Segment Information | Segment Information Reportable operating segments are determined based on Comtech’s management approach. The management approach, as defined by FASB ASC 280 "Segment Reporting" is based on the way that the CODM organizes the segments within an enterprise for making decisions about resources to be allocated and assessing their performance. Our CODM, for purposes of FASB ASC 280, is our Chief Executive Officer. Our Commercial Solutions segment offers satellite ground station technologies (such as modems and amplifiers) and public safety and location technologies (such as 911 call routing and mapping solutions) to commercial customers and smaller government customers, such as state and local governments. This segment also serves certain large government customers (including the U.S. government) that have requirements for off-the-shelf commercial equipment. Our Government Solutions segment provides mission-critical technologies (such as tactical satellite-based networks and ongoing support for complicated communications networks) and high-performance transmission technologies (such as troposcatter systems and solid-state, high-power amplifiers) to large government end-users (including those of foreign countries), large international customers and domestic prime contractors. Our CODM primarily uses a metric that we refer to as Adjusted EBITDA to measure an operating segment’s performance and to make decisions about resources to be allocated. Our Adjusted EBITDA metric for the Commercial Solutions and Government Solutions segments do not consider any allocation of indirect expense, or any of the following: income taxes, interest (income) and other, write-off of deferred financing costs, interest expense, amortization of stock-based compensation, amortization of intangible assets, depreciation expenses, estimated contract settlement costs, settlement of intellectual property litigation, acquisition plan expenses, facility exit costs or strategic alternatives analysis expenses and other expenses that relate to our Unallocated segment. These items, while periodically affecting our results, may vary significantly from period to period and may have a disproportionate effect in a given period, thereby affecting the comparability of results. Any amounts shown in the Adjusted EBITDA calculation for our Commercial Solutions and Government Solutions segments are directly attributable to those segments. Our Adjusted EBITDA is also used by our management in assessing the Company's operating results. Although closely aligned, the Company's definition of Adjusted EBITDA is different than the Consolidated EBITDA (as such term is defined in our Credit Facility) utilized for financial covenant calculations and also may differ from the definition of EBITDA or Adjusted EBITDA used by other companies and, therefore, may not be comparable to similarly titled measures used by other companies. Operating segment information, along with a reconciliation of segment net income (loss) and consolidated net income to Adjusted EBITDA is presented in the tables below: Three months ended January 31, 2020 Commercial Solutions Government Solutions Unallocated Total Net sales $ 96,122,000 65,532,000 — $ 161,654,000 Operating income (loss) $ 12,619,000 5,003,000 (11,388,000 ) $ 6,234,000 Net income (loss) $ 12,702,000 5,016,000 (14,223,000 ) $ 3,495,000 (Benefit from) provision for income taxes (112,000 ) — 1,229,000 1,117,000 Interest (income) and other 20,000 (13,000 ) (1,000 ) 6,000 Interest expense 9,000 — 1,607,000 1,616,000 Amortization of stock-based compensation — — 1,238,000 1,238,000 Amortization of intangibles 4,362,000 867,000 — 5,229,000 Depreciation 2,183,000 312,000 226,000 2,721,000 Estimated contract settlement costs (262,000 ) — — (262,000 ) Acquisition plan expenses — — 6,025,000 6,025,000 Adjusted EBITDA $ 18,902,000 6,182,000 (3,899,000 ) $ 21,185,000 Purchases of property, plant and equipment $ 915,000 201,000 142,000 $ 1,258,000 Long-lived assets acquired in connection with the acquisition of CGC $ — 31,131,000 — $ 31,131,000 Total assets at January 31, 2020 $ 672,336,000 233,221,000 44,385,000 $ 949,942,000 Three months ended January 31, 2019 Commercial Solutions Government Solutions Unallocated Total Net sales $ 86,735,000 77,398,000 — $ 164,133,000 Operating income (loss) $ 8,758,000 7,783,000 (4,128,000 ) $ 12,413,000 Net income (loss) $ 8,725,000 7,822,000 (8,721,000 ) $ 7,826,000 Provision for income taxes 43,000 — 2,328,000 2,371,000 Interest (income) and other (29,000 ) (44,000 ) 22,000 (51,000 ) Interest expense 19,000 5,000 2,243,000 2,267,000 Amortization of stock-based compensation — — 1,191,000 1,191,000 Amortization of intangibles 3,444,000 844,000 — 4,288,000 Depreciation 2,296,000 367,000 186,000 2,849,000 Estimated contract settlement costs 3,886,000 — — 3,886,000 Settlement of intellectual property litigation — — (3,204,000 ) (3,204,000 ) Acquisition plan expenses — — 1,778,000 1,778,000 Adjusted EBITDA $ 18,384,000 8,994,000 (4,177,000 ) $ 23,201,000 Purchases of property, plant and equipment $ 1,971,000 432,000 133,000 $ 2,536,000 Total assets at January 31, 2019 $ 594,992,000 210,120,000 38,215,000 $ 843,327,000 Six months ended January 31, 2020 Commercial Solutions Government Solutions Unallocated Total Net sales $ 190,436,000 141,485,000 — $ 331,921,000 Operating income (loss) $ 22,460,000 12,086,000 (19,052,000 ) $ 15,494,000 Net income (loss) $ 22,569,000 12,111,000 (24,797,000 ) $ 9,883,000 (Benefit from) provision for income taxes (99,000 ) — 2,361,000 2,262,000 Interest (income) and other (27,000 ) (26,000 ) (18,000 ) (71,000 ) Interest expense 17,000 1,000 3,402,000 3,420,000 Amortization of stock-based compensation — — 2,117,000 2,117,000 Amortization of intangibles 8,724,000 1,711,000 — 10,435,000 Depreciation 4,379,000 625,000 368,000 5,372,000 Estimated contract settlement costs (32,000 ) — — (32,000 ) Acquisition plan expenses — — 8,414,000 8,414,000 Adjusted EBITDA $ 35,531,000 14,422,000 (8,153,000 ) $ 41,800,000 Purchases of property, plant and equipment $ 1,915,000 425,000 168,000 $ 2,508,000 Long-lived assets acquired in connection with the acquisition of CGC $ — 31,131,000 — $ 31,131,000 Total assets at January 31, 2020 $ 672,336,000 233,221,000 44,385,000 $ 949,942,000 Six months ended January 31, 2019 Commercial Solutions Government Solutions Unallocated Total Net sales $ 164,708,000 160,269,000 — $ 324,977,000 Operating income (loss) $ 15,816,000 14,427,000 (10,537,000 ) $ 19,706,000 Net income (loss) $ 15,697,000 14,432,000 (18,835,000 ) $ 11,294,000 Provision for income taxes 55,000 — 189,000 244,000 Interest (income) and other 23,000 (12,000 ) 4,000 15,000 Write-off of deferred financing costs — — 3,217,000 3,217,000 Interest expense 41,000 7,000 4,888,000 4,936,000 Amortization of stock-based compensation — — 2,237,000 2,237,000 Amortization of intangibles 6,889,000 1,688,000 — 8,577,000 Depreciation 4,524,000 746,000 430,000 5,700,000 Estimated contract settlement costs 3,886,000 — — 3,886,000 Settlement of intellectual property litigation — — (3,204,000 ) (3,204,000 ) Acquisition plan expenses — — 2,908,000 2,908,000 Facility exit costs — 1,373,000 — 1,373,000 Adjusted EBITDA $ 31,115,000 18,234,000 (8,166,000 ) $ 41,183,000 Purchases of property, plant and equipment $ 2,863,000 1,061,000 257,000 $ 4,181,000 Total assets at January 31, 2019 $ 594,992,000 210,120,000 38,215,000 $ 843,327,000 Unallocated expenses result from corporate expenses such as executive compensation, accounting, legal and other regulatory compliance related costs and also includes all of our amortization of stock-based compensation. During the three months ended January 31, 2020 and 2019 , unallocated expenses also include $6,025,000 and $1,778,000 of acquisition plan expenses, respectively. During the six months ended January 31, 2020 and 2019 , unallocated expenses also include $8,414,000 and $2,908,000 of acquisition plan expenses, respectively. In addition, offsetting unallocated expenses for the three and six months ended January 31, 2019 is a $3,204,000 benefit as a result of a favorable ruling issued by the U.S. Court of Appeals for the Federal Circuit related to a legacy TCS intellectual property matter. Interest expense in the tables above relate to our Prior Credit Facility and Credit Facility, and includes the amortization of deferred financing costs. In addition, during the six months ended January 31, 2019, we recorded a $3,217,000 loss from the write-off of deferred financing costs primarily related to the Term Loan Facility portion of our Prior Credit Facility. See Note (11) - "Credit Facility" for further discussion. Intersegment sales for the three months ended January 31, 2020 and 2019 by the Commercial Solutions segment to the Government Solutions segment were $1,862,000 and $4,562,000 , respectively. Intersegment sales for the six months ended January 31, 2020 and 2019 by the Commercial Solutions segment to the Government Solutions segment were $3,761,000 and $13,102,000 , respectively. There were nominal sales by the Government Solutions segment to the Commercial Solutions segment for these periods. All intersegment sales are eliminated in consolidation and are excluded from the tables above. Unallocated assets at January 31, 2020 consist principally of cash and cash equivalents, income taxes receivable, corporate property, plant and equipment and deferred financing costs. Substantially all of our long-lived assets are located in the U.S. |