash Capitalized offering costs $ (5,331 ) $ 5,331 $ 1,696 Legal settlement paid by Parent (1) $ 20,428 $ — $ — Paid-in-kind $ 21,427 $ — $ — Settlement of assets and liabilities with Parent $ 52,529 $ — $ — (1) amount presented in fiscal year 2023 is net of insurance recovery of $22.3 million as further described in Note 12. |
Relationship With Parent And Re
Relationship With Parent And Related Parties | 12 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Relationship With Parent And Related Parties | 11. Relationship with parent and related parties Prior to the IPO, Nextracker was managed and operated in the normal course of business by Flex. Accordingly, certain shared costs were allocated to Nextracker and reflected as expenses in these consolidated financial statements. Nextracker’s management and the management of Flex considered the expenses included and the allocation methodologies used to be reasonable and appropriate reflections of the historical Flex expenses attributable to Nextracker for purposes of the stand-alone financial statements up until the IPO. However, the expenses reflected in these consolidated financial statements may not be indicative of the expenses that would have been incurred by Nextracker during the periods presented if Nextracker historically operated as a separate, stand-alone entity during such period, which expenses would have depended on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. In addition, the expenses reflected in the consolidated financial statements may not be indicative of expenses that Nextracker will incur in the future. Allocation of corporate expenses The consolidated financial statements for the period prior to the IPO, include expense allocations for certain functions provided by Flex, including, but not limited to, general corporate expenses related to finance, legal, information technology, human resources, and stock-based compensation. These expenses were allocated to Nextracker based on direct usage when identifiable, with the remainder allocated on the basis of revenue, headcount or other measure. During the fiscal years ended March 31, 2023, 2022 and 2021, Nextracker was allocated, $5.2 million, $13.0 million and $13.3 million, respectively, of general corporate expenses incurred by Flex. Of these expenses $3.4 million, $9.9 million and $10.0 million, respectively, are included within selling, general and administrative expenses and $1.8 million, $3.1 million and $3.3 million, respectively, are included in cost of sales in the consolidated statements of operations and comprehensive income. Risk management Flex carries insurance for property, casualty, product liability matters, auto liability, and workers’ compensation and maintain excess policies to provide additional limits. Prior to the IPO, Nextracker paid a premium to Flex in exchange for the coverage provided. In fiscal years 2023 and 2022, the policies with significant premiums included the Marine Cargo/Goods in Transit and the multiple Errors and Omissions policies all through various insurance providers. Expenses related to coverage provided through Flex were not significant and are reflected in the consolidated statements of operations and comprehensive income for all periods presented. Cash management and financing Prior to the IPO, Nextracker participated in Flex’s centralized cash management programs. Disbursements were independently managed by Nextracker. All significant transactions between Nextracker and Flex that have not been historically cash settled have been reflected in the consolidated statement of cash flows, for the period prior to the IPO, as net transfers to parent as these are deemed to be internal financing transactions. All intra-company accounts, profits and transactions have been eliminated. The following is a summary of material transactions reflected in the accumulated net parent investment during the fiscal years ended March 31, 2023, 2022 and 2021 Fiscal year ended March 31, (In thousands) 2023 (3) 2022 2021 Corporate allocations (excluding stock-based compensation expense) $ 1,483 $ 9,999 $ 8,998 Transfer of operations to Nextracker (1) (39,025 ) (2,934 ) 5,299 Net cash pooling activities (2) (35,240 ) (35,490 ) 377,360 Income taxes 41,238 19,550 36,068 Net transfers (to) from Parent $ (31,544 ) $ (8,875 ) $ 427,725 (1) Primarily represents certain international operations where related income and/or losses are included in Nextracker’s consolidated statements of operations. Cash was also collected by the international operations on behalf of Nextracker, for which Nextracker and Flex do not intend to settle in the future. For the fiscal year 2023, the balance includes the legal settlement paid by Flex as further disclosed in Note 12. (2) Primarily represents financing activities for cash pooling and capital transfers. (3) Represents transactions reflected in accumulated net parent investment through The cash balance reflected in the consolidated balance sheets consist of the cash managed and controlled by Nextracker. Prior to the IPO when Nextracker was a controlled entity of Flex, Nextracker’s U.S. operations continued to participate in the Flex cash pooling management programs intra-quarter; all outstanding positions were settled or scheduled for settlement as of each quarter end. Cash pooling activities during the period prior to the IPO were reflected under net transfers from Parent in the consolidated statements of redeemable interest and stockholders’ deficit / parent company equity (deficit) and the consolidated statements of cash flows. Subsequent to the IPO, Nextracker has the optionality to participate in the Flex cash pooling management programs. Due to related parties relates to balances resulting from transactions between Nextracker and Flex subsidiaries that have historically been cash settled. Nextracker purchased certain components and services from other Flex affiliates of $67.1 million, $47.7 million and $60.3 million for the fiscal years ended March 31, 2023, 2022 and 2021, respectively. During the period prior to the IPO, Flex also administered on behalf of Nextracker payments to certain freight providers as well as payrolls to certain employees based in the U.S. Nextracker’s average due to related parties balance was $37.5 million, $36.5 million and $24.4 million for the fiscal years ended March 31, 2023, 2022 and 2021 The Distribution Immediately prior to the closing of the IPO, the LLC made the Distribution of $175.0 million. With respect to such Distribution, $21.7 million was distributed to TPG Rise and $153.3 million to Yuma and Yuma Sub in accordance with their pro rata LLC units. The Distribution was financed, in part, with net proceeds from the $150.0 million term loan under the 2023 Credit Agreement, as further discussed in Note 9. Umbrella agreement In February 2023, Nextracker Brasil Ltda., an indirect, wholly-owned subsidiary of Nextracker Inc., and Flextronics International Technologia Ltda., an affiliate of Flex, entered into an umbrella agreement (the “Umbrella Agreement”) that governs the terms, conditions and obligations of a strategic commercial relationship between Nextracker Inc. and Flex for the sale of the Company’s solar trackers in Brazil. The Umbrella Agreement is renewable automatically for successive one-year |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | 12. Commitments and contingencies Litigation and other legal matters In connection with the matters described below, Nextracker has accrued for a loss contingency to the extent it believes that losses are probable and estimable. The amounts accrued are not material. Although it is reasonably possible that actual losses could be in excess of Nextracker’s accrual. Any such excess loss could have a material adverse effect on Nextracker’s results of operations or cash flows for a particular period or on Nextracker’s financial condition. On July 15, 2022, the Company settled a case that was brought in January 2017 by Array Technologies, Inc. (“ATI”), in which ATI had alleged that Nextracker and Flex caused a former ATI employee to breach his non-compete fully released as part of a $ million settlement reached in July 2022. The full settlement amount was paid by Flex on August 4, 2022, and is subject to partial coverage under the Flex insurance policy. The estimated insurance recovery of $ million, which was included in other current assets in the consolidated balance sheets as of March 31, 2022, has been netted with net parent investment prior to the IPO and the Transactions. |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2023 | |
Income Taxes | 13. Income taxes The domestic and foreign components of income before income taxes were comprised of the following: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Domestic $ 117,115 $ 45,259 $ 161,323 Foreign 51,968 19,849 (3,294 ) Total $ 169,083 $ 65,108 $ 158,029 The provision for (benefit from) income taxes consisted of the following: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Current: Domestic $ 35,244 $ 13,558 $ 34,013 Foreign 18,238 5,974 2 Total 53,482 19,532 34,015 Deferred: Domestic (8,660 ) (6,173 ) 54 Foreign 2,928 836 (388 ) Total (5,732 ) (5,337 ) (334 ) Provision for income taxes $ 47,750 $ 14,195 $ 33,681 The domestic statutory income tax rate was 21% in fiscal years 2023, 2022, and 2021. The reconciliation of the income tax expense (benefit) expected based on domestic statutory income tax rates to the expense (benefit) for income taxes included in the consolidated statements of operations is as follows: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Income taxes based on domestic statutory rates $ 35,508 $ 13,673 $ 33,186 Effect of tax rate differential 7,487 2,638 342 FDII Deduction (3,235 ) (1,583 ) (2,951 ) Foreign disregarded entities 11,020 — — Foreign tax deduction (3,659 ) — — Amount allocated to Non-controlling (1,671 ) — — Stock-based compensation — (424 ) (4 ) State 4,535 880 2,689 Guaranteed payment on Series A Preferred Units (4,500 ) (875 ) — Other 2,265 (114 ) 419 Provision for income taxes $ 47,750 $ 14,195 $ 33,681 The components of deferred income taxes are as follows ( in thousands As of March 31, 2023 2022 Deferred tax liabilities: Fixed assets $ (54 ) $ (67 ) Intangible assets — (437 ) Others (2,688 ) (663 ) Total deferred tax liabilities (2,742 ) (1,167 ) Deferred tax assets: Fixed assets — 47 Stock-based compensation 2,222 342 Deferred revenue — 3,967 Warranty reserve — 2,461 Accrued professional fees — 2,378 Provision for doubtful accounts — 449 Net operating loss and other carryforwards 5,467 5,553 Investment in Nextracker LLC 249,377 — Others 1,598 1,367 Total deferred tax assets 258,664 16,564 Valuation allowances (1,528 ) — Total deferred tax assets, net of valuation allowances 257,136 16,564 Net deferred tax asset $ 254,394 $ 15,397 The net deferred tax asset is classified as follows: Long-term asset $ 254,767 $ 15,828 Long-term liability (373 ) (431 ) Total $ 254,394 $ 15,397 The Company has recorded deferred tax assets of approximately $4.3 million related to tax losses and other carryforwards. These tax losses and other carryforwards will expire at various dates as follows: Expiration dates of deferred tax assets related to operating losses and other carryforwards (In thousands) 2024 - 2029 $ — 2030 - 2035 437 2036 - Post — Indefinite 3,844 Total $ 4,281 Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended March 31, 2023. Such objective evidence limits the ability to consider other subjective evidence, such as our projections for future growth. On the basis of this evaluation, as of March 31, 2023, a valuation allowance account of $1.5 million has been recorded to recognize only the portion of the deferred tax asset that is most likely than not to be realized. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for growth. As of March 31, 2023, the Company has provided for earnings in foreign subsidiaries that are not considered to be indefinitely reinvested and therefore subject to withholding taxes on $4.9 million of undistributed foreign earnings, recording a deferred tax liability of approximately $0.5 million thereon. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal year ended (In thousands) 2023 2022 2021 Balance, beginning of fiscal year $ 440 $ 465 $ 410 Impact from foreign exchange rates fluctuation (6 ) (25 ) 55 Balance, end of fiscal year $ 434 $ 440 $ 465 Nextracker and its subsidiaries file federal, state, and local income tax returns in multiple jurisdictions around the world. With few exceptions, Nextracker is no longer subject to income tax examinations by tax authorities for years before 2018. The Company recognizes interest and penalties accrued related to unrecognized tax benefits within the Company’s tax expense. During each of the fiscal years ended March 31, 2023, 2022 and 2021, the Company accrued interest and penalties of approximately $0.1 million. The Company had approximately $0.5 million and $0.4 million accrued for the payment of interest and penalty as of March 31, 2023 and 2022, respectively. Tax Receivable Agreement On February 13, 2023, Nextracker Inc. entered into a tax receivable agreement (the “Tax Receivable Agreement”or “TRA”) with the LLC, Yuma, Yuma Sub, TPG Rise and the following affiliates of TPG Rise: TPG Rise Climate Flash Cl BDH, L.P., TPG Rise Climate BDH, L.P. and The Rise Fund II BDH, L.P. (collectively, the “TPG Affiliates”). The Tax Receivable Agreement provides for the payment by Nextracker Inc.to Yuma, Yuma Sub, TPG and the TPG Affiliates (or certain permitted transferees thereof) of 85 % of the tax benefits, if any, that Nextracker Inc. is deemed to realize under certain circumstances as a result of (i) its allocable share of existing tax basis in tangible and intangible assets resulting from exchanges or acquisitions of outstanding Series A Preferred Units or common units of the LLC (collectively, the “LLC Units”), including as part of the Transactions or under the Exchange Agreement, (ii) increases in tax basis resulting from exchanges or acquisitions of LLC Units and shares of Nextracker Inc.’s Class B common stock (including as part of the Transactions or under the Exchange Agreement), (iii) certain pre-existing As of March 31, 2023, a liability of $ balance sheets. Separately, a deferred tax asset of $ million has been booked reflecting Nextracker’s outside basis difference in Nextracker LLC, which is included in deferred tax assets and other assets on the consolidated balance sheets. The difference between the liability and the deferred tax asset was recorded to additional paid-in-capital |
Segment Reporting
Segment Reporting | 12 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Reporting | 14. Segment reporting Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (“CODM”), or a decision-making group, in deciding how to allocate resources and in assessing performance. Resource allocation decisions and Nextracker’s performance are assessed by its Chief Executive Officer, identified as the CODM. For all periods presented, Nextracker has one operating and reportable segment. The following table sets forth geographic information of revenue based on the locations to which the products are shipped: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Revenue: U.S. $ 1,298,596 68 % $ 904,946 62 % $ 900,927 75 % Rest of the World 603,541 32 % 552,646 38 % 294,690 25 % Total $ 1,902,137 $ 1,457,592 $ 1,195,617 The United States is the principal country of domicile. The following table summarizes the countries that accounted for more than 10 Fiscal year ended March 31, (In thousands) 2023 2022 2021 Revenue: U.S. $ 1,298,596 68 % $ 904,946 62 % $ 900,927 75 % Brazil 295,846 16 % 188,368 13 % 14,440 1 % No other country accounted for more than 10% of revenue for the fiscal years presented in the table above. As of March 31, 2023 and 2022, property and equipment, net in the United States was $ million and $ million, respectively, which each accounted for % of property and equipment, net. No other countries accounted for more than 10 |
Summary Of Accounting Policies
Summary Of Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2023 | |
Significant Accounting Policies [Line Items] | |
Variable interest entities ("VIE") and consolidation | Variable interest entities (“VIE”) and consolidation Subsequent to the IPO, the Company’s sole material asset is its member’s interest in Nextracker LLC. In accordance with the Nextrac ker LLC Operating Agreement, the Company was named the managing member of Nextracker LLC. As a result, the Company has all management powers over the business and affairs of Nextracker LLC and to conduct, direct and exercise full control over the activities of Nextracker LLC. Class A common stock issued in the IPO do not hold majority voting rights but hold 100 % of the economic interest in the Company, which results in Nextracker LLC being considered a VIE. Due to the Company’s power to control the activities most directly affecting the results of Nextracker LLC, the Company is considered the primary beneficiary of the VIE. Accordingly, beginning with the IPO, the Company consolidates the financial results of Nextracker LLC and its subsidiaries. |
Basis of presentation | Basis of presentation Throughout the period preceding the Transactions (as described in Note 6), Nextracker did not operate as a separate entity and stand-alone separate historical financial statements for Nextracker were not prepared. The financial statements for the period preceding the Transactions were derived from Flex’s historical accounting records and were presented on a carve-out The accompanying consolidated financial statements, which reflect any changes that have occurred in Nextracker’s financing and operations as a result of the IPO, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC for reporting financial information. Further, the results stated herein may not be indicative of what Nextracker’s financial position, results of operations and cash flows might be now that Nextracker operates as a separate, stand-alone company since the IPO. For the period preceding the IPO and Transactions, the consolidated financial statements include all revenues, expenses, assets and liabilities directly attributable to Nextracker. Where it was possible to specifically attribute such expenses to activities of Nextracker, these amounts were charged or credited directly to Nextracker without allocation or apportionment. The consolidated statements of operations and comprehensive income, for the period preceding the IPO and Transactions, also include allocations of certain costs from Flex incurred on Nextracker’s behalf. Such corporate-level costs were allocated to Nextracker using methods based on proportionate formulas such as revenue and headcount, among others. Such corporate-level costs included costs pertaining to accounting and finance, legal, human resources, information technology, insurance, tax services, and other costs. Such costs may not have represented the amounts that would have been incurred had Nextracker operated autonomously or independently from Flex during the period preceding the IPO. Management considered the expense allocation methodology and results to be reasonable for all periods presented. However, these costs may not be indicative of what Nextracker may incur in the future. During the fourth quarter of fiscal year 2022, Nextracker entered into a Transition Service Agreement (“TSA”) with Flex, whereby Flex agreed to provide or cause to be provided certain services to Nextracker which were previously included as part of the allocations from Flex. As consideration, Nextracker agreed to pay Flex the amount specified for each service as described in the TSA. All intracompany transactions and accounts within Nextracker have been eliminated. All significant transactions between Nextracker and Flex that were not cash settled as of the IPO date have been included in the consolidated balance sheets within accumulated net parent investment, for the period preceding the IPO, and reflected in the consolidated statements of cash flows as a financing activity, during the same period, as these are deemed to be internal financing transactions. In connection with the Parent’s acquisition of Nextracker and BrightBox in 2015 and 2016, respectively, Flex applied pushdown accounting to separate financial statements of acquired entities in accordance with ASC 805. The application of pushdown accounting impacted goodwill and intangible assets (see Note 4). Cash and bank borrowings included in the consolidated balance sheets reflects cash that is controlled by Nextracker. Flex’s debt was not allocated to Nextracker for any of the periods presented because these debts were not specifically identifiable to Nextracker. See Note 9 for description of bank borrowings and long-term debts that are specific to Nextracker. The balance of the redeemable non-controlling non-controlling paid-in-capital. non-controlling Flex historically maintains stock-based compensation plans at a corporate level. Starting in fiscal year 2023 Nextracker is granting equity compensation awards to its employees under the First Amended and Restated 2022 Nextracker LLC Equity Incentive Plan (the “2022 Nextracker Plan”). Nextracker employees participate in those plans and a portion of the cost of those plans is included in Nextracker’s consolidated financial statements. See Note 7 for |
Reverse unit split of the LLC | Reverse unit split of the LLC In January 2023 the Board of Managers and the members of the LLC approved a 1-for-2.1 |
Foreign currency translation | Foreign currency translation The reporting currency of the Company is the United States dollar (“USD”). The functional currency of the Company and its subsidiaries is primarily the USD. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in interest and other, net in the accompanying consolidated statements of operations and comprehensive income when realized and were not material for the fiscal years ended March 31, 2023, 2022 and 2021. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Estimates are used in accounting for, among other things, impairment of goodwill, impairment of long-lived assets, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets, warranty reserves, contingencies, operation accruals, and fair values of stock options and restricted share unit awards granted under stock-based compensation plans. Due to the long-term economic effects of the COVID-19 COVID-19 |
Revenue recognition | Revenue recognition The Company accounts for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts With Customers (“ASC 606”) for all periods presented. In applying ASC 606, the Company recognizes revenue from the sale of solar tracker systems, parts, extended warranties on solar tracker systems components and software licenses along with associated maintenance and support. In determining the appropriate amount of revenue to recognize, the Company applies the following steps: (i) identify the contracts with the customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) Nextracker satisfies a performance obligation. In assessing the recognition of revenue, the Company evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations. Further, the Company assesses whether control of the product or services promised under the contract is transferred to the customer at a point in time or over time. The Company’s contracts for specific solar tracker system projects with customers are predominantly accounted for as one performance obligation work-in-process Contracts with customers that result in multiple performance obligations include contracts for the sale of components, solar tracker system project contracts with an extended warranty, and contracts for the sale of software solutions. For contracts related to sale of components, Nextracker’s obligation to the customer is to deliver components that are used by the customer to create a tracker system and does not include engineering or other professional services or the obligation to provide such services in the future. Each component is a distinct performance obligation, and often the components are delivered in batches at different points in time. Nextracker estimates the standalone selling price (“SSP”) of each performance obligation based on a cost plus margin approach. Revenue allocated to a component is recognized at the point in time that control of the component transfers to the customer. At times, a customer will purchase a service-type warranty with a tracker system project. Nextracker uses a cost plus margin methodology to determine the SSP for both the tracker system project and the extended warranty. The revenue allocated to each performance obligation is recognized over time based on the period over which control transfers. The Company recognizes revenue allocated to the extended warranty on a straight-line basis over the contractual service period, which is generally 10 to 15 years. This period starts once the standard workmanship warranty expires, which is generally 5 to 10 years from the date control of the underlying tracker system components is transferred to the customer. To date, revenues recognized related to extended warranty were not material. Nextracker generates revenues from sales of software licenses of its TrueCapture and NX Navigator offerings, which are often sold separately from the tracker system. Software licenses are generally sold with maintenance services, which include ongoing security updates, upgrades, bug fixes and support. The software license and the maintenance services are separate performance obligations. Nextracker estimates the SSP of the software license using an adjusted market approach and estimates the SSP of the maintenance service using a cost plus margin approach. Revenue allocated to the software license is recognized at a point in time upon transfer of control of the software license, and revenue allocated to the maintenance service is generally recognized over time on a straight-line basis during the maintenance term. Revenues related to sales of software licenses were not material and were approximately %, % and % of total revenue for the fiscal years ended March 31, 2023, 2022 and 2021, respectively. Contract estimates Accounting for contracts for which revenue is recognized over time requires Nextracker to estimate the expected margin that will be earned on the project. These estimates include assumptions on labor productivity and availability, the complexity of the work to be performed, and the cost and availability of materials including variable freight costs. Nextracker reviews and updates its contract-related estimates each reporting period and recognizes changes in estimates on contracts under the cumulative catch-up Contract balances The timing of revenue recognition, billings and cash collections results in contract assets and contract liabilities (deferred revenue) on the consolidated balance sheets. Nextracker’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. When billing occurs subsequent to revenue recognition, a contract asset results. Contract assets of $298.0 million and $292.4 million as of March 31, 2023 and March 31, 2022, respectively, are presented in the consolidated balance sheets, of which $116.3 million and $86.5 million, respectively, will be invoiced at the end of the projects as they represent funds withheld until the products are installed by a third party, arranged by the customer, and the project is declared operational. The remaining unbilled receivables will be invoiced throughout the project based on a set billing schedule such as milestones reached or completed rows delivered. During the fiscal years ended March 31, 2023 and 2022, Nextracker converted $74.9 million and $71.7 million deferred revenue to revenue, respectively, which represented 70% and 78%, respectively, of the beginning period balance of deferred revenue. Remaining performance obligations As of March 31, 2023, Nextracker had $212.3 million of the transaction price allocated to the remaining performance obligations. The Company expects to recognize revenue on approximately 83% of these performance obligations in the next 12 months. The remaining long-term unperformed obligation primarily relates to extended warranty and deposits collected in advance on certain tracker projects. Practical expedients and exemptions Nextracker has elected to adopt certain practical expedients and exemptions as allowed under ASC 606, such as (i) recording sales commissions as incurred because the amortization period is less than one year, (ii) not adjusting for the effects of significant financing components when the contract term is less than one year, (iii) excluding collected sales tax amounts from the calculation of revenue and (iv) accounting for the costs of shipping and handling activities that are incurred after the customer obtains control of the product as fulfillment costs rather than a separate service provided to the customer for which consideration would need to be allocated. |
Fair value | Fair value The fair values of Nextracker’s cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities. |
Concentration of credit risk | Concentration of credit risk Financial instruments which potentially subject the Company to concentrations of credit risk are primarily accounts receivable, derivative instruments, and cash and cash equivalents. |
Customer credit risk | Customer credit risk Nextracker has an established customer credit policy, through which it manages customer credit exposures through credit evaluations, credit limit setting, monitoring and enforcement of credit limits for new and existing customers. Nextracker performs ongoing credit evaluations of its customers’ financial condition and makes provisions for doubtful accounts based on the outcome of those credit evaluations. Nextracker evaluates the collectability of its accounts receivable based on specific customer circumstances, current economic trends, historical experience with collections and the age of past due receivables. To the extent Nextracker identifies exposures as a result of credit or customer evaluations, Nextracker also reviews other customer related exposures, including but not limited to contract assets, inventory and related contractual obligations. The following table summarizes the activity in Nextracker’s allowance for doubtful accounts during fiscal years 2023, 2022, and 2021: (In thousands) Balance at beginning of year Charges/(recoveries) to costs and expenses Deductions/ Write-Offs Balance at end of year Allowance for doubtful accounts: Year ended March 31, 2021 (1) $ 1,214 $ 2,440 $ (59 ) $ 3,595 Year ended March 31, 2022 $ 3,595 $ (21 ) $ — $ 3,574 Year ended March 31, 2023 $ 3,574 $ (1,054 ) $ (752 ) $ 1,768 (1) Charges incurred during fiscal year 2021 are primarily for costs and expenses related to various distressed customers. One customer accounted for greater than 10% of revenue in fiscal years 2023, 2022, and 2021, with revenue of approximately $331.0 million, $196.2 million, and $230.3 million, respectively, and greater than 10 |
Accounts receivable, net of allowance | Accounts receivable, net of allowance Nextracker’s accounts receivable are due primarily from solar contractors across the United States and internationally. Credit is extended in the normal course of business based on evaluation of a customer’s financial |
Product warranty | Product warranty Nextracker offers an assurance type warranty for its products against defects in design, materials and workmanship for a period ranging from five to ten years, depending on the component. For these assurance type warranties, a provision for estimated future costs related to warranty expense is recorded when they are probable and reasonably estimable, which is typically when products are delivered. The estimated warranty liability is based on our warranty model which relies on historical warranty claim information and assumptions based on the nature, frequency and average cost of claims for each product line by project. When little or no experience exists, the estimate is based on comparable product lines and/or estimated potential failure rates. These estimates are based on data from Nextracker specific projects. Estimates related to the outstanding warranty liability are re-evaluated The following table summarizes the activity related to the estimated accrued warranty reserve for the fiscal years ended March 31, 2023 and 2022: As of March 31, (In thousands) 2023 2022 Beginning balance $ 10,485 $ 17,085 Provision (release) for warranties issued (1) 13,099 (5,159 ) Payments (993 ) (1,441 ) Ending balance $ 22,591 $ 10,485 (1) During fiscal year ended March 31, 2023, the Company identified a specific design issue with a non-core |
Inventories | Inventories Inventories are stated at the lower of cost (on a first-in, first-out projects. |
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are recognized on a straight-line basis over the estimated useful lives of the related assets, with the exception of building leasehold improvements, which are depreciated over the term of the lease, if shorter. Repairs and maintenance costs are expensed as incurred. Property and equipment is comprised of the following: Depreciable life (In years) As of March 31, (In thousands) 2023 2022 Machinery and equipment 3-8 $ 9,062 $ 8,535 Leasehold improvements Up to 5 4,302 4,148 Furniture, fixtures, computer equipment and software 3-7 10,080 6,111 Construction-in-progress — 1,111 2,511 24,555 21,305 Accumulated depreciation (17,300 ) (13,882 ) Property and equipment, net $ 7,255 $ 7,423 Total depreciation expense associated with property and equipment was approximately $3.4 million, $2.7 million, and $1.8 million in fiscal years 2023, 2022, and 2021, respectively. Nextracker reviews property and equipment for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of property and equipment is determined by comparing the carrying amount to the lowest level of identifiable projected undiscounted cash flows the property and equipment are expected to generate. An impairment loss is recognized when the carrying amount of property and equipment exceeds the fair value. Management determined there was no impairment for the fiscal years ended March 31, 2023, 2022 and 2021. |
Deferred income taxes | Deferred income taxes For purposes of these consolidated financial statements, prior to the IPO, Nextracker taxes are calculated on a stand-alone basis as if Nextracker completed separate tax returns apart from its Parent (“Separate-return Method”). Following the IPO, Nextracker Inc. will file a separate tax return. The income taxes as presented herein for the pre-IPO pre-IPO Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Valuation allowances are established when management determines that it is most likely than not that some portion, or all, of the deferred tax asset will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. Prior to the IPO, for domestic entities, the settlement of tax obligations is assumed in the period incurred and included in net parent investment, whereas the settlement of certain historical foreign tax obligations is reflected in tax payables or receivables given that certain foreign entities have filed separately. Other foreign entities have not historically filed separately and therefore the settlement of their tax obligations is included in net parent investment. Any incremental foreign tax expense calculated on a stand-alone basis is recorded in net parent investment. Subsequent to the IPO, Nextracker Inc. is filing as a separate entity and income tax will be reported to payables and receivables for both domestic and foreign jurisdictions. |
Income taxes | Income taxes We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed. Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. For further details on our income taxes, refer to Note 13 to the consolidated financial statements included elsewhere in this Annual Report. |
Tax receivable agreement | Tax receivable agreement The Company has recorded a liability of 2023, which is included in other liability on the consolidated balance sheets, representing % of the estimated future tax benefits subject to the Tax Receivable Agreement (“TRA”). In U.S. federal, state and local income tax or franchise tax that we realize or are deemed to realize (determined by using certain assumptions) as a result of favorable tax attributes, will be available to us as a result of certain transactions contemplated in connection with our IPO, exchanges of Class A common stock or cash and payments made under the TRA. The actual amount and timing of any payments under these agreements, will vary depending upon a number of factors, including, among others, the timing of redemptions or exchanges by members of Nextracker LLC, the price of our Class A common stock at the time of the redemptions or exchanges, the extent to which such redemptions or exchanges are taxable, the amount and timing of the taxable income we generate in the future and the tax rate then applicable, and the portion of our payments under the tax receivable agreements constituting imputed interest. Estimating future taxable income is inherently uncertain and requires judgment. In projecting future taxable income, we consider our historical results as well as assumptions related to future forecasts for our various businesses by location. The impact of any changes in the total projected obligations recorded under the tax receivable agreements as a result of actual changes in the geographic mix of our earnings, changes in tax legislation and tax rates or other factors that may impact our actual tax savings realized will be reflected in income before taxes in the period in which the change occurs. |
Goodwill and other intangibles assets | Goodwill and other intangibles assets In accordance with accounting standards related to business combinations, goodwill is not amortized; however, certain finite-lived identifiable intangible assets, primarily customer relationships and acquired technology, are |
Other current assets | Other current assets Other current assets include short-term deposits and advances of $29.3 million and $9.3 million as of March 31, 2023 and 2022, respectively, primarily related to advance payments to certain vendors for procurement of inventory. Additionally, other current assets include $22.3 million as of March 31, 2022, for an estimated insurance recovery related to a certain litigation settlement as further described in Note 12. |
Deferred tax assets and other assets | Deferred tax assets and other assets Includes the deferred tax assets of $257.1 million as of March 31, 2023, primarily related to the Comapny’s investment in Nextracker LLC as further described in Note 13. |
Accrued expenses | Accrued expenses Accrued expenses include accruals primarily for freight and tariffs of $44.6 million and $20.7 million as of March 31, 2023 and 2022, respectively. In addition, it includes $15.2 million and $5.5 million accrued payroll as of March 31, 2023 and 2022, respectively. |
TRA liability and other liabilities | TRA liability and other liabilities TRA liability and other liabilities primarily include the liability of $230.3 million as of March 31, 2023, related to the expected amount to be paid to Yuma, Yuma sub, TPG and the TPG affiliates as further described in Note 13. Additionally, the balance includes the |
Redeemable preferred units | Redeemable preferred units On February 1, 2022, the LLC issued redeemable preferred units designated as “Series A Preferred Units,” representing a 16.67% interest in the LLC, to Flex in exchange for the cancellation of a portion of the LLC’s previously issued and outstanding common units. Flex sold all of LLC’s Series A Preferred Units to TPG Rise Flash, L.P. (“TPG Rise”), an affiliate of the private equity firm TPG (“TPG”) on the same day. The holder of the Series A Preferred Units was entitled to cumulative paid-in-kind h ad |
Redeemable non-controlling interests | Redeemable non-controlling Post IPO, the balance of the redeemable non-controlling non-controlling against retained earnings or, in the absence of retained earnings, additional paid-in-capital. non-controlling The following table present a reconciliation of the change in redeemable non-controlling Fiscal year ended March 31, 2023 (in thousands) Balance at beginning of period $ — Establishment of non-controlling interests 265,564 Net income attributable to redeemable non-controlling 2,446 Redemption value adjustment 3,292,618 Balance at end of period $ 3,560,628 |
Stock-based compensation | Stock-based compensation Stock-based compensation is accounted for in accordance with ASC Topic 718-10, |
Leases | Leases Nextracker is a lessee with several non-cancellable right-of-use non-lease in-substance The estimated incremental borrowing rate is the rate of interest the Company would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of Nextracker’s leases includes the non-cancellable As operating lease long-term lease |
Recently issued accounting pronouncement | Recently issued accounting pronouncement In December 2022, the FASB issued ASU 2022-06 |
Summary Of Accounting Policie_2
Summary Of Accounting Policies (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Allowance for Doubtful Accounts | The following table summarizes the activity in Nextracker’s allowance for doubtful accounts during fiscal years 2023, 2022, and 2021: (In thousands) Balance at beginning of year Charges/(recoveries) to costs and expenses Deductions/ Write-Offs Balance at end of year Allowance for doubtful accounts: Year ended March 31, 2021 (1) $ 1,214 $ 2,440 $ (59 ) $ 3,595 Year ended March 31, 2022 $ 3,595 $ (21 ) $ — $ 3,574 Year ended March 31, 2023 $ 3,574 $ (1,054 ) $ (752 ) $ 1,768 (1) Charges incurred during fiscal year 2021 are primarily for costs and expenses related to various distressed customers. |
Summary of Product Warranty | The following table summarizes the activity related to the estimated accrued warranty reserve for the fiscal years ended March 31, 2023 and 2022: As of March 31, (In thousands) 2023 2022 Beginning balance $ 10,485 $ 17,085 Provision (release) for warranties issued (1) 13,099 (5,159 ) Payments (993 ) (1,441 ) Ending balance $ 22,591 $ 10,485 (1) During fiscal year ended March 31, 2023, the Company identified a specific design issue with a non-core |
Summary of Property, Plant and Equipment | Depreciable life (In years) As of March 31, (In thousands) 2023 2022 Machinery and equipment 3-8 $ 9,062 $ 8,535 Leasehold improvements Up to 5 4,302 4,148 Furniture, fixtures, computer equipment and software 3-7 10,080 6,111 Construction-in-progress — 1,111 2,511 24,555 21,305 Accumulated depreciation (17,300 ) (13,882 ) Property and equipment, net $ 7,255 $ 7,423 |
Summary of Redeemable Noncontrolling Interest | Fiscal year ended March 31, 2023 (in thousands) Balance at beginning of period $ — Establishment of non-controlling interests 265,564 Net income attributable to redeemable non-controlling 2,446 Redemption value adjustment 3,292,618 Balance at end of period $ 3,560,628 |
Lesses (Tables)
Lesses (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Lessee Disclosure [Abstract] | |
Summary of the components of lease cost recognized | The components of lease cost recognized under ASC 842 were as follow (in thousands): Fiscal year ended March 31, 2023 2022 2021 Operating lease cost $ 1,922 $ 1,769 $ 1,624 |
Summary of amounts reported in the consolidated balance sheet | Amounts reported in the consolidated balance sheet as of March 31, 2023 and 2022 were as follows (in thousands, except weighted average lease term and discount rate): As of March 31, 2023 2022 Operating Leases: Operating lease of $ 3,337 $ 4,359 Operating lease liabilities $ 3,394 $ 4,508 Weighted-average remaining lease term (In years) 2.6 2.8 Weighted-average discount rate 4.7 % 3.1 % |
Summary of other information related to leases | Other information related to leases was as follow (in thousands): Fiscal year ended March 31, 2023 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,928 $ 1,818 $ 1,610 |
Summary of future lease payments under non-cancellable leases | Future lease payments under non-cancellable Operating Leases Fiscal year ended March 31, (in thousands) 2024 $ 1,997 2025 626 2026 493 2027 423 2028 106 Total undiscounted lease payments 3,645 Less: imputed interest 251 Total lease liabilities $ 3,394 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Disaggregation of Revenue [Abstract] | |
Summary of Nextracker's Revenue Disaggregation | The following table presents Nextracker’s revenue disaggregated based on timing of transfer—point in time and over time for the fiscal years ended March 31, 2023, 2022 and 2021: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Timing of Transfer Point in time $ 50,516 $ 127,924 $ 66,397 Over time 1,851,621 1,329,668 1,129,220 Total revenue $ 1,902,137 $ 1,457,592 $ 1,195,617 |
Goodwill and intangible assets
Goodwill and intangible assets (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets | The components of identifiable intangible assets are as follows: As of March 31, 2023 As of March 31, 2022 (In thousands) Weighted- Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Intangible assets: Trade name and other intangibles 5 $ 2,500 $ (1,179 ) $ 1,321 $ 15,900 $ (13,372 ) $ 2,528 Total $ 2,500 $ (1,179 ) $ 1,321 $ 15,900 $ (13,372 ) $ 2,528 |
Summary of Intangible Asset Amortization Expense | Total intangible asset amortization expense recognized in operations during the fiscal years ended March 31, 2023, 2022 and 2021 are as follows: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Cost of sales $ 250 $ 4,043 $ 8,082 Selling general and administrative expense 957 4,422 6,931 Total amortization expense $ 1,207 $ 8,465 $ 15,013 |
Summary of Future Annual Amortization Expense | Estimated future annual amortization expense for the above amortizable intangible assets are as follows: Amount (in thousands) Fiscal year ending March 31, 2024 $ 250 2025 250 2026 250 2027 250 2028 250 Thereafter 71 Total amortization expense $ 1,321 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement, Additional Disclosure [Abstract] | |
Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs | The following table summarizes the Company’s stock-based compensation expense under the 2022 Plan and the Flex 2017 Plan: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Cost of sales $ 12,794 $ 1,526 $ 1,953 Selling, general and administrative expenses 19,200 1,522 2,353 Total stock-based compensation expense $ 31,994 $ 3,048 $ 4,306 |
Summary of Unrecognized Compensation Expense For Unvested Awards | As of March 31, 2023, the total unrecognized compensation expense for unvested awards under the 2022 Plan and the related remaining weighted average period for expensing is summarized as follow: Unrecognized (in thousands) Weighted- (in years) Options $ 9,861 3.04 RSU 23,455 2.14 PSU (1) 12,983 2.11 Total unrecognized compensation expense $ 46,299 (1) includes an estimated $11.8 million of expense related to 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023. |
Summary of Fair Value of the Company's Awards Granted Under the 2022 Plan | The fair value of the Company’s awards granted under the 2022 Plan was estimated based on the following assumptions: Fiscal year ended Expected volatility 65% - 70% Expected dividends —% Risk-free interest rate 2.5% - 2.7% |
Summary of RSU Awards and PSU Awards Activity | The following table summarizes the RSU awards activity for the fiscal year ended March 31, 2023: Number of Weighted Unvested RSU awards outstanding, beginning of fiscal year — $ — Granted 2,172,234 20.12 Vested — — Forfeited (1) (169,815 ) 16.78 Unvested RSU awards outstanding, end of fiscal year 2,002,419 $20.40 (1) awards forfeited due to employee terminations. The following table summarizes the PSU awards activity for the fiscal year ended March 31, 2023: Fiscal year ended Number Weighted Unvested PSU awards outstanding, beginning of fiscal year — $ — Granted (2) 219,713 23.01 Vested — — Forfeited (1) — — Unvested PSU awards outstanding, end of fiscal year 219,713 $ 23.01 (1) awards forfeited due to employee terminations. (2) excludes 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023. |
Summary of Additional Information PSUs Awarded | Additional information for the PSUs awarded during the fiscal year ended March 31, 2023 is further detailed in the table below and the PSU Performance Period end date for these awards is March 31, 2025. Range of shares that Targeted number Weighted Minimum Maximum Year of grant Awards with grant date and measurement date 219,713 $ 23.01 — 439,426 Awards without a grant date and measurement date 512,663 $ 23.01 (2) — 1,025,326 (1) Payouts can range from 0% to 200% of the applicable Tranche targets based on the achievement levels of the Company’s Total Shareholder Return (“TSR”), as determined in the Restricted Incentive Unit Award Agreement under the 2022 Plan for performance-based vesting awards. (2) Represents the weighted average fair value per share of awards that had a grant date and measurement date as of March 31, 2023 as these PSUs do not have a grant date or measurement date as of March 31, 2023. |
Summary of Options Awards Activity | The following table summarizes the Options awards activity for the fiscal year ended March 31, 2023: Number of Weighted Options awards outstanding, beginning of fiscal year — — Granted 2,806,905 $ 21.0 Exercised — — Forfeited (1) (114,286 ) 21.0 Options awards outstanding, end of fiscal year 2,692,619 $ 21.0 Options awards exercisable as of March 31, 2023 — — Options awards vested and expected to vest as of March 31, 2023 2,692,619 $ 21.0 (1) awards forfeited due to employee terminations. |
Summary of Vesting Information | Vesting information for these shares is further detailed in the table below. Range of shares that Targeted number Weighted Minimum Maximum Options Year of grant Fiscal 2023 2,692,619 $ 6.30 — 2,692,619 March 31, 2026 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Earnings Per Share And Weighted Average Shares Outstanding | The computation of earnings per share and weighted average shares outstanding of the Company’s common stock for the period is presented below: February 9, 2023 - March 31, 2023 (in thousands except share and per share amounts) Income Weighted Per BASIC EPS Net income available to Nextracker Inc. common stockholders $ 1,143 45,886,065 $ 0.02 Effect of Dilutive impact Common stock equivalents from Options awards 377,316 Common stock equivalents from RSUs 1,291,346 Common stock equivalents from PSUs 92,388 Income attributable to non-controlling $ 2,446 98,204,522 DILUTED EPS Net income available to Nextracker Inc. common stockholders $ 3,589 145,851,637 $ 0.02 |
Bank borrowings and long-term_2
Bank borrowings and long-term debt (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Scheduled repayments of the Company's bank borrowings and long-term debt | Scheduled repayments of the Company’s bank borrowings and long-term debt are as follows: Fiscal year ended March 31, Amount (In thousands) 2024 $ — 2025 3,750 2026 7,500 2027 7,500 2028 131,250 Total $ 150,000 |
Supplemental Cash Flow Disclo_2
Supplemental Cash Flow Disclosures (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule Of Represents Supplemental Cash Flow Disclosures | The following table represents supplemental cash flow disclosures of non-cash Fiscal year ended March 31, (In thousands) 2023 2022 2021 Non-cash Unpaid purchases of property and equipment $ 206 $ 138 $ 820 Non-cash Capitalized offering costs $ (5,331 ) $ 5,331 $ 1,696 Legal settlement paid by Parent (1) $ 20,428 $ — $ — Paid-in-kind $ 21,427 $ — $ — Settlement of assets and liabilities with Parent $ 52,529 $ — $ — (1) amount presented in fiscal year 2023 is net of insurance recovery of $22.3 million as further described in Note 12. |
Relationship With Parent And _2
Relationship With Parent And Related Parties (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Summary of Material Transactions Reflected in Accumulated Net Parent Investment | The following is a summary of material transactions reflected in the accumulated net parent investment during the fiscal years ended March 31, 2023, 2022 and 2021 Fiscal year ended March 31, (In thousands) 2023 (3) 2022 2021 Corporate allocations (excluding stock-based compensation expense) $ 1,483 $ 9,999 $ 8,998 Transfer of operations to Nextracker (1) (39,025 ) (2,934 ) 5,299 Net cash pooling activities (2) (35,240 ) (35,490 ) 377,360 Income taxes 41,238 19,550 36,068 Net transfers (to) from Parent $ (31,544 ) $ (8,875 ) $ 427,725 (1) Primarily represents certain international operations where related income and/or losses are included in Nextracker’s consolidated statements of operations. Cash was also collected by the international operations on behalf of Nextracker, for which Nextracker and Flex do not intend to settle in the future. For the fiscal year 2023, the balance includes the legal settlement paid by Flex as further disclosed in Note 12. (2) Primarily represents financing activities for cash pooling and capital transfers. (3) Represents transactions reflected in accumulated net parent investment through |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Summary of Income before Income Tax, Domestic and Foreign | The domestic and foreign components of income before income taxes were comprised of the following: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Domestic $ 117,115 $ 45,259 $ 161,323 Foreign 51,968 19,849 (3,294 ) Total $ 169,083 $ 65,108 $ 158,029 |
Summary of Components of Income Tax Expense (Benefit) | The provision for (benefit from) income taxes consisted of the following: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Current: Domestic $ 35,244 $ 13,558 $ 34,013 Foreign 18,238 5,974 2 Total 53,482 19,532 34,015 Deferred: Domestic (8,660 ) (6,173 ) 54 Foreign 2,928 836 (388 ) Total (5,732 ) (5,337 ) (334 ) Provision for income taxes $ 47,750 $ 14,195 $ 33,681 |
Summary of Effective Income Tax Rate Reconciliation | The reconciliation of the income tax expense (benefit) expected based on domestic statutory income tax rates to the expense (benefit) for income taxes included in the consolidated statements of operations is as follows: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Income taxes based on domestic statutory rates $ 35,508 $ 13,673 $ 33,186 Effect of tax rate differential 7,487 2,638 342 FDII Deduction (3,235 ) (1,583 ) (2,951 ) Foreign disregarded entities 11,020 — — Foreign tax deduction (3,659 ) — — Amount allocated to Non-controlling (1,671 ) — — Stock-based compensation — (424 ) (4 ) State 4,535 880 2,689 Guaranteed payment on Series A Preferred Units (4,500 ) (875 ) — Other 2,265 (114 ) 419 Provision for income taxes $ 47,750 $ 14,195 $ 33,681 |
Summary of Deferred Tax Assets and Liabilities | The components of deferred income taxes are as follows ( in thousands As of March 31, 2023 2022 Deferred tax liabilities: Fixed assets $ (54 ) $ (67 ) Intangible assets — (437 ) Others (2,688 ) (663 ) Total deferred tax liabilities (2,742 ) (1,167 ) Deferred tax assets: Fixed assets — 47 Stock-based compensation 2,222 342 Deferred revenue — 3,967 Warranty reserve — 2,461 Accrued professional fees — 2,378 Provision for doubtful accounts — 449 Net operating loss and other carryforwards 5,467 5,553 Investment in Nextracker LLC 249,377 — Others 1,598 1,367 Total deferred tax assets 258,664 16,564 Valuation allowances (1,528 ) — Total deferred tax assets, net of valuation allowances 257,136 16,564 Net deferred tax asset $ 254,394 $ 15,397 The net deferred tax asset is classified as follows: Long-term asset $ 254,767 $ 15,828 Long-term liability (373 ) (431 ) Total $ 254,394 $ 15,397 |
Summary of Operating Loss Carryforwards | These tax losses and other carryforwards will expire at various dates as follows: Expiration dates of deferred tax assets related to operating losses and other carryforwards (In thousands) 2024 - 2029 $ — 2030 - 2035 437 2036 - Post — Indefinite 3,844 Total $ 4,281 |
Summary of Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Fiscal year ended (In thousands) 2023 2022 2021 Balance, beginning of fiscal year $ 440 $ 465 $ 410 Impact from foreign exchange rates fluctuation (6 ) (25 ) 55 Balance, end of fiscal year $ 434 $ 440 $ 465 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Summary of Geographic Information of Revenue | The following table sets forth geographic information of revenue based on the locations to which the products are shipped: Fiscal year ended March 31, (In thousands) 2023 2022 2021 Revenue: U.S. $ 1,298,596 68 % $ 904,946 62 % $ 900,927 75 % Rest of the World 603,541 32 % 552,646 38 % 294,690 25 % Total $ 1,902,137 $ 1,457,592 $ 1,195,617 The United States is the principal country of domicile. The following table summarizes the countries that accounted for more than 10 Fiscal year ended March 31, (In thousands) 2023 2022 2021 Revenue: U.S. $ 1,298,596 68 % $ 904,946 62 % $ 900,927 75 % Brazil 295,846 16 % 188,368 13 % 14,440 1 % |
Description of Business and O_2
Description of Business and Organization of Nextracker Inc - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 13, 2023 | Feb. 08, 2023 | Mar. 31, 2023 | Dec. 19, 2022 |
IPO [Member] | Common Class A [Member] | ||||
Organization Consolidation And Presentation Of FinancialS tatements [Line Items] | ||||
Stock issued during period, Shares, new issues | 30,590,000 | 15,279,190 | ||
Sale of stock price per share | $ 24 | |||
Proceeds from the IPO | $ 693.8 | |||
Payments for underwriting expense | 40.4 | |||
Flex [Member] | IPO [Member] | Common Class A [Member] | ||||
Organization Consolidation And Presentation Of FinancialS tatements [Line Items] | ||||
Offering costs | $ 8.3 | $ 7.9 | ||
Nextracker Inc [Member] | Yuma, Inc. [Member] | ||||
Organization Consolidation And Presentation Of FinancialS tatements [Line Items] | ||||
Noncontrolling interest, ownership percentage by parent | 100% |
Summary Of Accounting Policie_3
Summary Of Accounting Policies - Summary of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Balance at beginning of year | $ 3,574 | $ 3,595 | $ 1,214 |
Charges/ (recoveries) to costs and expenses | (1,054) | (21) | 2,440 |
Deductions/ Write-Offs | (752) | 0 | (59) |
Balance at end of year | $ 1,768 | $ 3,574 | $ 3,595 |
Summary Of Accounting Policie_4
Summary Of Accounting Policies - Summary of Product Warranty (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Product Warranty Liability [Line Items] | ||
Beginning balance | $ 10,485 | $ 17,085 |
Provision (release) for warranties issued | 13,099 | (5,159) |
Payments | (993) | (1,441) |
Ending balance | $ 22,591 | $ 10,485 |
Summary Of Accounting Policie_5
Summary Of Accounting Policies - Summary of Product Warranty (Parenthetical) (Details) $ in Millions | 12 Months Ended |
Mar. 31, 2023 USD ($) | |
Cost of Sales [Member] | |
Product Warranty Liability [Line Items] | |
Product Warranty Expense | $ 8.7 |
Summary Of Accounting Policie_6
Summary Of Accounting Policies - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Machinery and equipment | $ 9,062 | $ 8,535 |
Leasehold improvements | 4,302 | 4,148 |
Furniture, fixtures, computer equipment and software | 10,080 | 6,111 |
Construction-in-progress | 1,111 | 2,511 |
Total | 24,555 | 21,305 |
Accumulated depreciation | (17,300) | (13,882) |
Property and equipment, net | $ 7,255 | $ 7,423 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Minimum [Member] | Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Minimum [Member] | Furniture Fittings And Computer Equipment Net [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Maximum [Member] | Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 8 years | |
Maximum [Member] | Furniture Fittings And Computer Equipment Net [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 7 years |
Summary Of Accounting Policie_7
Summary Of Accounting Policies - Summary of Property, Plant and Equipment (Details) (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Depreciation on property plant and equipment | $ 3.4 | $ 2.7 | $ 1.8 |
Summary Of Accounting Policie_8
Summary Of Accounting Policies - Summary of Redeemable Noncontrolling Interest (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Balance at beginning of period | $ 0 | ||
Effect of reorganization transactions | 265,564 | ||
Net income attributable to redeemable non-controlling interests | 2,446 | $ 0 | $ 0 |
Redemption value adjustment | 3,292,618 | ||
Balance at end of period | $ 3,560,628 | $ 0 |
Summary Of Accounting Policie_9
Summary Of Accounting Policies - Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2023 | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Mar. 31, 2021 USD ($) | Mar. 31, 2020 USD ($) | |
Product Warranty Liability [Line Items] | |||||
Short-term deposits and advances | $ 29,300 | $ 9,300 | |||
Accrued Freight and Tariffs | 44,600 | 20,700 | |||
Accrued payroll | 15,200 | 5,500 | |||
Loss contingency insurance recovery receivable | 22,300 | 22,300 | |||
Contract with customer asset net current | 297,960 | 292,407 | |||
Unbilled receivables current | 116,300 | 86,500 | |||
Contract with customer liability revenue recognized | $ 74,900 | $ 71,700 | |||
Performance obligation amount recognized as a percentage of contract with customers liability of the previous period | 70% | 78% | |||
Revenue remaining performance obligation | $ 212,300 | ||||
Percentage of remaining performance obligation to be recognized as revenue in the next twelve months | 83% | ||||
Liability for uncertain tax benefits | $ 434 | $ 440 | $ 465 | $ 410 | |
Percentage of future tax benefits representing uncertain tax benefits | 85% | ||||
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent | |||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Current | Other Liabilities, Current | |||
Deferred tax assets and other assets non current | $ 273,686 | $ 28,123 | |||
Tax Receivable Agreement [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Liability for uncertain tax benefits | 230,300 | ||||
Liabilities relating to tax receivable agreement and others non current | $ 230,300 | ||||
Revenue Benchmark [Member] | Product Concentration Risk [Member] | Software Licenses [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Concentration risk percentage | 1% | 2% | 1% | ||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer One [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Revenue from contract with customers excluding assessed tax | $ 331,000 | $ 196,200 | $ 230,300 | ||
Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member] | Customer One [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Concentration risk percentage | 15% | 10% | |||
Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member] | Customer Two [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Concentration risk percentage | 10% | ||||
Minimum [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Extended warranty term of revenue recognition | 10 years | ||||
Minimum [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Concentration risk percentage | 10% | 10% | |||
Minimum [Member] | Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Concentration risk percentage | 14% | ||||
Minimum [Member] | Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member] | Customer One [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Concentration risk percentage | 10% | ||||
Maximum [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Extended warranty term of revenue recognition | 15 years | ||||
Other Current Liabilities [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Operating lease liabilities current | $ 1,900 | $ 1,800 | |||
Other Noncurrent Liabilities [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Standard product warranty liability non current | 11,800 | 8,800 | |||
Contract with customers liability non current | 35,800 | 29,600 | |||
Operating lease liabilities non current | $ 1,500 | $ 2,700 | |||
Nestracker LLC [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Variable interest entity ownership percentage | 100% | ||||
Reverse stock split ratio | 2.1 | ||||
TPG Rise [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Ownership Interest | 16.67% | ||||
Nextracker Inc [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Deferred tax assets and other assets non current | $ 257,100 |
Leases - Additional Information
Leases - Additional Information (Details) | Mar. 31, 2023 |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lessee, Operating Lease, Term of Contract | 1 year |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lessee, Operating Lease, Term of Contract | 5 years |
Lesses - Summary Of The Compone
Lesses - Summary Of The Components Of Lease Cost Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Lease, Cost [Abstract] | |||
Operating lease cost | $ 1,922 | $ 1,769 | $ 1,624 |
Leases - Summary Of Lessee Of O
Leases - Summary Of Lessee Of Operating Lease (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Lessee Disclosure [Abstract] | ||
Operating lease right of use assets | $ 3,337 | $ 4,359 |
Operating lease liabilities | $ 3,394 | $ 4,508 |
Weighted-average remaining lease term (In years) | 2 years 7 months 6 days | 2 years 9 months 18 days |
Weighted-average discount rate | 4.70% | 3.10% |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Deferred Income Taxes and Other Assets, Noncurrent | Deferred Income Taxes and Other Assets, Noncurrent |
Leases - Summary Of Other Infor
Leases - Summary Of Other Information Related To Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Lessee Disclosure [Abstract] | |||
Operating cash flows from operating leases | $ 1,928 | $ 1,818 | $ 1,610 |
Leases - Summary Of Future Leas
Leases - Summary Of Future Lease Payments Under Non-Cancellable Lease (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | ||
2024 | $ 1,997 | |
2025 | 626 | |
2026 | 493 | |
2027 | 423 | |
2028 | 106 | |
Total undiscounted lease payments | 3,645 | |
Less: imputed interest | 251 | |
Total lease liabilities | $ 3,394 | $ 4,508 |
Revenue - Summary of Nextracker
Revenue - Summary of Nextracker's Revenue Disaggregation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 1,902,137 | $ 1,457,592 | $ 1,195,617 |
Point in time [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | 50,516 | 127,924 | 66,397 |
Over time [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 1,851,621 | $ 1,329,668 | $ 1,129,220 |
Goodwill and intangible asset_2
Goodwill and intangible assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 2,500 | $ 15,900 |
Accumulated amortization | (1,179) | (13,372) |
Net carrying amount | 1,321 | 2,528 |
Trade name and other intangibles [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 2,500 | 15,900 |
Accumulated amortization | (1,179) | (13,372) |
Net carrying amount | $ 1,321 | $ 2,528 |
Goodwill and intangible asset_3
Goodwill and intangible assets - Summary of Intangible Asset Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Finite Lived Intangible Assets Amortization Expense [Line Items] | |||
Amortization expense | $ 1,207 | $ 8,465 | $ 15,013 |
Cost of sales [Member] | |||
Finite Lived Intangible Assets Amortization Expense [Line Items] | |||
Amortization expense | 250 | 4,043 | 8,082 |
Selling general and administrative expense [Member] | |||
Finite Lived Intangible Assets Amortization Expense [Line Items] | |||
Amortization expense | $ 957 | $ 4,422 | $ 6,931 |
Goodwill and intangible asset_4
Goodwill and intangible assets - Summary of Future Annual Amortization Expense (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
2024 | $ 250 | |
2025 | 250 | |
2026 | 250 | |
2027 | 250 | |
2028 | 250 | |
Thereafter | 71 | |
Total amortization expense | $ 1,321 | $ 2,528 |
Goodwill and intangible asset_5
Goodwill and intangible assets - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Goodwill And Intangible Assets Disclosure [Line Items] | ||
Goodwill | $ 265,153 | $ 265,153 |
Shareholders' deficit and red_2
Shareholders' deficit and redeemable preferred units - Additional information (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||
Feb. 13, 2023 | Feb. 12, 2023 | Feb. 10, 2023 | Feb. 08, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Apr. 30, 2022 | |
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Distribution in an aggregate amount | $ 175 | ||||||
Number of shares repurchased during the period | 100 | ||||||
Preferred stock, shares authorized | 50,000,000 | ||||||
Preferred stock, par or stated value per share | $ 0.0001 | ||||||
Dividends, paid-in-kind | $ 21.4 | $ 4 | |||||
Temporary equity, shares outstanding | 0 | 238,096 | 23,809,524 | ||||
TPG Rise [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Distribution in an aggregate amount | $ 21.7 | ||||||
Ownership Interest | 16.67% | ||||||
Common Class A [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Common stock, shares authorized | 900,000,000 | 900,000,000 | 900,000,000 | ||||
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Common Class B [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | 500,000,000 | ||||
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Series A Preferred Stock [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Temporary equity dividend rate | 5% | ||||||
Series A Preferred Stock [Member] | First Two Years [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Percentage of temporary equity dividend payable in Kknd | 100% | ||||||
Series A Preferred Stock [Member] | Thereafter [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Percentage of temporary equity dividend payable in Kknd | 50% | ||||||
TPG Rise [Member] | Common Class A [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Stock issued during period, Shares, new issues | 15,279,190 | ||||||
IPO [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Distribution in an aggregate amount | $ 175 | $ 175 | |||||
IPO [Member] | Nextracker Inc. [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Common unit outstanding | 45,886,065 | ||||||
IPO [Member] | Two Thousand Twenty Three Credit Agreement [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Proceeds from term loan | $ 150 | ||||||
IPO [Member] | Common Class A [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Stock issued during period, Shares, new issues | 30,590,000 | 15,279,190 | |||||
Proceeds from the IPO | $ 693.8 | ||||||
IPO [Member] | Yuma, Inc [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Stock issued during period, Shares, new issues | 30,590,000 | ||||||
Distribution in an aggregate amount | $ 153.3 | ||||||
Proceeds from the IPO | $ 693.8 | ||||||
Common unit price per unit | $ 22.68 | ||||||
Common unit outstanding | 30,590,000 | ||||||
IPO [Member] | Yuma, Inc [Member] | Common Class B [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Stock issued during period, Shares, new issues | 128,794,522 | ||||||
IPO [Member] | TPG Rise [Member] | |||||||
Shareholders equity and redeemable preferred units [Line Items] | |||||||
Distribution in an aggregate amount | $ 21.7 | ||||||
Preferred units converted to LLC common units | $ 25,026,093 |
Stock-based compensation - Addi
Stock-based compensation - Additional information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Feb. 09, 2023 | Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Unrecognized compensation cost | $ 46,299 | |
Incremental stock-based compensation expense | 12,300 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Unrecognized compensation cost | $ 23,455 | |
Weighted-average period over which cost not yet recognized is expected to be recognized | 2 years 1 month 20 days | |
Weighted average grant date fair values | $ 17.03 | |
Weighted average modification date fair value | $ 20.4 | |
Options awards vested during the period | 0 | |
Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Unrecognized compensation cost | $ 9,861 | |
Weighted-average period over which cost not yet recognized is expected to be recognized | 3 years 14 days | |
Number of share options (or share units) exercised during the current period. | 0 | |
Share-Based Payment Arrangement [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Weighted average grant date fair values | $ 5.17 | |
Weighted average modification date fair value | 6.3 | |
Options awards vested during the period | 0 | |
Weighted average remaining contractual life of options awards outstanding | 3 years 11 months 15 days | |
Weighted average remaining contractual life of options awards vested and expected to vest | 3 years 11 months 15 days | |
Aggregate intrinsic value of Options awards outstanding | $ 41,100 | |
Aggregate intrinsic value of options awards vested and expected to vest | 41,100 | |
Performance based vesting awards [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Unrecognized compensation cost | $ 12,983 | |
Weighted-average period over which cost not yet recognized is expected to be recognized | 2 years 1 month 9 days | |
Number of equity-based payment instruments vested during the period | 0 | |
Weighted average grant date fair values | $ 19.35 | |
Weighted average modification date fair value | $ 23.01 | |
Options awards vested during the period | 0 | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of shares available for grant | 2,692,619 | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of shares available for grant | 0 | |
2017 Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Unrecognized compensation cost | $ 2,000 | |
Weighted-average period over which cost not yet recognized is expected to be recognized | 1 year | |
Number of share options (or share units) exercised during the current period. | 0 | |
Number of equity-based payment instruments vested during the period | 0 | |
2017 Plan [Member] | Maximum [Member] | Restricted Stock Units (RSUs) [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Award vesting period | 4 years | |
2017 Plan [Member] | Minimum [Member] | Restricted Stock Units (RSUs) [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Award vesting period | 2 years | |
2022 Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Incremental stock-based compensation expense | $ 23,300 | |
2022 Plan [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Award vesting period | 4 years | |
2022 Plan [Member] | Share-Based Payment Arrangement [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of grants authorized | 12,900,000 | |
Number of shares available for grant | 7,400,000 | |
2022 Plan [Member] | Performance based vesting awards [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Award vesting period | 3 years | |
2022 Plan [Member] | Performance based vesting awards [Member] | Share Based Compensation Award Tranche Two And Three [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of non-vested options outstanding | 512,663 | |
2022 Plan [Member] | Performance based vesting awards [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of shares available for grant | 219,713 | |
2022 Plan [Member] | Maximum [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of options awards vesting percentage | 100% | |
2022 Plan [Member] | Maximum [Member] | Share-Based Payment Arrangement [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Award, expiration period | 10 years | |
2022 Plan [Member] | Maximum [Member] | Performance based vesting awards [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of options awards vesting percentage | 200% | |
2022 Plan [Member] | Minimum [Member] | Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of options awards vesting percentage | 0% | |
2022 Plan [Member] | Minimum [Member] | Performance based vesting awards [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of options awards vesting percentage | 0% |
Stock-based compensation - Sche
Stock-based compensation - Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
stock-based compensation expense | $ 31,994 | $ 3,048 | $ 4,306 |
Cost of Sales [Member] | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
stock-based compensation expense | 12,794 | 1,526 | 1,953 |
Selling, General and Administrative Expenses [Member] | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
stock-based compensation expense | $ 19,200 | $ 1,522 | $ 2,353 |
Stock-based compensation - Summ
Stock-based compensation - Summary of Unrecognized Compensation Expense for Unvested Awards (Details) $ in Thousands | 12 Months Ended |
Mar. 31, 2023 USD ($) | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized compensation expense | $ 46,299 |
Options [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized compensation expense | $ 9,861 |
Weighted- average remaining period | 3 years 14 days |
RSU [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized compensation expense | $ 23,455 |
Weighted- average remaining period | 2 years 1 month 20 days |
PSU [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized compensation expense | $ 12,983 |
Weighted- average remaining period | 2 years 1 month 9 days |
Stock-based compensation - Su_2
Stock-based compensation - Summary of Unrecognized Compensation Expense for Unvested Awards (Parenthetical) (Details) $ in Thousands | Mar. 31, 2023 USD ($) shares |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized compensation cost | $ | $ 46,299 |
Unvested awards outstanding | shares | 512,663 |
Awards without a grant date and measurement date [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unrecognized compensation cost | $ | $ 11,800 |
Unvested awards outstanding | shares | 512,663 |
Stock-based compensation - Su_3
Stock-based compensation - Summary of Fair Value of the Company's Awards Granted Under the 2022 Plan (Details) - 2022 Plan [Member] | 12 Months Ended |
Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Expected dividends | 0 |
Minimum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Expected volatility | 65% |
Risk-free interest rate | 2.50% |
Maximum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Expected volatility | 70% |
Risk-free interest rate | 2.70% |
Stock-based compensation - Su_4
Stock-based compensation - Summary of RSU Awards and PSU Awards Activity (Details) | 12 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Ending balance, shares | 512,663 |
RSU [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Beginning balance, shares | 0 |
Granted | 2,172,234 |
Vested | 0 |
Forfeited | (169,815) |
Ending balance, shares | 2,002,419 |
Beginning balance, Weighted average fair value per share | $ / shares | $ 0 |
Granted, Weighted average fair value per share | $ / shares | 20.12 |
Vested,Weighted average fair value per share | $ / shares | 0 |
Forfeited, Weighted average fair value per share | $ / shares | 16.78 |
Ending balance, Weighted average fair value per share | $ / shares | $ 20.4 |
PSU [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Beginning balance, shares | 0 |
Granted | 219,713 |
Vested | 0 |
Forfeited | 0 |
Ending balance, shares | 219,713 |
Beginning balance, Weighted average fair value per share | $ / shares | $ 0 |
Granted, Weighted average fair value per share | $ / shares | 23.01 |
Vested,Weighted average fair value per share | $ / shares | 0 |
Forfeited, Weighted average fair value per share | $ / shares | 0 |
Ending balance, Weighted average fair value per share | $ / shares | $ 23.01 |
Stock-based compensation - Su_5
Stock-based compensation - Summary of RSU Awards and PSU Awards Activity (Parentheticals) (Details) | Mar. 31, 2023 shares |
Share-Based Payment Arrangement, Disclosure [Abstract] | |
Unvested awards outstanding | 512,663 |
Stock-based compensation - Su_6
Stock-based compensation - Summary of Additional Information PSUs Awarded (Details) | 12 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Targeted number of awards | 512,663 |
Minimum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Range of shares that may be issued | 0 |
Maximum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Range of shares that may be issued | 2,692,619 |
Awards with grant date and measurement date [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Targeted number of awards | 219,713 |
Weighted average fair value per share | $ / shares | $ 23.01 |
Awards with grant date and measurement date [Member] | Minimum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Range of shares that may be issued | 0 |
Awards with grant date and measurement date [Member] | Maximum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Range of shares that may be issued | 439,426 |
Awards without a grant date and measurement date [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Targeted number of awards | 512,663 |
Weighted average fair value per share | $ / shares | $ 23.01 |
Awards without a grant date and measurement date [Member] | Minimum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Range of shares that may be issued | 0 |
Awards without a grant date and measurement date [Member] | Maximum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Range of shares that may be issued | 1,025,326 |
Stock-based compensation - Su_7
Stock-based compensation - Summary of Additional Information PSUs Awarded (Parenthetical) (Details) - Performance Shares [Member] | Mar. 31, 2023 |
Maximum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Payout range | 200% |
Minimum [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Payout range | 0% |
Stock-based compensation - Su_8
Stock-based compensation - Summary of Options Awards Activity (Details) | 12 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Ending balance, shares | 2,692,619 |
Share-Based Payment Arrangement, Option [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Beginning balance, shares | 0 |
Granted | 2,806,905 |
Exercised | 0 |
Forfeited | (114,286) |
Ending balance, shares | 2,692,619 |
Options awards exercisable | 0 |
Options awards vested | 2,692,619 |
Beginning balance, Weighted average exercise price | $ / shares | $ 0 |
Granted, Weighted average exercise price | $ / shares | 21 |
Exercised, Weighted average exercise price | $ / shares | 0 |
Forfeited, Weighted average exercise price | $ / shares | 21 |
Ending balance, Weighted average exercise price | $ / shares | 21 |
Options awards exercisable, Weighted average exercise price | $ / shares | 0 |
Options awards vested, Weighted average exercise price | $ / shares | $ 21 |
Stock-based compensation - Su_9
Stock-based compensation - Summary of Vesting Information (Details) - $ / shares | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Targeted number of awards | 2,692,619 | |
Weighted average fair value per share | $ 6.3 | |
Share-Based Payment Arrangement, Option [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Targeted number of awards | 2,692,619 | 0 |
Options Performance Period end date | Mar. 31, 2026 | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of shares that may be issued | 0 | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Range of shares that may be issued | 2,692,619 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Computation of Earnings Per Share And Weighted Average Shares Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2023 | [1] | |
BASIC EPS | |||
Net income available to Nextracker Inc common stockholders, Income numerator | $ 1,143 | ||
Net income available to Nextracker Inc common stockholders, Weighted average shares | 45,886,065 | 45,886,065 | |
Net income available to Nextracker Inc common stockholders, Per share amount | $ 0.02 | $ 0.02 | |
Effect of Dilutive impact | |||
Common stock equivalents, Weighted average shares | 98,204,522 | ||
Income attributable to non-controlling interests, Income numerator | $ 2,446 | ||
DILUTED EPS | |||
Net income available to Nextracker Inc. common stockholders, Income numerator | $ 3,589 | ||
Net income available to Nextracker Inc common stockholders, Weighted average shares | 145,851,637 | 145,851,637 | |
Net income available to Nextracker Inc common stockholders, Per share amount | $ 0.02 | $ 0.02 | |
Common stock equivalents from Options awards [Member] | |||
Effect of Dilutive impact | |||
Common stock equivalents, Weighted average shares | 377,316 | ||
Common stock equivalents from RSUs [Member] | |||
Effect of Dilutive impact | |||
Common stock equivalents, Weighted average shares | 1,291,346 | ||
Common stock equivalents from PSUs [Member] | |||
Effect of Dilutive impact | |||
Common stock equivalents, Weighted average shares | 92,388 | ||
[1]Basic and diluted income per share is applicable only for the period February 9, 2023 through March 31, 2023, which is the period following the initial public offering (“IPO”) and the related Transactions. See Note 8 for the calculation of shares used in the computation of earnings per share and the basis for the computation of earnings per share. |
Bank borrowings and long-term_3
Bank borrowings and long-term debt - Additional information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Feb. 28, 2023 | Feb. 13, 2023 | Feb. 12, 2023 | Feb. 10, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Debt Instrument [Line Items] | ||||||
Distribution in an aggregate amount | $ 175,000 | |||||
Long-term debt | $ 147,147 | $ 0 | ||||
IPO [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Distribution in an aggregate amount | $ 175,000 | $ 175,000 | ||||
Two Thousand Twenty Three Credit Agreement [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, effective percentage | 6.90% | |||||
Description of reference rate used for variable rate of debt instrument | SOFR rate of 4.97 | |||||
Debt Instrument, basis spread on variable rate | 1.85% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Minimum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis points | 162.50% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Minimum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis points | 62.50% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Minimum [Member] | Eurodollar [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis points | 162.50% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Maximum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis points | 200% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Maximum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis points | 100% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Maximum [Member] | Eurodollar [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis points | 200% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 150,000 | |||||
Line of credit facility frequency of payment and payment terms | The Term Loan requires quarterly principal payments beginning on June 30, 2024 in an amount equal to 0.625% of the original aggregate principal amount of the Term Loan. From June 30, 2025, the quarterly principal payment will increase to 1.25% of the original aggregate principal amount of the Term Loan. The remaining balance of the Term Loan and the outstanding balance of any RCF loans will be repayable on February 11, 2028. | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Term Loan [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, effective percentage | 6.82% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 500,000 | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Quarterly commitment fee on the undrawn portion | 20% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-Term line of credit | 100,000 | |||||
Quarterly commitment fee on the undrawn portion | 35% | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-Term line of credit | 300,000 | |||||
Two Thousand Twenty Three Credit Agreement [Member] | Swing Line Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-Term line of credit | $ 50,000 |
Bank borrowings and long-term_4
Bank borrowings and long-term debt - Scheduled repayments of the Company's bank borrowings and long-term debt (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Long-Term Debt, Fiscal Year Maturity [Abstract] | |
2024 | $ 0 |
2025 | 3,750 |
2026 | 7,500 |
2027 | 7,500 |
2028 | 131,250 |
Total | $ 150,000 |
Supplemental cash flow disclo_3
Supplemental cash flow disclosures - Summary Of Represents Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |||
Unpaid purchases of property and equipment | $ 206 | $ 138 | $ 820 |
Capitalized offering costs | (5,331) | 5,331 | 1,696 |
Legal settlement paid by Parent | 20,428 | 0 | 0 |
Paid-in-kind dividend for Series A redeemable preferred units | 21,427 | 0 | 0 |
Settlement of assets and liabilities with Parent | $ 52,529 | $ 0 | $ 0 |
Supplemental cash flow disclo_4
Supplemental cash flow disclosures - Summary Of Represents Supplemental Cash Flow Disclosures (Parenthetical) (Details) $ in Millions | 12 Months Ended |
Mar. 31, 2023 USD ($) | |
Supplemental Cash Flow Elements [Abstract] | |
Insurance recoverable set off | $ 22.3 |
Relationship with parent and _3
Relationship with parent and related parties - Additional information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Feb. 12, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Related Party Transaction [Line Items] | ||||
Distribution in an aggregate amount | $ 175 | |||
Term Loan [Member] | Two Thousand Twenty Three Credit Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Proceeds from term loan | 150 | |||
Yuma, Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Distribution in an aggregate amount | 153.3 | |||
TPG Rise [Member] | ||||
Related Party Transaction [Line Items] | ||||
Distribution in an aggregate amount | $ 21.7 | |||
Flex Ltd [Member] | ||||
Related Party Transaction [Line Items] | ||||
General corporate expenses | $ 5.2 | $ 13 | $ 13.3 | |
Selling, general and administrative expenses | 3.4 | 9.9 | 10 | |
Cost of sales | 1.8 | 3.1 | 3.3 | |
Related party transaction purchases from related party | 67.1 | 47.7 | 60.3 | |
Due to related parties | $ 37.5 | $ 36.5 | $ 24.4 |
Risk Management and Financial I
Risk Management and Financial Instruments - Summary of Material Transactions Reflected in Accumulated Net Parent Investment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Related Party Transaction [Line Items] | |||
Related party transaction amounts of transaction | $ (31,544) | $ (8,875) | $ 427,725 |
Corporate allocations (excluding stock-based compensation expense) [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction amounts of transaction | 1,483 | 9,999 | 8,998 |
Transfer Of operations To Nextracker [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction amounts of transaction | (39,025) | (2,934) | 5,299 |
Net Cash Pooling Activities [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction amounts of transaction | (35,240) | (35,490) | 377,360 |
Income Taxes [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction amounts of transaction | $ 41,238 | $ 19,550 | $ 36,068 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | ||
Jul. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Litigation settlement amount awarded to other party | $ 42.8 | ||
Loss contingency insurance recovery receivable | $ 22.3 | $ 22.3 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income before Income Tax, Domestic and Foreign (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | |||
Domestic | $ 117,115 | $ 45,259 | $ 161,323 |
Foreign | 51,968 | 19,849 | (3,294) |
Total | $ 169,083 | $ 65,108 | $ 158,029 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Current: | |||
Domestic | $ 35,244 | $ 13,558 | $ 34,013 |
Foreign | 18,238 | 5,974 | 2 |
Total | 53,482 | 19,532 | 34,015 |
Deferred: | |||
Domestic | (8,660) | (6,173) | 54 |
Foreign | 2,928 | 836 | (388) |
Total | (5,732) | (5,337) | (334) |
Provision for income taxes | $ 47,750 | $ 14,195 | $ 33,681 |
Income Taxes - Summary of Effec
Income Taxes - Summary of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Expense (Benefit), Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Income taxes based on domestic statutory rates | $ 35,508 | $ 13,673 | $ 33,186 |
Effect of tax rate differential | 7,487 | 2,638 | 342 |
FDII Deduction | (3,235) | (1,583) | (2,951) |
Foreign disregarded entities | 11,020 | 0 | 0 |
Foreign tax deduction | (3,659) | 0 | 0 |
Amount allocated to Non-controlling interest | (1,671) | 0 | 0 |
Stock-based compensation | 0 | (424) | (4) |
State | 4,535 | 880 | 2,689 |
Guaranteed payment on Series A Preferred Units | (4,500) | (875) | 0 |
Other | 2,265 | (114) | 419 |
Provision for income taxes | $ 47,750 | $ 14,195 | $ 33,681 |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Mar. 31, 2022 |
Deferred tax liabilities: | ||
Fixed assets | $ (54) | $ (67) |
Intangible assets | 0 | (437) |
Others | (2,688) | (663) |
Total deferred tax liabilities | (2,742) | (1,167) |
Deferred tax assets: | ||
Fixed assets | 0 | 47 |
Stock-based compensation | 2,222 | 342 |
Deferred revenue | 0 | 3,967 |
Warranty reserve | 0 | 2,461 |
Accrued professional fees | 0 | 2,378 |
Provision for doubtful accounts | 0 | 449 |
Net operating loss and other carryforwards | 5,467 | 5,553 |
Investment in Nextracker LLC | 249,377 | 0 |
Others | 1,598 | 1,367 |
Total deferred tax assets | 258,664 | 16,564 |
Valuation allowances | (1,528) | 0 |
Total deferred tax assets, net of valuation allowances | 257,136 | 16,564 |
Net deferred tax asset | 254,394 | 15,397 |
The net deferred tax asset is classified as follows: | ||
Long-term asset | 254,767 | 15,828 |
Long-term liability | (373) | (431) |
Total | $ 254,394 | $ 15,397 |
Income Taxes - Summary of Opera
Income Taxes - Summary of Operating Loss Carryforwards (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Operating Loss Carryforwards [Line Items] | |
Deferred Tax Assets, Operating Loss Carryforwards | $ 4,281 |
Tax Period 2024 -2029 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Deferred Tax Assets, Operating Loss Carryforwards | 0 |
Tax Period 2030 - 2035 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Deferred Tax Assets, Operating Loss Carryforwards | 437 |
Tax Period 2036 - Post [Member] | |
Operating Loss Carryforwards [Line Items] | |
Deferred Tax Assets, Operating Loss Carryforwards | 0 |
Indefinite Tax Period [Member] | |
Operating Loss Carryforwards [Line Items] | |
Deferred Tax Assets, Operating Loss Carryforwards | $ 3,844 |
Income Taxes - Summary of Recon
Income Taxes - Summary of Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Uncertainties [Abstract] | |||
Balance, beginning of fiscal year | $ 440 | $ 465 | $ 410 |
Impact from foreign exchange rates fluctuation | (6) | (25) | 55 |
Balance, end of fiscal year | $ 434 | $ 440 | $ 465 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2021 | Feb. 13, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Line Items] | ||||
U.S. domestic statutory income tax rate | 21% | 21% | ||
Tax receivable agreement payable | $ 230,300 | |||
Deferred tax asset tax receivable agreement | 249,400 | |||
Percentage of tax benefits on tax receivable agreement | 85% | |||
Unrecognized tax benefits interest and penalties expense | 100 | |||
Unrecognized tax benefits interest and penalties accrued | 500 | $ 400 | ||
Deferred Tax Liability Not Recognized, Amount of Unrecognized Deferred Tax Liability, Undistributed Earnings of Foreign Subsidiaries | 500 | |||
Undistributed earnings of foreign subsidiaries | 4,900 | |||
Deferred tax assets tax losses and other carryforwards | 4,300 | |||
Deferred tax assets valuation allowance | $ 1,528 | $ 0 |
Segment Reporting - Summary of
Segment Reporting - Summary of Geographic Information of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue, Major Customer [Line Items] | |||
Revenue | $ 1,902,137 | $ 1,457,592 | $ 1,195,617 |
Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | |||
Revenue, Major Customer [Line Items] | |||
Revenue | 1,902,137 | 1,457,592 | 1,195,617 |
U.S. [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | |||
Revenue, Major Customer [Line Items] | |||
Revenue | $ 1,298,596 | $ 904,946 | $ 900,927 |
Concentration risk percentage | 68% | 62% | 75% |
Rest of the World [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | |||
Revenue, Major Customer [Line Items] | |||
Revenue | $ 603,541 | $ 552,646 | $ 294,690 |
Concentration risk percentage | 32% | 38% | 25% |
Brazil [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | |||
Revenue, Major Customer [Line Items] | |||
Revenue | $ 295,846 | $ 188,368 | $ 14,440 |
Concentration risk percentage | 16% | 13% | 1% |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue, Major Customer [Line Items] | |||
Property and equipment, net | $ 7,255 | $ 7,423 | |
Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | Other than U.S. and Brazil [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk percentage | 10% | 10% | |
Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | U.S. [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk percentage | 68% | 62% | 75% |
Geographic Concentration Risk [Member] | Property, plant and equipment [Member] | U.S. [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk percentage | 99% | 99% | |
Property and equipment, net | $ 7,200 | $ 7,300 |