Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Jan. 28, 2024 | Mar. 22, 2024 | Jul. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Current Fiscal Year End Date | --01-28 | ||
Document Transition Report | false | ||
Entity File Number | 001-06395 | ||
Entity Registrant Name | SEMTECH CORP | ||
Entity Central Index Key | 0000088941 | ||
Document Fiscal Year Focus | 2024 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 95-2119684 | ||
Entity Address, Address Line One | 200 Flynn Road | ||
Entity Address, City or Town | Camarillo | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 93012-8790 | ||
City Area Code | 805 | ||
Local Phone Number | 498-2111 | ||
Title of 12(b) Security | Common Stock par value $0.01 per share | ||
Trading Symbol | SMTC | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.3 | ||
Entity Common Stock, Shares Outstanding | 64,563,181 | ||
Documents Incorporated by Reference | Portions of the registrant’s Proxy Statement in connection with registrant’s 2024 annual meeting of stockholders to be filed with the Securities and Exchange Commission no later than 120 days after the end of the registrant’s fiscal year ended January 28, 2024 are incorporated by reference into Part III hereof. | ||
Document Period End Date | Jan. 28, 2024 |
Audit Information
Audit Information | 12 Months Ended |
Jan. 28, 2024 | |
Audit Information [Abstract] | |
Auditor Name | Deloitte & Touche LLP |
Auditor Location | Los Angeles, California |
Auditor Firm ID | 34 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Income Statement [Abstract] | |||
Net sales | $ 868,758,000 | $ 756,533,000 | $ 740,858,000 |
Cost of sales | 447,000,000 | 272,314,000 | 274,777,000 |
Amortization of acquired technology | 33,716,000 | 5,661,000 | 4,942,000 |
Acquired technology impairments | 91,792,000 | 0 | 0 |
Total cost of sales | 572,508,000 | 277,975,000 | 279,719,000 |
Gross profit | 296,250,000 | 478,558,000 | 461,139,000 |
Operating costs and expenses, net: | |||
Selling, general and administrative | 220,220,000 | 224,812,000 | 168,210,000 |
Product development and engineering | 186,450,000 | 166,948,000 | 147,925,000 |
Intangible amortization | 14,913,000 | 821,000 | 0 |
Restructuring | 23,775,000 | 11,491,000 | 0 |
Gain on sale of business | 0 | (18,313,000) | 0 |
Changes in the fair value of contingent earn-out obligations | 0 | 0 | (13,000) |
Intangible impairment | 39,593,000 | 0 | 0 |
Impairment of goodwill | 755,621,000 | 0 | 0 |
Total operating costs and expenses, net | 1,240,572,000 | 385,759,000 | 316,122,000 |
Operating (loss) income | (944,322,000) | 92,799,000 | 145,017,000 |
Interest expense | (95,813,000) | (17,646,000) | (5,091,000) |
Interest income | 3,051,000 | 5,801,000 | 1,469,000 |
Non-operating expense, net | (542,000) | (1,331,000) | (989,000) |
Investment impairments and credit loss reserves, net | (3,929,000) | (1,156,000) | (1,337,000) |
(Loss) income before taxes and equity method income | (1,041,555,000) | 78,467,000 | 139,069,000 |
Provision for income taxes | 50,519,000 | 17,344,000 | 15,539,000 |
Net (loss) income before equity method income | (1,092,074,000) | 61,123,000 | 123,530,000 |
Equity method income | 45,000 | 249,000 | 2,115,000 |
Net (loss) income | (1,092,029,000) | 61,372,000 | 125,645,000 |
Net income (loss) attributable to noncontrolling interest | 1,000 | (8,000) | (19,000) |
Net (loss) income attributable to common stockholders | $ (1,092,030,000) | $ 61,380,000 | $ 125,664,000 |
(Loss) earnings per share: | |||
Basic (in dollars per share) | $ (17.03) | $ 0.96 | $ 1.94 |
Diluted (in dollars per share) | $ (17.03) | $ 0.96 | $ 1.92 |
Weighted average number of shares used in computing earnings per share: | |||
Basic (in shares) | 64,127 | 63,770 | 64,662 |
Diluted (in shares) | 64,127 | 64,013 | 65,565 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Net income | $ (1,092,029) | $ 61,372 | $ 125,645 |
Other comprehensive (loss) income, net: | |||
Unrealized gain on available-for-sale securities | 0 | 0 | 638 |
Reclassification of cumulative translation gain to net income | 0 | (48) | 0 |
Cumulative translation adjustment | (10,834) | 0 | 0 |
Change in defined benefit plans, net | (899) | 5,391 | 3,876 |
Other comprehensive (loss) income, net | (6,353) | 5,435 | 6,093 |
Comprehensive (loss) income | (1,098,382) | 66,807 | 131,738 |
Comprehensive income (loss) attributable to noncontrolling interest | 1 | (8) | (19) |
Comprehensive (loss) income attributable to common stockholders | (1,098,383) | 66,815 | 131,757 |
Foreign currency cash flow hedges | |||
Other comprehensive (loss) income, net: | |||
Unrealized gain (loss) on cash flow hedges, net | (36) | 499 | 0 |
Reclassifications of realized (gain) loss on cash flow hedges, net to net income | (441) | 59 | 0 |
Interest Rate Swap | |||
Other comprehensive (loss) income, net: | |||
Unrealized gain (loss) on cash flow hedges, net | 13,855 | 1,252 | 835 |
Reclassifications of realized (gain) loss on cash flow hedges, net to net income | $ (7,998) | $ (1,718) | $ 744 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 128,585 | $ 235,510 |
Accounts receivable, less allowances of $4,161 and $3,881, respectively | 134,322 | 161,695 |
Inventories | 144,992 | 207,704 |
Prepaid taxes | 11,969 | 6,243 |
Other current assets | 114,329 | 111,634 |
Total current assets | 534,197 | 722,786 |
Non-current assets: | ||
Property, plant and equipment, net of accumulated depreciation of $283,725 and $257,978, respectively | 153,618 | 169,293 |
Deferred tax assets | 18,014 | 63,783 |
Goodwill | 541,227 | 1,281,703 |
Other intangible assets, net | 35,566 | 215,102 |
Other assets | 91,113 | 116,961 |
TOTAL ASSETS | 1,373,735 | 2,569,628 |
Current liabilities: | ||
Accounts payable | 45,051 | 100,676 |
Accrued liabilities | 172,105 | 253,075 |
Current portion of long-term debt | 0 | 43,104 |
Total current liabilities | 217,156 | 396,855 |
Non-current liabilities: | ||
Deferred tax liabilities | 829 | 5,065 |
Long term debt, less current portion | 1,371,039 | 1,296,966 |
Other long-term liabilities | 91,961 | 114,707 |
Commitments and contingencies (Note 14) | ||
Stockholders’ Equity (Deficit): | ||
Common stock, $0.01 par value, 250,000,000 shares authorized, 78,136,144 issued and 64,415,861 outstanding and 78,136,144 issued and 63,870,581 outstanding, respectively | 785 | 785 |
Treasury stock, at cost, 13,720,283 shares and 14,265,563 shares, respectively | (556,888) | (577,907) |
Additional paid-in capital | 485,452 | 471,374 |
Retained (deficit) earnings | (233,790) | 858,240 |
Accumulated other comprehensive (loss) income | (2,993) | 3,360 |
Total stockholders’ equity (deficit) | (307,434) | 755,852 |
Noncontrolling interest | 184 | 183 |
Total equity (deficit) | (307,250) | 756,035 |
TOTAL LIABILITIES AND EQUITY (DEFICIT) | $ 1,373,735 | $ 2,569,628 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 4,161 | $ 3,881 |
Accumulated depreciation | $ 283,725 | $ 257,978 |
Common stock, par value (usd per share) | $ 0.01 | |
Common stock, shares authorized | 250,000,000 | |
Common stock, shares issued | 78,136,144 | 78,136,144 |
Common stock, shares outstanding | 64,415,861 | 63,870,581 |
Treasury stock, at cost, shares | 13,720,283 | 14,265,563 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock, at Cost | Additional Paid-in Capital | Retained (Deficit) Earnings | Accumulated Other Comprehensive Income (Loss) | Stockholders’ Equity (Deficit) | Noncontrolling Interest |
Beginning balance (in shares) at Jan. 31, 2021 | 65,098,379 | |||||||
Beginning balance at Jan. 31, 2021 | $ 698,953 | $ 785 | $ (438,798) | $ 473,728 | $ 671,196 | $ (8,168) | $ 698,743 | $ 210 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 125,645 | 125,664 | 125,664 | (19) | ||||
Other comprehensive income (loss) | 6,093 | 6,093 | 6,093 | |||||
Share-based compensation | 50,966 | 50,966 | 50,966 | |||||
Repurchase of common stock (in shares) | (1,768,772) | |||||||
Repurchase of common stock | (129,746) | (129,746) | (129,746) | |||||
Treasury stock reissued (in shares) | 768,958 | |||||||
Treasury stock reissued to settle share-based awards | (14,136) | 18,602 | (32,738) | (14,136) | ||||
Ending balance (in shares) at Jan. 30, 2022 | 64,098,565 | |||||||
Ending balance at Jan. 30, 2022 | 737,775 | $ 785 | (549,942) | 491,956 | 796,860 | (2,075) | 737,584 | 191 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 61,372 | 61,380 | 61,380 | (8) | ||||
Other comprehensive income (loss) | 5,435 | 5,435 | 5,435 | |||||
Sale of warrants | 42,909 | 42,909 | 42,909 | |||||
Purchase of convertible note hedge | (72,559) | (72,559) | (72,559) | |||||
Share-based compensation | 44,673 | 44,673 | 44,673 | |||||
Repurchase of common stock (in shares) | (762,093) | |||||||
Repurchase of common stock | (50,000) | (50,000) | (50,000) | |||||
Treasury stock reissued (in shares) | 534,109 | |||||||
Treasury stock reissued to settle share-based awards | $ (13,570) | 22,035 | (35,605) | (13,570) | ||||
Ending balance (in shares) at Jan. 29, 2023 | 63,870,581 | 63,870,581 | ||||||
Ending balance at Jan. 29, 2023 | $ 756,035 | $ 785 | (577,907) | 471,374 | 858,240 | 3,360 | 755,852 | 183 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | (1,092,029) | (1,092,030) | (1,092,030) | 1 | ||||
Other comprehensive income (loss) | (6,353) | (6,353) | (6,353) | |||||
Share-based compensation | 41,811 | 41,811 | 41,811 | |||||
Treasury stock reissued (in shares) | 545,280 | |||||||
Treasury stock reissued to settle share-based awards | $ (6,714) | 21,019 | (27,733) | (6,714) | ||||
Ending balance (in shares) at Jan. 28, 2024 | 64,415,861 | 64,415,861 | ||||||
Ending balance at Jan. 28, 2024 | $ (307,250) | $ 785 | $ (556,888) | $ 485,452 | $ (233,790) | $ (2,993) | $ (307,434) | $ 184 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Cash flows from operating activities: | |||
Net income | $ (1,092,029,000) | $ 61,372,000 | $ 125,645,000 |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | |||
Depreciation and amortization | 77,968,000 | 32,151,000 | 30,892,000 |
Amortization of right-of-use assets | 6,484,000 | 4,742,000 | 4,410,000 |
Right-of-use asset impairment | 3,884,000 | 0 | 0 |
Investment impairments and credit loss reserves, net | 3,929,000 | 1,156,000 | 1,337,000 |
Impairment of goodwill | 755,621,000 | 0 | 0 |
Intangible impairment | 131,385,000 | 0 | 0 |
Accretion of deferred financing costs and debt discount | 7,320,000 | 1,421,000 | 481,000 |
Write-off of deferred financing cost and debt discount | 4,446,000 | 0 | 0 |
Deferred income taxes | 40,636,000 | (15,256,000) | (3,782,000) |
Share-based compensation | 40,170,000 | 39,248,000 | 51,189,000 |
Loss (gain) on disposition of business operations and assets | 8,000 | (18,260,000) | (54,000) |
Changes in the fair value of contingent earn-out obligations | 0 | 0 | (13,000) |
Equity in net (gains) losses of equity method investments | (45,000) | (249,000) | (2,115,000) |
Corporate owned life insurance, net | 4,746,000 | 810,000 | 4,766,000 |
Amortization of inventory step-up | 3,314,000 | 0 | 0 |
Changes in assets and liabilities: | |||
Accounts receivable, net | 27,443,000 | 2,445,000 | (1,074,000) |
Inventories | 57,308,000 | (3,752,000) | (26,509,000) |
Other assets | 1,817,000 | 6,302,000 | 11,176,000 |
Accounts payable | (44,346,000) | (3,697,000) | (2,145,000) |
Accrued liabilities | (118,517,000) | 18,921,000 | 17,829,000 |
Other liabilities | (5,462,000) | (643,000) | (8,910,000) |
Net cash (used in) provided by operating activities | (93,920,000) | 126,711,000 | 203,123,000 |
Cash flows from investing activities: | |||
Proceeds from sales of property, plant and equipment | 410,000 | 38,000 | 110,000 |
Purchase of property, plant and equipment | (29,185,000) | (28,323,000) | (26,181,000) |
Proceeds from sale of investments | 0 | 2,275,000 | 0 |
Purchase of investments | (930,000) | (6,748,000) | (8,245,000) |
Purchase of intangibles | (1,915,000) | 0 | 0 |
Proceeds from sale of business, net of cash disposed | 0 | 26,193,000 | 0 |
Acquisition, net of cash acquired | 0 | (1,240,757,000) | 0 |
Proceeds from corporate-owned life insurance | 8,923,000 | 5,065,000 | 0 |
Premiums paid for corporate-owned life insurance | 0 | (5,065,000) | (6,000,000) |
Net cash used in investing activities | (22,697,000) | (1,247,322,000) | (40,316,000) |
Cash flows from financing activities: | |||
Proceeds from revolving line of credit | 70,000,000 | 10,000,000 | 20,000,000 |
Payments of revolving line of credit | (5,000,000) | (33,000,000) | (28,000,000) |
Proceeds from term loans | 0 | 895,000,000 | 0 |
Payments of term loans | (272,375,000) | 0 | 0 |
Proceeds from convertible senior notes | 250,000,000 | 319,500,000 | 0 |
Proceeds from sale of warrants | 0 | 42,909,000 | 0 |
Purchase of convertible note hedge | 0 | (72,559,000) | 0 |
Deferred financing costs | (25,361,000) | (21,760,000) | 0 |
Payments of earn-out | 0 | 0 | (215,000) |
Payments for employee share-based compensation payroll taxes | (6,714,000) | (14,190,000) | (19,413,000) |
Proceeds from exercise of stock options | 0 | 620,000 | 5,277,000 |
Repurchase of common stock | 0 | (50,000,000) | (129,746,000) |
Net cash provided by (used in) financing activities | 10,550,000 | 1,076,520,000 | (152,097,000) |
Net (decrease) increase in cash and cash equivalents | (106,925,000) | (44,091,000) | 10,710,000 |
Cash and cash equivalents at beginning of period | 235,510,000 | 279,601,000 | 268,891,000 |
Cash and cash equivalents at end of period | 128,585,000 | 235,510,000 | 279,601,000 |
Supplemental disclosure of cash flow information | |||
Interest paid | 83,583,000 | 11,745,000 | 4,295,000 |
Income taxes paid | 19,758,000 | 10,364,000 | 3,333,000 |
Non-cash items | |||
Capital expenditures in accounts payable | 860,000 | 9,390,000 | 5,513,000 |
Accrued deferred financing costs | 828,000 | 2,767,000 | 0 |
Conversion of note into equity | 1,271,000 | 0 | 626,000 |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | $ (858,000) | $ 0 | $ 0 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Jan. 28, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Semtech Corporation (together with its consolidated subsidiaries, the "Company" or "Semtech") is a high-performance semiconductor, Internet of Things (“IoT”) systems and cloud connectivity service provider. The end customers for the Company’s silicon solutions are primarily original equipment manufacturers ("OEMs") that produce and sell technology solutions. The Company’s IoT module, router, gateway and managed connectivity solutions ship to IoT device makers and enterprises to provide IoT connectivity to end devices. The Company designs, develops, manufactures and markets a wide range of products for commercial applications, the majority of which are sold into the infrastructure, high-end consumer and industrial end markets. Basis of Presentation The Company reports results on the basis of 52 and 53-week periods and ends its fiscal year on the last Sunday in January. Fiscal years 2024, 2023 and 2022 each consisted of 52 weeks. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its majority-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The Company’s Consolidated Statements of Operations are referred to herein as the "Statements of Operations," the Company’s Consolidated Balance Sheets are referred to herein as the "Balance Sheets" and the Company's Consolidated Statements of Cash Flows are referred to herein as the "Statements of Cash Flows." The Company consolidates entities that are not variable interest entities ("VIEs") when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity. The Company consolidates VIEs in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 810, "Consolidation." Entities for which the Company owns an interest, but does not consolidate, are accounted for under the equity method or cost method of accounting as minority investments and are included in “Other Assets” within the Balance Sheets. The ownership interest in a consolidated subsidiary of the Company held by outside parties is included in “Noncontrolling Interest” within the Balance Sheets. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Jan. 28, 2024 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Cash and Cash Equivalents The Company considers all highly-liquid investments with an original maturity of 90 days or less and money market mutual funds to be cash equivalents. The Company maintains cash balances and cash equivalents in highly-qualified financial institutions. At various times, such amounts are in excess of insured limits. Cash equivalents can consist of money market mutual funds, government and corporate obligations, and bank time deposits. Investments The Company’s investment policy restricts investments to high credit quality investments with limits on the length to maturity and requires diversification of investment portfolio. These investments, especially corporate obligations, are subject to default risk. The Company classifies its convertible debt investments as available-for-sale ("AFS") securities and reports these investments at fair value with current and long-term AFS investments included in "Other current assets" and "Other assets," respectively, in the Balance Sheets. Unrealized gains or losses, net of tax, are recorded in "Accumulated other comprehensive (loss) income" in the Balance Sheets, and realized gains or losses, as well as current expected credit loss reserves are recorded in "Non-operating income, net" in the Statements of Operations. The Company has minority equity investments in privately-held companies that are classified in "Other assets" in the Balance Sheets. Substantially all of these investments are carried at cost because the Company does not have readily determinable fair values or because the Company does not have the ability to exercise significant influence over the companies. The Company has determined that it is not practicable to estimate the fair values of these investments and accounts for them at cost in accordance with ASC 321–Investments. As of January 28, 2024 and January 29, 2023, the Company had aggregate net investments carried at cost of $36.5 million and $36.8 million, respectively. As of January 28, 2024 and January 29, 2023, aggregate net investments accounted for under the equity method of accounting totaled $6.4 million and $6.4 million, respectively. The Company monitors whether there have been any events or changes in circumstances that would have a significant adverse effect on the fair values of these investments and recognizes losses in the Statements of Operations when it determines that declines in the fair values of its investments below their cost are other than temporary. The Company recorded investment impairments and credit loss reserves, net of $3.9 million, $1.2 million and $1.3 million during fiscal years 2024, 2023 and 2022, respectively. Accounts Receivable Allowances Accounts receivable are recorded at net realizable value or the amount that the Company expects to collect on gross customer trade receivables. The Company evaluates the collectability of its accounts receivable based on a combination of factors. The Company generally does not require collateral on accounts receivable as the majority of the Company’s customers are large, well-established companies. Historically, bad debt provisions have been consistent with management’s expectations. If the Company becomes aware of a customer’s inability to meet its financial obligations after a sale has occurred, it records an allowance to reduce the net receivable to the amount it reasonably believes it will be able to collect from the customer. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are past due, the current business environment and historical experience. If the financial condition of the Company’s customers were to deteriorate or if economic conditions worsen, additional allowances may be required in the future. All of the Company’s accounts receivables are trade-related receivables. Inventories Inventories are stated at lower of cost or net realizable value and consist of materials, labor, and overhead. The Company determines the cost of inventory by the first-in, first-out method. The Company evaluates inventories for excess quantities and obsolescence. This evaluation includes analysis of sales levels by product and projections of future demand. If future demand or market conditions are less favorable than the Company’s projections, a write-down of inventory may be required, and would be reflected in cost of goods sold in the period the revision is made. In order to state the inventory at lower of cost or net realizable value, the Company maintains reserves against inventory to write down its inventory on a part-by-part basis, if required. Business Combinations The Company accounts for business combinations in accordance with ASC 805, “Business Combinations.” The Company allocates the purchase price paid for assets acquired and liabilities assumed in connection with acquisitions based on their estimated fair values at the time of acquisition. This allocation involves a number of assumptions, estimates and judgments that could materially affect the timing or amounts recognized in its financial statements. The most subjective areas include determining the fair values of the following: • intangible assets, including the valuation methodology, estimations of future cash flows, discount rates, market segment growth rates and the Company's assumed market segment share, as well as the estimated useful life of intangible assets; • deferred tax assets and liabilities, uncertain tax positions and tax-related valuation allowances, which are initially estimated as of the acquisition date; • inventory; property, plant and equipment; pre-existing liabilities or legal claims; deferred revenue; and contingent consideration, each as may be applicable; and • goodwill as measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. The Company’s assumptions and estimates are based upon comparable market data and information obtained from management and the management of the acquired companies. The Company allocates goodwill to the reporting units of the business that are expected to benefit from the business combination. Variable Interest Entities The Company consolidates VIEs in accordance with ASC 810, "Consolidation," if it is the primary beneficiary of the VIE, which is determined if it has a controlling financial interest in the VIE. A controlling financial interest will have both of the following characteristics: (i) the power to direct the VIE's activities that most significantly impact the VIE's economic performance and (ii) the obligation to absorb the VIE's losses that could potentially be significant to the VIE or the right to receive the VIE's benefits that could potentially be significant to the VIE. The Company’s variable interests in VIEs may be in the form of equity ownership, contracts to purchase assets, management services, and development agreements between the Company and a VIE, loans provided by the Company to a VIE or other member, and/or guarantees provided by members to banks and other parties. The Company analyzes its investments or other interests to determine whether it represents a variable interest in a VIE. If so, the Company evaluates the facts to determine whether it is the primary beneficiary, based on if it has a controlling financial interest in the VIE. The Company concluded that some of its equity interests represent a variable interest, but it is not the primary beneficiary as prescribed in ASC 810. Specifically, in reaching this conclusion, the Company considered the activities that most significantly drive profitability for these private entities and determined that the activities that most significantly drive profitability are related to the technology and related product road maps. In some cases, the Company has a board observer role, however, it concluded that in these cases it was not in a position of decision-making or other authority to influence the activities of the private entities that could be considered significant with respect to their operations, including research and development plans and changes to their product road maps. Derivatives and Hedging Activities The Company records all derivatives on the Balance Sheets at fair value in accordance with ASC 815, "Derivatives and Hedging" (other than the Convertible Note Hedge Transactions and the Warrants, which are recorded in additional paid-in capital as described below). The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. The Convertible Note Hedge Transactions and the Warrants meet certain accounting criteria under GAAP, are recorded in additional paid-in capital on the Balance Sheets, and are not accounted for as derivatives that are remeasured each reporting period. In accordance with the FASB’s fair value measurement guidance, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Property, Plant and Equipment Property, plant and equipment are stated at cost or at fair market value at the time of acquisition. Depreciation is computed over the estimated useful lives of the related asset type or term of the operating lease using the straight-line method for financial statement purposes. Maintenance and repairs are charged to expense as incurred and the costs of additions and betterments that increase the useful lives of the assets are capitalized. Goodwill The Company performs an annual impairment assessment of goodwill at the reporting unit level in the fourth quarter of each fiscal year, or more frequently if indicators of potential impairment exist. The analysis may include both qualitative and quantitative factors to assess the likelihood of an impairment. The reporting unit’s carrying value used in an impairment test represents the assignment of various assets and liabilities, excluding certain corporate assets and liabilities, such as cash, investments and debt. Qualitative factors include industry and market considerations, overall financial performance and other relevant events and factors affecting the reporting unit. Additionally, as part of this assessment, the Company may perform a quantitative analysis to support the qualitative factors above by applying sensitivities to assumptions and inputs used in measuring a reporting unit’s fair value. The Company’s quantitative impairment test considers both the income approach and the market approach to estimate a reporting unit's fair value. Significant estimates include market segment growth rates, assumed market segment share, estimated costs and discount rates based on a reporting unit's weighted average cost of capital. The Company tests the reasonableness of the inputs and outcomes of its discounted cash flow analysis against available market data. During fiscal year 2024, the Company recorded $755.6 million of goodwill impairment. No impairment of goodwill was recorded during fiscal years 2023 and 2022 as the fair values of all of the Company's reporting units exceeded their carrying values. See Note 8, Goodwill and Intangible Assets, for further discussion of the Company's goodwill. Other Intangibles and Long-lived Assets Finite-lived intangible assets resulting from business acquisitions or technology licenses purchased are amortized on a straight-line basis over their estimated useful lives. The useful lives of acquisition-related intangible assets represent the point where over 90% of realizable undiscounted cash flows for each intangible asset are recognized. The assigned useful lives are based upon the Company’s historical experience with similar technology and other intangible assets owned by the Company. The useful life of technology licenses is usually based on the term of the agreement. Acquired in-process research and development ("IPR&D") projects, which represent projects that had not reached technological feasibility as of the date of acquisition, are recorded at fair value. Initially, these are classified as an indefinite-lived intangible asset until the completion or abandonment of the associated research and development efforts. Upon completion of development, acquired IPR&D asset balances are transferred to finite-lived intangible assets and amortized over their useful lives. The asset balances relating to projects that are abandoned after acquisition are impaired and recorded in "Product development and engineering" ("R&D") expense in the Statements of Operations. Capitalized development costs are recorded at cost. Upon completion of construction, they are placed in service and amortized over their useful lives. The Company reviews indefinite-lived intangible assets for impairment on an annual basis in conjunction with goodwill or whenever events or changes in circumstances indicate that the carrying value may exceed its fair value. Impairment of indefinite-lived intangible assets is measured by comparing the carrying amount of the asset to its fair value. The Company assesses finite-lived intangibles and long-lived assets for impairment when indicators of impairment, such as reductions in demand or significant industry and economic slowdowns in the semiconductor industry, are present. Reviews are performed to determine whether the carrying value of an asset or asset group is impaired, based on comparisons to undiscounted expected future cash flows. If this comparison indicates that there is impairment, the impaired asset is written down to fair value. During the fiscal year 2024, in conjunction with the annual impairment assessment of goodwill, the Company recorded $131.4 million of finite-lived intangibles impairment. For intangible long-lived assets, which consist of core technology and customer relationships, the Company uses the multi-period excess earnings method (an income approach) or the replacement cost method (a cost approach) to determine fair value. The multi-period excess earnings method estimates the value of the asset based on the present value of the after-tax cash flows attributable to the intangible asset, which includes the Company's estimates of forecasted revenue, operating margins, taxes, and discount rate. The replacement cost method incorporates a market participant’s assumption that an in-use premise is the highest and best use of customer relationships and core technology. The Company estimates the cost it would incur to rebuild or re-establish the intangible asset and the associated effort required to develop it. The fair values of individual tangible long-lived assets are determined using the cost to reproduce the long-lived asset and taking into account the age, condition, inflation using the U.S. Bureau of Labor Statistics and Marshall Valuation Services, and cost to ready the long-lived asset for its intended use. Additionally, the Company considers the potential existence of functional and economic obsolescence and quantifies these elements in its cost approach as appropriate. Functional Currency The Company's reporting currency is the US dollar ("USD"). The Company determines the functional currency of each of its foreign subsidiaries and their operating divisions based on the primary currency in which they operate, which is either the USD or the local currency. Revenue and expense items denominated in foreign currencies are translated at exchange rates prevailing during the period. When translating from the local currency to the functional currency, monetary assets and liabilities denominated in foreign currencies are translated at the period-end exchange rates, and non-monetary assets and liabilities are translated at exchange rates in effect when the assets are acquired or the obligations are incurred. Foreign exchange gains and losses are reflected in net income for the period. The foreign exchange gains and losses arising from translation from the functional currency to the reporting currency are reported as a component of other comprehensive (loss) income. Fair Value Measurements When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The Company uses the following three levels of inputs in determining the fair value of the Company’s assets and liabilities, focusing on the most observable inputs when available: Level 1— Quoted prices in active markets for identical assets or liabilities. Level 2— Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets or other inputs that are observable for the assets or liabilities, either directly or indirectly. Level 3— Unobservable inputs based on the Company’s own assumptions, requiring significant management judgment or estimation. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed is determined based on the lowest level input that is significant to the fair value measurement. Revenue Recognition The Company derives its revenue primarily from the sale of its products and services into various end markets. Recurring and other services revenue includes sales from cloud services, cellular connectivity services, managed connectivity and application services, software licenses, technical support services, extended warranty services, solution design and consulting services. Revenue is recognized in accordance with ASC 606, "Revenue from Contracts with Customers," when control of products is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for these products. Control is generally transferred when products are shipped and, to a lesser extent, when the products are delivered. Recovery of costs associated with product design and engineering services are recognized during the period in which services are performed and are reported as a reduction to product development and engineering expense. Historically, these recoveries have not exceeded the cost of the related development efforts. Recurring and other services revenue is recognized over time as the service is rendered or at a point in time upon completion of a service. The Company includes revenue related to granted technology licenses as part of "Net sales" in the Statements of Operations. Historically, revenue from these arrangements has not been significant though they are part of its recurring ordinary business. The Company determines revenue recognition through the following five steps: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, performance obligations are satisfied. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. The Company's customer contracts can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. Net sales reflect the transaction prices for contracts, which include units shipped at selling prices reduced by variable consideration. Determination of variable consideration requires judgment by the Company. Variable consideration includes expected sales returns and other price adjustments. Variable consideration is estimated using the expected value method considering all reasonably available information, including the Company’s historical experience and its current expectations, and is reflected in the transaction price when sales are recorded. Sales returns are generally accepted at the Company’s discretion or from distributors with such rights. The Company’s contracts with trade customers do not have significant financing components or non-cash consideration. The Company provides an assurance type warranty, which is typically not sold separately and does not represent a separate performance obligation. Contract Modifications: If a contract is modified, which does not normally occur, changes in contract specifications and requirements must be accounted for. The Company considers contract modifications to exist when the modification creates new, or changes existing, enforceable rights and obligations. Most of the Company’s contract modifications are to distributor agreements for adding new goods or services that are considered distinct from the existing contract and the change in contract price reflects the standalone selling price of the distinct service. Disaggregated Revenue: The Company disaggregates revenue from contracts with customers by types of products and geography, as it believes it best depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. See Note 16, Segment Information, for further information on revenues by product line and geographic region. Contract Balances: Accounts receivable represents the Company’s unconditional right to receive consideration from its customers. Contract assets consist of the Company’s right to consideration in exchange for goods or services that the Company has transferred to a customer when that right is conditioned on something other than the passage of time. The Company's contract asset balances were not material as of January 28, 2024 and January 29, 2023. ASC 606 also requires an entity to present a revenue contract as a contract liability in instances when a customer pays consideration, or an entity has a right to an amount of consideration that is unconditional (i.e., receivable), before the entity transfers a good or service to the customer. The Company's deferred revenue contract liability balances are recorded in "Accrued liabilities" and "Other long term liabilities" in the Balance Sheets. The current portion of the Company's deferred revenue contract liability balances were $19.1 million and $26.8 million as of January 28, 2024 and January 29, 2023, respectively, and the long-term portion of the Company's deferred revenue contract liability balances were $8.2 million and $8.5 million as of January 28, 2024 and January 29, 2023, respectively. There were no impairment losses recognized on the Company’s accounts receivable or contract assets during the fiscal year ended January 28, 2024. Contract Costs: All incremental customer contract acquisition costs are expensed as they are incurred as the amortization period of the asset that the Company otherwise would have recognized is one year or less in duration. Significant Financing Component: The Company does not adjust the promised amount of consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Sales Tax Exclusion from the Transaction Price: The Company excludes from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the Company from the customer. Shipping and Handling Activities: The Company accounts for shipping and handling activities performed after a customer obtains control of the good as activities to fulfill the promise to transfer the good. Cost of Sales Cost of sales includes materials, depreciation and impairments on fixed assets used in the manufacturing process, shipping costs, direct labor and overhead, as well as amortization of acquired technology and acquired technology impairments. Reclassification During fiscal year 2024, the Company reclassified restructuring costs that were included in "Selling, general and administrative" and "Product development and engineering" within "Total operating costs and expenses, net" in the Statements of Operations to be separately presented in "Restructuring" within "Total operating costs and expenses, net" in the Statements of Operations. This was applied retrospectively, which resulted in the reclassification of $11.1 million of restructuring costs from "Selling, general and administrative" and $0.5 million of restructuring costs from "Product development and engineering" to "Restructuring" in the Statements of Operations for fiscal year 2023. There were no restructuring costs in fiscal year 2022. This reclassification did not impact the Company's gross profit, operating income, net income or earnings per share for any historical periods and also did not impact the Balance Sheets or Statements of Cash Flows. Sales and Marketing The Company expenses sales and marketing costs, which include advertising costs, as they are incurred. Advertising costs were $1.5 million , $1.5 million and $1.8 million fo r fiscal years 2024, 2023 and 2022, respectively. Product Development and Engineering Product development and engineering costs are charged to expense as incurred. Recoveries from nonrecurring engineering services are recorded as an offset to product development expense incurred in support of this effort since these activities do not represent an earnings process core to the Company’s business and serve as a mechanism to partially recover development expenditures. The Company received approximately $5.4 million, $10.1 million and $7.5 million of recoveries for nonrecurring engineering services in fiscal years 2024, 2023 and 2022, respectively. Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts and their respective tax bases. Current and long-term prepaid taxes are included in "Prepaid taxes" and "Other assets," respectively, and current and long-term liabilities for uncertain tax positions are included in "Accrued liabilities" and "Other long-term liabilities," respectively, in the Balance Sheets. As part of the process of preparing the Company’s consolidated financial statements, the Company estimates income taxes in each of the jurisdictions in which it operates. This process involves estimating the current tax liability together with assessing temporary differences resulting from differing treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities. The Company must assess the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent the Company believes that recovery is not likely, it must establish a valuation allowance. To the extent the Company changes its valuation allowance in a period, the change is generally recorded through the tax provision in the Statements of Operations. The Company continually reviews its position on undistributed earnings from its foreign subsidiaries to determine whether those earnings are indefinitely reinvested offshore. Domestic and foreign operating cash flow forecasts are reviewed to determine the sources and uses of cash. Based on these forecasts, the Company determines the need to accrue deferred tax liabilities associated with its undistributed offshore earnings. Other Comprehensive (Loss) Income Other comprehensive income or loss includes unrealized gains or losses on AFS investments, foreign currency and interest rate hedging activities, changes in defined benefit plans, and cumulative translation adjustment, which are presented in the Statements of Comprehensive Income or Loss. The following table summarizes the changes in other comprehensive (loss) income by component: Fiscal Year Ended January 28, January 29, January 30, (in thousands) Pre-tax Amount Tax Benefit (Expense) Net Amount Pre-tax Amount Tax (Expense) Benefit Net Amount Pre-tax Amount Tax Benefit (Expense) Net Amount Defined benefit plans: Other comprehensive (loss) income before reclassifications $ (3,106) $ 515 $ (2,591) $ 4,363 $ (568) $ 3,795 $ 1,792 $ (217) $ 1,575 Amounts reclassified to earnings included in "Selling, general and administrative" 2,021 (329) 1,692 1,909 (313) 1,596 2,722 (421) 2,301 Foreign currency hedge: Other comprehensive (loss) income before reclassifications 43 (79) (36) 604 (105) 499 — — — Amounts reclassified to earnings included in "Selling, general and administrative" (591) 150 (441) 112 (53) 59 — — — Interest rate hedge: Other comprehensive income before reclassifications 17,868 (4,013) 13,855 1,595 (343) 1,252 1,064 (229) 835 Amounts reclassified to earnings included in "Interest expense" (10,189) 2,191 (7,998) (2,189) 471 (1,718) 948 (204) 744 Available-for-sale securities: Other comprehensive income before reclassifications — — — — — — 813 (175) 638 Cumulative translation adjustment (10,834) — (10,834) (48) — (48) — — — Other comprehensive (loss) income $ (4,788) $ (1,565) $ (6,353) $ 6,346 $ (911) $ 5,435 $ 7,339 $ (1,246) $ 6,093 Accumulated Other Comprehensive Income or Loss The following table summarizes the changes in accumulated other comprehensive income (loss) by component: (in thousands) Defined Benefit Plans Foreign Currency Hedge Interest Rate Hedge Available-for-Sale Securities Cumulative Translation Adjustment Accumulated Other Comprehensive (Loss) Income Balance as of January 31, 2021 $ (9,488) $ — $ (1,399) $ 1,889 $ 830 $ (8,168) Other comprehensive income 3,876 — 1,579 638 — 6,093 Balance as of January 30, 2022 (5,612) — 180 2,527 830 (2,075) Other comprehensive income (loss) 5,391 558 (466) — (48) 5,435 Balance as of January 29, 2023 (221) 558 (286) 2,527 782 3,360 Other comprehensive (loss) income (899) (477) 5,857 — (10,834) (6,353) Balance as of January 28, 2024 $ (1,120) $ 81 $ 5,571 $ 2,527 $ (10,052) $ (2,993) Share-Based Compensation The Company has various equity award plans ("Plans") that provide for granting share-based awards to employees and non-employee directors of the Company. The Plans provide for the granting of several available forms of stock compensation such as non-qualified stock option awards ("NQSOs"), restricted stock unit awards ("RSUs") and equity awards with certain market or financial metric-based performance conditions. The Company measures compensation cost for all share-based payments at fair value on the measurement date, which is typically the grant date. RSUs are valued based on the stock price on the measurement date, while NQSOs are valued using the Black-Scholes pricing model, which considers, among other things, estimates and assumptions on the expected life of options, stock price volatility and market value of the Company's common stock. For performance-based awards with a ma |
Acquisition and Divestiture
Acquisition and Divestiture | 12 Months Ended |
Jan. 28, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition and Divestiture | Acquisition and Divestiture Sierra Wireless, Inc. On January 12, 2023 (the "Acquisition Date"), the Company completed the acquisition of Sierra Wireless, Inc. (“Sierra Wireless”), pursuant to the Arrangement Agreement dated as of August 2, 2022 (the "Arrangement Agreement") by and among the Company, 13548597 Canada Inc., a corporation formed under the Canada Business Corporations Act, and the Company’s wholly-owned subsidiary (the “Purchaser"), and Sierra Wireless. Pursuant to terms and conditions of the Arrangement Agreement, the Purchaser, among other things, acquired all of the issued and outstanding common shares of Sierra Wireless (the "Sierra Wireless Acquisition"). The Sierra Wireless Acquisition was implemented by way of a plan of arrangement (the "Plan of Arrangement") in accordance with the Canada Business Corporations Act. Pursuant to the Arrangement Agreement and Plan of Arrangement, at the effective time of the Sierra Wireless Acquisition, which constituted a change in control of Sierra Wireless, each common share of Sierra Wireless that was issued and outstanding immediately prior to the effective time was transferred to the Purchaser in consideration for the right to receive $31.00 per share of Sierra Wireless’ common shares, in an all-cash transaction representing a total purchase consideration of approximately $1.3 billion. The acquisition was financed with a combination of cash on hand and $895.0 million of capital from term loans as described in Note 10, Long-Term Debt. The transaction was accounted for as a business combination in accordance with ASC 805, "Business Combinations." Acquisition-related transaction costs are not included as a component of consideration transferred, but are accounted for as an expense in the period in which the costs are incurred. Any excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed was allocated to goodwill. The goodwill resulted from expected synergies from the transaction, including complementary products that were expected to enhance the Company’s overall product portfolio, and opportunities within new markets, and is not deductible for tax purposes. The fair value of the developed technology rights acquired was preliminarily determined by estimating the probability-weighted net cash flows attributable to these rights discounted to present value using a discount rate that represented the estimated rate that market participants would use to value this intangible asset. The fair value of the customer relationships was preliminarily determined by estimating the amount that would be required to replace the customers from lead generations to product shipment. The purchase price allocation for the Sierra Wireless Acquisition was completed during fiscal year 2024. The fair values of acquired intangibles were determined based on estimates and assumptions that were deemed reasonable by the Company. In fiscal year 2023, a preliminary goodwill balance of $931.4 million was recognized for the excess of the consideration transferred over the net assets acquired and represented the expected revenue and cost synergies of the combined company and assembled workforce. In fiscal year 2024, the Company finalized measurement period adjustments related to identifiable intangible assets, inventories, property, plant, and equipment, income and non-income based taxes, legal matters, and other assets and liabilities, which were recorded to reflect facts and circumstances that existed as of the Acquisition Date. These adjustments increased the goodwill balance by $23.9 million to $955.3 million. In fiscal year 2024, the Company also finalized its determination of the reporting units related to the Sierra Wireless Acquisition and completed an allocation of the goodwill balance to these reporting units. See Note 8, Goodwill and Intangible Assets, for additional information. The purchase price consideration was as follows: (in thousands) January 29, 2023 Cash consideration paid to common shareholders $ 1,213,091 Cash consideration paid to holders of Sierra Wireless equity compensation awards (1) 37,669 Total cash consideration paid to selling equity holders $ 1,250,760 Sierra Wireless debt settled at close 58,791 Total purchase price consideration $ 1,309,551 (1) Consideration for Sierra Wireless equity compensation awards consisted of $37.7 million paid for the pre-combination portion of unvested equity awards that were accelerated as part of the Arrangement Agreement. The fair value of the unvested equity awards attributable to the post-combination period of $45.7 million is included in the Company's Statements of Operations for the fiscal year ended January 29, 2023. The following table presents the fair values of assets and liabilities assumed on the Acquisition Date based on valuations and management's estimates: (in thousands) Amounts recognized as of Acquisition Date (as initially reported) Measurement period adjustments Amounts recognized as of Acquisition Date (as adjusted) Total purchase price consideration, net of cash acquired $68,794 $ 1,240,757 $ 1,240,757 Assets: — Accounts receivable, net 92,633 — 92,633 Inventories 96,339 (1,899) 94,440 Other current assets 72,724 5,003 77,727 Property, plant and equipment 29,086 (2,628) 26,458 Intangible assets 214,780 — 214,780 Prepaid taxes 3,001 — 3,001 Deferred tax assets 22,595 285 22,880 Other assets 14,878 — 14,878 Liabilities: Accounts payable 50,413 210 50,623 Accrued liabilities 148,654 26,232 174,886 Deferred tax liabilities 4,824 350 5,174 Other long-term liabilities 32,785 (2,106) 30,679 Net assets acquired, excluding goodwill $ 309,360 $ (23,925) 285,435 Goodwill $ 931,397 $ 23,925 $ 955,322 Goodwill is the excess of the consideration transferred over the net assets recognized and represented the expected revenue and cost synergies of the combined company and assembled workforce as of the Acquisition Date. Goodwill recognized as a result of the acquisition is not deductible for tax purposes. See Note 8, Goodwill and Intangible Assets, for additional information about goodwill impairments recorded in fiscal year 2024 related to the Sierra Wireless Acquisition. A summary of the purchase price allocation to amortizable intangible assets is as follows: (in thousands) Estimated Useful Life January 12, 2023 Amortizable intangible assets: Developed technology 1-6 years $ 152,780 Customer relationships 2-10 years 53,000 Trade name 2-10 years 9,000 Total amortizable intangible assets $ 214,780 The Company recognized $74.5 million of acquisition-related costs that were expensed in the Statements of Operations in fiscal year 2023 as follows: (in thousands) Share-based compensation acceleration expense Other acquisition Total Cost of sales $ 802 $ — $ 802 Selling, general and administrative 33,937 28,798 $ 62,735 Product development and engineering 11,010 — $ 11,010 Total acquisition costs expensed $ 45,749 $ 28,798 $ 74,547 Net sales attributable to Sierra Wireless from the Acquisition Date through January 29, 2023 was $15.0 million and net loss attributable to Sierra Wireless from the Acquisition Date through January 29, 2023 was $52.4 million, which included $45.7 million of share-based compensation acceleration expense. Pro Forma Financial Information The results of operations of Sierra Wireless have been included in the Statements of Operations since the Acquisition Date. The following table provides a summary of the pro forma unaudited consolidated results of operations of Sierra Wireless as if the Sierra Wireless Acquisition had been completed on February 1, 2021 (the first day of fiscal year 2022): Fiscal Year Ended January 29, 2023 January 30, 2022 (in thousands) (unaudited) (unaudited) Total revenues $ 1,415,721 $ 1,214,067 Net (loss) income 22,174 (144,342) The unaudited pro forma information presented does not purport to be indicative of the results that would have been achieved had the acquisition been consummated at the beginning of each period presented nor of the results which may occur in the future. The pro forma adjustments are based upon available information and certain assumptions that the Company believes are reasonable. The unaudited pro forma information does not include any adjustments for any restructuring activities, operating efficiencies or cost savings. The Company ends its fiscal year on the last Sunday in January. Prior to the transaction, Sierra Wireless's fiscal year ended on December 31. To comply with SEC rules and regulations for companies with different fiscal year ends, the pro forma combined financial information has been prepared utilizing periods that differ by up to a month. Divestiture On May 3, 2022, the Company completed the divestiture of its high reliability discrete diodes and assemblies business (the “Disposal Group”) to Micross Components, Inc. for $26.2 million, net of cash disposed, in an all-cash transaction. The divestiture resulted in a gain $18.3 million in fiscal year 2023, which was recorded in "Gain on sale of business" in the Statements of Operations. As a result of the transaction, the Company disposed of $0.8 million of goodwill based on the relative fair value of the Disposal Group and the portion of the applicable reporting unit that was retained. The estimated fair value of the Disposal Group less estimated costs to sell exceeded its carrying amount as of the transaction date. As the sale of the Disposal Group was not considered a strategic shift that would have a major effect on the Company’s operations or financial results, it was not reported as discontinued operations. |
Investments
Investments | 12 Months Ended |
Jan. 28, 2024 | |
Investments [Abstract] | |
Available-for-sale securities | Available-for-sale securities The following table summarizes the values of the Company’s available-for-sale securities: January 28, 2024 January 29, 2023 (in thousands) Fair Value Amortized Gross Fair Value Amortized Gross Convertible debt investments $ 12,117 $ 14,454 $ (2,337) $ 13,995 $ 15,635 $ (1,640) Total available-for-sale securities $ 12,117 $ 14,454 $ (2,337) $ 13,995 $ 15,635 $ (1,640) The following table summarizes the maturities of the Company’s available-for-sale securities: January 28, 2024 (in thousands) Fair Value Amortized Cost Within 1 year $ 12,117 $ 14,454 After 1 year through 5 years — — Total available-for-sale securities $ 12,117 $ 14,454 The Company's available-for-sale securities consist of investments in convertible debt instruments issued by privately-held companies and are recorded at fair value. See Note 5, Fair Value Measurements, for further discussion of the valuation of the available-for-sale securities. The available-for-sale securities with maturities within one year are included in "Other current assets" and with maturities greater than one year are included in "Other assets" in the Balance Sheets. Unrealized gains or losses, net of tax, are recorded in "Accumulated other comprehensive (loss) income" in the Balance Sheets, and realized gains or losses as well as current expected credit loss reserves are recorded in "Non-operating income, net" in the Statements of Operations. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 28, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Instruments Measured at Fair Value on a Recurring Basis The fair values of financial assets and liabilities measured and recorded at fair value on a recurring basis were presented in the Balance Sheets as follows: January 28, 2024 January 29, 2023 (in thousands) Total (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Financial assets: Interest rate swap agreement $ 7,321 $ — $ 7,321 $ — $ 6,067 $ — $ 6,067 $ — Total return swap contracts — — — — 91 — 91 — Convertible debt investments 12,117 — — 12,117 13,995 — — 13,995 Foreign currency forward contracts 169 — 169 — 717 — 717 — Total financial assets $ 19,607 $ — $ 7,490 $ 12,117 $ 20,870 $ — $ 6,875 $ 13,995 Financial liabilities: Interest rate swap agreement $ 7 $ — $ 7 $ — $ 6,432 $ — $ 6,432 $ — Total financial liabilities $ 7 $ — $ 7 $ — $ 6,432 $ — $ 6,432 $ — During the fiscal year ended January 28, 2024, the Company had no transfers of financial assets or liabilities between Level 1 or Level 2. As of January 28, 2024 and January 29, 2023, the Company had not elected the fair value option for any financial assets and liabilities for which such an election would have been permitted. The convertible debt investments are valued utilizing a combination of estimates that are based on the estimated discounted cash flows associated with the debt and the fair value of the equity into which the debt may be converted, all of which are Level 3 inputs. The following table presents a reconciliation of the changes in convertible debt investments in the fiscal year ended January 28, 2024: (in thousands) Balance at January 29, 2023 $ 13,995 Increase in credit loss reserve (1,413) Interest accrued 806 Conversion to equity (1,271) Balance at January 28, 2024 $ 12,117 The interest rate swap agreements are measured at fair value using readily available interest rate curves (Level 2 inputs). The fair value of each agreement is determined by comparing, for each settlement, the contract rate to the forward rate and discounting to the present value. Contracts in a gain position are recorded in "Other current assets" and "Other assets" in the Balance Sheets and the value of contracts in a loss position are recorded in "Accrued liabilities" and "Other long term liabilities" in the Balance Sheets. See Note 19, Derivatives and Hedging Activities, for further discussion of the Company's derivative instruments. The foreign currency forward contracts were measured at fair value using readily available foreign currency forward and interest rate curves (Level 2 inputs). The fair value of each contract was determined by comparing the contract rate to the forward rate and discounting to the present value. Contracts in a gain position were recorded in "Other current assets" in the Balance Sheets and the value of contracts in a loss position were recorded in "Accrued liabilities" in the Balance Sheets. See Note 19, Derivatives and Hedging Activities, for further discussion of the Company’s derivative instruments. The total return swap contracts were measured at fair value using quoted prices of the underlying investments (Level 2 inputs). The fair values of the total return swap contracts were recognized in the Balance Sheets in "Other Current Assets" if the instruments were in a gain position and in "Accrued Liabilities" if the instruments were in a loss position. The total return swap contracts matured during fiscal year 2024. See Note 19, Derivatives and Hedging Activities, for further discussion of the Company's derivative instruments. Instruments Not Recorded at Fair Value Some of the Company’s financial instruments are not measured at fair value, but are recorded at amounts that approximate fair value due to their liquid or short-term nature. Such financial assets and financial liabilities include: cash and cash equivalents including money market deposits, net receivables, certain other assets, accounts payable, accrued expenses, accrued personnel costs, and other current liabilities. The Company’s revolving loans and Terms Loans (as defined in Note 10, Long-Term Debt) are recorded at cost, which approximates fair value as the debt instruments bear interest at a floating rate. The 2027 Notes and 2028 Notes (as defined in Note 10, Long-Term Debt) are carried at face value less unamortized debt issuance costs, with interest expense reflecting the cash coupon plus the amortization of the capitalized issuance costs. The estimated fair values are determined based on the actual bid prices of the 2027 Notes and 2028 Notes as of the last business day of the period. The following table displays the carrying values and fair values of the 2027 Notes and 2028 Notes: January 28, 2024 January 29, 2023 (in thousands) Fair Value Hierarchy Carrying Value Fair Value Carrying Value Fair Value 1.625% convertible senior notes due 2027, net (1) Level 2 310,563 262,571 308,150 345,075 4.00% convertible senior notes due 2028, net (2) Level 2 241,829 313,299 — — Total convertible notes, net of debt issuance costs $ 552,392 $ 575,870 $ 308,150 $ 345,075 (1) The 1.625% convertible senior notes due 2027, net are reflected net of $8.9 million and $11.4 million of unamortized debt issuance costs as of January 28, 2024 and January 29, 2023 , respectively. (2) The 4.00% convertible senior notes due 2028, net are reflected net of $8.2 million of unamortized debt issuance costs as of January 28, 2024. Assets and Liabilities Recorded at Fair Value on a Non-Recurring Basis The remeasurement of goodwill is classified as a non-recurring Level 3 fair value assessment due to the significance of unobservable inputs developed in the determination of the fair value. The Company used a discounted cash flow model and earnings multiples to determine the estimated fair value of the reporting units. Significant inputs to the reporting unit fair value measurements included forecasted cash flows, discount rates, terminal growth rates and earnings multiples, which were determined by management estimates and assumptions. It is possible that future changes in such circumstances, or in the variables associated with the judgments, assumptions and estimates used in assessing the fair value of the assets, would require the Company to record additional non-cash impairment charges. The measurement of long-lived assets is classified as a non-recurring Level 3 fair value assessment due to the significance of unobservable inputs developed in the determination of the fair value. The Company used a cash flow model to determine the estimated fair value of the assets. The Company made estimates and assumptions regarding future cash flows, discount rates, long-term growth rates and market approach using market multiples to determine the assets estimated fair value. It is possible that future changes in such circumstances, or in the variables associated with the judgments, assumptions and estimates used in assessing the fair value of the assets, would require the Company to record additional non-cash impairment charges. During the fiscal year ended January 28, 2024, the Company recorded a total of $755.6 million of pre-tax non-cash goodwill impairment charges and $131.4 million of pre-tax non-cash intangible assets impairment charges for the reporting units related to the Sierra Wireless Acquisition. Refer to Note 8, Goodwill and Intangible Assets, for further details. There were no impairments of goodwill or intangible assets during the fiscal year ended January 29, 2023. Investment Impairments and Credit Loss Reserves The total credit loss reserve for the Company's held-to-maturity debt securities and AFS debt securities was $4.5 million and $4.2 million as of January 28, 2024 and January 29, 2023, respectively. During fiscal year 2024, the Company recorded other-than-temporary impairments of $2.6 million on certain non-marketable equity investments and AFS debt securities. During fiscal year 2023, the Company decreased its credit loss reserves by $0.3 million primarily due to a recovery on one of its held-to-maturity debt securities and recorded a $1.5 million impairment on one of its non-marketable equity investments. During fiscal year 2022, the Company increased its credit loss reserves by $1.1 million for its available-for-sale debt securities and recorded a $0.2 million impairment on one of its non-marketable equity investments. Credit loss reserves related to the Company’s available-for-sale debt securities and held-to-maturity debt securities with maturities within one year were included in “Other current assets” and with maturities greater than one year were included in “Other assets” in the Balance Sheets. |
Inventories
Inventories | 12 Months Ended |
Jan. 28, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories, consisting of material, material overhead, labor, and manufacturing overhead, are stated at the lower of cost (first-in, first-out) or net realizable value and consisted of the following: (in thousands) January 28, 2024 January 29, 2023 Raw materials and electronic components $ 46,425 $ 76,919 Work in progress 69,404 88,764 Finished goods 29,163 42,021 Total inventories $ 144,992 $ 207,704 In fiscal year 2024, the Company recorded $3.3 million of amortization of inventory step-up related to the Sierra Wireless Acquisition in “Cost of sales” in the Statements of Operations. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Jan. 28, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The following is a summary of property and equipment: (in thousands) Estimated Useful Lives January 28, 2024 January 29, 2023 Land $ 13,577 $ 13,577 Buildings 7 to 39 years 49,897 46,596 Leasehold improvements 2 to 10 years 13,742 13,980 Machinery and equipment 3 to 8 years 271,215 250,838 Computer hardware and software 3 to 13 years 76,483 75,224 Furniture and office equipment 5 to 7 years 7,753 8,174 Construction in progress 4,676 18,882 Property, plant and equipment, gross 437,343 427,271 Less: accumulated depreciation and amortization (283,725) (257,978) Property, plant and equipment, net $ 153,618 $ 169,293 As of January 28, 2024 and January 29, 2023, construction in progress consisted primarily of machinery and equipment awaiting completion of installation and being placed in service. Depreciation expense was $29.3 million, $25.8 million, and $26.0 million in fiscal years 2024, 2023 and 2022, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jan. 28, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The carrying amounts of goodwill by applicable operating segments were as follows: (in thousands) Signal Integrity Analog Mixed Signal and Wireless IoT Systems IoT Connected Services Unallocated Total Balance at January 29, 2023 $ 274,085 $ 14,639 $ 61,582 $ — $ 931,397 $ 1,281,703 Measurement period adjustments — — — — 23,925 23,925 Reallocation (6,880) 68,462 593,945 299,795 (955,322) — Cumulative translation adjustment — — (2,353) (6,427) — (8,780) Impairment — — (546,609) (209,012) — (755,621) Balance at January 28, 2024 $ 267,205 $ 83,101 $ 106,565 $ 84,356 $ — $ 541,227 On January 12, 2023, in connection with the Sierra Wireless Acquisition, the Company acquired all of the outstanding equity interests in Sierra Wireless and a preliminary goodwill balance of $931.4 million was recorded for the excess of the consideration transferred over the net assets acquired and represented the expected revenue and cost synergies of the combined company and assembled workforce. During fiscal year 2024, the Company recorded measurement period adjustments that increased goodwill by $23.9 million. See Note 3, Acquisition and Divestiture, for further discussion of the Sierra Wireless Acquisition and impact of the measurement period adjustments. During fiscal year 2023, in conjunction with the Sierra Wireless Acquisition, the Company formed two additional operating segments: the IoT Systems operating segment, which also included the Company's pre-existing wireless business, and the IoT Connected Services operating segment. During fiscal year 2024, as a result of organizational restructuring, the wireless business, which had been previously included in the IoT Systems operating segment, and the software defined video over ethernet ("SDVoE") business, which had previously been included in the Signal Integrity operating segment, were moved into the Analog Mixed Signal and Wireless operating segment, formerly the Advanced Protection and Sensing operating segment, which also includes the proximity sensing, power and protection businesses. See Note 16, Segment Information, for further discussion of the Company's operating segments. During fiscal year 2024, the Company finalized the determination of the reporting units related to the previously-identified operating segments. IoT Systems-Modules and IoT Systems-Routers were identified as reporting units, which aggregate into the IoT Systems operating segment. IoT Connected Services comprises one reporting unit and, accordingly, is both a reporting unit and an operating segment. During fiscal year 2024, the Company also completed an allocation of the goodwill balance resulting from the Sierra Wireless Acquisition to each of these reporting units. The Wireless reporting unit and the Advanced Protection and Sensing reporting unit aggregate into the Analog Mixed Signal and Wireless operating segment. Signal Integrity comprises one reporting unit and, accordingly, is both a reporting unit and an operating segment. As a result of the restructuring of the Company's operating segments during fiscal year 2024, the Company reallocated $61.6 million of goodwill from the IoT Systems operating segment, related to the Wireless reporting unit, and $6.9 million of goodwill from the Signal Integrity operating segment, related to the digital video business, to the Analog Mixed Signal and Wireless operating segment, formerly the Advanced Protection and Sensing operating segment, based on the relative fair values of the businesses in the respective reporting units. Goodwill is not amortized, but is tested for impairment at the reporting unit level using either a qualitative or quantitative assessment on an annual basis during the fourth quarter of each fiscal year, and whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Impairment of goodwill is measured at the reporting unit level by comparing the reporting unit’s carrying amount, including goodwill, to the fair market value of the reporting unit. A total of $755.6 million of pre-tax non-cash goodwill impairment charges were recorded for fiscal year 2024 in the Statements of Operations as a result of impairment tests performed throughout the fiscal year. During the second quarter of fiscal year 2024, as a result of reduced earnings forecasts associated with the business acquired from Sierra Wireless and current macroeconomic conditions, including an elevated interest rate environment, the Company performed an interim impairment test using a quantitative assessment of the reporting units related to the Sierra Wireless Acquisition (specifically, the IoT Connected Services, IoT Systems–Modules and IoT Systems–Routers reporting units). This interim impairment test resulted in $279.6 million of total pre-tax non-cash goodwill impairment charges recorded during the second quarter of fiscal year 2024, consisting of $69.0 million of goodwill impairment for the IoT Connected Services reporting unit, $109.9 million of goodwill impairment for the IoT Systems–Modules reporting unit and $100.7 million goodwill impairment for the IoT Systems–Routers reporting unit. During the third quarter of fiscal year 2024, the Company recorded an additional $2.3 million of total pre-tax non-cash goodwill impairment charges resulting from the finalization of the measurement period adjustments, consisting of $1.6 million of goodwill impairment for the IoT Connected Services reporting unit, $0.2 million of goodwill impairment for the IoT Systems–Modules reporting unit and $0.5 million of goodwill impairment for the IoT Systems–Routers reporting unit. During the fourth quarter of fiscal year 2024, the Company performed its annual goodwill and intangible asset impairment assessment using a quantitative assessment for all of its reporting units. Due to a further reduction in earnings forecasts associated with the business acquired from Sierra Wireless, the Company recorded an additional $473.8 million of total pre-tax non-cash goodwill impairment charges resulting from a quantitative assessment of the reporting units, consisting of $138.4 million of goodwill impairment for the IoT Connected Services reporting unit, $135.1 million of goodwill impairment for the IoT Systems–Modules reporting unit and $200.3 million of goodwill impairment for the IoT Systems–Routers reporting unit. There was no goodwill impairment at any of the Company's other reporting units. The fair values of these reporting units were determined based on a discounted cash flow model (an income approach) and earnings multiples (a market approach). Significant inputs to the reporting unit fair value measurements included forecasted cash flows, discount rates, terminal growth rates and earnings multiples, which were determined by management estimates and assumptions. The reporting unit fair value measurements are classified as Level 3 in the fair value hierarchy because they involve significant unobservable inputs. In performing the annual goodwill impairment testing during the fourth quarter of fiscal year 2024, the Company also determined that the carrying amounts of our asset groups related to the Sierra Wireless Acquisition may not be recoverable. The Company therefore performed impairment tests on the long-lived assets in each asset group, including definite-lived intangible assets using an undiscounted cash flow analysis, to determine whether the carrying amounts of each asset group related to the Sierra Wireless Acquisition are recoverable. All three asset groups failed the undiscounted cash flow recoverability test and therefore the Company estimated the fair value of the asset group to determine whether any asset impairment was present. The Company’s estimation of the fair value of the long-lived assets included the use of discounted cash flow analyses. Based on these analyses, the Company concluded that the fair values of certain assets were lower than their carrying amounts. During the fourth quarter of fiscal year 2024, the Company recognized intangible impairment charges of $91.8 million for core technologies, $34.8 million for customer relationships and $4.8 million for trade name, reducing the carrying amounts to $28.1 million for core technologies, $4.1 million for customer relationships and $1.5 million for trade name. For fiscal year 2023, prior to and subsequent to the restructuring of the Company's reporting units due to the Sierra Wireless Acquisition, the Company performed a quantitative assessment that demonstrated that the fair value of each of the reporting units was higher than their respective carrying values. For fiscal year 2022, the Company performed a qualitative assessment and concluded that it was more likely than not that the fair value of each of the reporting units exceeded its carrying value. No impairment to goodwill was recorded during fiscal years 2023 or 2022. As a result of the divestiture of the Disposal Group during fiscal year 2023, the Company recorded a reduction to its goodwill of $0.8 million based on the relative fair value of the Disposal Group and the portion of the applicable reporting unit that will be retained. See Note 3, Acquisition and Divestiture, for additional information. Purchased and Other Intangibles The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions, which are amortized over their estimated useful lives: January 28, 2024 (in thousands) Estimated Gross Accumulated Impairment Net Carrying Core technologies 1-8 years $ 154,985 $ (35,130) (91,792) $ 28,063 Customer relationships 1-10 years 52,272 (13,391) (34,777) 4,104 Trade name 2-10 years 9,000 (2,700) (4,816) 1,484 Total finite-lived intangible assets $ 216,257 $ (51,221) $ (131,385) $ 33,651 January 29, 2023 (in thousands) Estimated Gross Accumulated Impairment Net Carrying Core technologies 1-8 years $ 175,080 $ (21,156) — $ 153,924 Customer relationships 1-10 years 53,000 (690) — 52,310 Trade name 2-10 years 9,000 (132) — 8,868 Total finite-lived intangible assets $ 237,080 $ (21,978) $ — $ 215,102 Amortization expense of finite-lived intangible assets was as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Core technologies $ 33,716 $ 5,660 $ 4,942 Customer relationships 12,345 690 — Trade name 2,568 132 — Total amortization expense $ 48,629 $ 6,482 $ 4,942 Amortization expense of finite-lived intangible assets related to core technologies was recorded in "Amortization of acquired technology" within "Total cost of sales" in the Statements of Operations and amortization expense of finite-lived intangible assets related to customer relationships and trade name was recorded in "Intangible amortization" within "Total operating costs and expenses, net" in the Statements of Operations. As of the Acquisition Date, the weighted-average amortization period for the finite-lived intangible assets acquired in the Sierra Wireless Acquisition was 5.3 years, which reflects weighted-average amortization periods of 4.4 years, 7.9 years and 6.2 years for core technologies, customer relationships and trade name, respectively. Future amortization expense of finite-lived intangible assets is expected as follows: (in thousands) Core Technologies Customer relationships Trade name Total Fiscal year 2025 $ 9,110 $ 458 $ 426 $ 9,994 Fiscal year 2026 8,611 458 133 9,202 Fiscal year 2027 3,719 458 133 4,310 Fiscal year 2028 3,563 458 133 4,154 Fiscal year 2029 3,060 383 133 3,576 Thereafter — 1,889 526 2,415 Total expected amortization expense $ 28,063 $ 4,104 $ 1,484 $ 33,651 Also in “Other intangible assets, net” in the Balance Sheets, are finite-lived intangible assets under construction to be amortized upon placement in service. The following table sets forth the Company’s finite-lived intangible assets under construction: (in thousands) Net Carrying Amount Value at January 29, 2023 $ — Capitalized development costs 1,915 Value at January 28, 2024 $ 1,915 |
Details of Other Current Assets
Details of Other Current Assets and Accrued Liabilities | 12 Months Ended |
Jan. 28, 2024 | |
Payables and Accruals [Abstract] | |
Details of Other Current Assets and Accrued Liabilities | Details of Other Current Assets and Accrued Liabilities The following is a summary of other current assets for fiscal years 2024 and 2023: (in thousands) January 28, 2024 January 29, 2023 Inventory advances $ 44,763 $ 56,157 Prepaid expenses and deposits 25,058 21,267 Other receivables 17,302 12,525 Short term portion of investments 14,545 12,557 Other 12,661 9,128 Total other current assets $ 114,329 $ 111,634 The following is a summary of accrued liabilities for fiscal years 2024 and 2023: (in thousands) January 28, 2024 January 29, 2023 Refund liabilities $ 28,756 $ 32,527 Compensation 21,456 69,654 Deferred revenue 19,092 26,775 Accrued inventory 12,894 6,700 Inventory commitment reserve 10,552 12,637 Royalties 8,569 23,488 Deferred compensation 7,412 4,714 Lease liabilities 6,560 6,209 Restructuring 6,277 4,039 Professional fees 6,095 11,452 Income taxes payable 2,924 8,522 Accrued R&D expenses 1,924 6,806 Environmental reserve 541 1,152 Other 39,053 38,400 Total accrued liabilities $ 172,105 $ 253,075 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jan. 28, 2024 | |
Debt Instruments [Abstract] | |
Credit Facilities | Long-Term Debt Long-term debt and the current period interest rates were as follows: (in thousands) January 28, 2024 January 29, 2023 Revolving loans $ 215,000 $ 150,000 Term loans 622,625 895,000 1.625% convertible senior notes due 2027 319,500 319,500 4.00% convertible senior notes due 2028 250,000 — Total debt 1,407,125 1,364,500 Current portion, net — (43,104) Debt issuance costs (36,086) (24,430) Total long-term debt, net of debt issuance costs $ 1,371,039 $ 1,296,966 Weighted-average effective interest rate (1) 5.86 % 4.84 % (1) The revolving loans and Term Loans (as defined below) bear interest at variable rates based on Adjusted Term SOFR or a Base Rate (as defined in the Credit Agreement), at the Company’s option, plus an applicable margin that varies based on the Company’s consolidated leverage ratio. In the first quarter of fiscal year 2024, the Company entered into an interest rate swap agreement with a 2.75 year term to hedge the variability of interest payments on $150.0 million of debt outstanding on the Term Loans at a fixed Term SOFR rate of 3.58%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. In the fourth quarter of fiscal year 2023, the Company entered into an interest rate swap agreement with a 5 year term to hedge the variability of interest payments on $450.0 million of debt outstanding on the Term Loans at a fixed Term SOFR rate of 3.44%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. As of January 28, 2024, the effective interest rate was a weighted-average rate that represented (a) interest on the revolving loans at a floating SOFR rate of 5.34% plus a margin and spread of 3.86% (total floating rate of 9.20%), (b) interest on $450.0 million of the debt outstanding on the Term Loans at a fixed SOFR rate of 3.44% plus a margin and spread of 3.85% (total fixed rate of 7.29%), (c) interest on $150.0 million of the debt outstanding on the Terms Loans at a fixed SOFR rate of 3.58% plus a margin and spread of 3.85% (total fixed rate of 7.43%), (d) interest on the remaining debt outstanding on the Term Loans at a floating SOFR rate of 5.34% plus a margin and spread of 3.85% (total floating rate of 9.19%), (e) interest on the 2027 Notes outstanding at a fixed rate of 1.625%, and (f) interest on the 2028 Notes outstanding at a fixed rate of 4.00%. As of January 29, 2023, the effective interest rate was a weighted average-rate that represented (a) interest on the revolving loans at a fixed LIBOR rate of 0.73% plus a margin and spread of 2.36% (total fixed rate of 3.09%) (b) interest on $450.0 million of the debt outstanding on the Term Loans at a fixed SOFR rate of 3.44% plus a margin and spread of 2.35% (total fixed rate of 5.79%), (c) interest on the remaining debt outstanding on the Term Loans at a floating SOFR rate of 4.43% plus a margin and spread of 2.35% (total floating rate of 6.78%) and (d) interest on the 2027 Notes outstanding at a fixed rate of 1.625% Credit Agreement On November 7, 2019, we, with certain of our domestic subsidiaries as guarantors, entered into a credit agreement with the lenders party thereto and HSBC Bank USA, National Association (“HSBC Bank”), as administrative agent, swing line lender and letter of credit issuer. On September 26, 2022 (the “Third Restatement Effective Date”), the Company entered into a third amended and restated credit agreement (as amended, restated, supplemented or otherwise modified from time to time, the "Credit Agreement") with the lenders party thereto, HSBC Bank, as resigning administrative agent, and JPMorgan Chase Bank, N.A. (“JPM”), as successor administrative agent, swing line lender and letter of credit issuer. The restated Credit Agreement, which was entered into substantially concurrently with the completion of the Sierra Wireless Acquisition on January 12, 2023, was entered into to, among other things, (i) extend the maturity date of $405.0 million of the $600.0 million in aggregate principal amount of revolving commitments thereunder from November 7, 2024 to January 12, 2028, (ii) provide for incurrence by the Company on January 12, 2023 of term loans (the “Term Loans”) in an aggregate principal amount of $895.0 million, which was used to fund a portion of the cash consideration for the Sierra Wireless Acquisition, (iii) provide for JPM to succeed HSBC Bank as administrative agent and collateral agent under the Credit Agreement on January 12, 2023, (iv) modify the maximum consolidated leverage covenant as set forth in the Credit Agreement, (v) replace LIBOR with adjusted term SOFR and (vi) make certain other changes as set forth in the restated Credit Agreement, including changes consequential to the incorporation of the Term Loan Facility. After effectiveness of the Third Amendment (as defined and described below), the borrowing capacity on the revolving credit facility under the Credit Agreement (the "Revolving Credit Facility") is $500.0 million, of which $162.5 million is scheduled to mature on November 7, 2024 and $337.5 million is scheduled to mature on January 12, 2028, and the Term Loans are scheduled to mature on January 12, 2028 (subject to, in certain circumstances, an earlier springing maturity). In fiscal year 2024, the Company borrowed $70.0 million and repaid $5.0 million on the Revolving Credit Facility and repaid $272.4 million on the Term Loans. In fiscal year 2023, the Company borrowed $10.0 million and repaid $33.0 million on the Revolving Credit Facility. As of January 28, 2024, the Company had $622.6 million outstanding under the Term Loans and $215.0 million outstanding under the Revolving Credit Facility, which had available undrawn borrowing capacity of $282.2 million, subject to net leverage limitations and customary conditions precedent, including the accuracy of representations and warranties and the absence of defaults. Up to $40.0 million of the Revolving Credit Facility may be used to obtain letters of credit, up to $25.0 million of the Revolving Credit Facility may be used to obtain swing line loans, and up to $75.0 million of the Revolving Credit Facility may be used to obtain revolving loans and letters of credit in certain currencies other than U.S. Dollars ("Alternative Currencies"). The proceeds of the Revolving Credit Facility may be used by the Company for capital expenditures, permitted acquisitions, permitted dividends, working capital and general corporate purposes. On February 24, 2023, the Company entered into the first amendment (the “First Amendment”) to the Credit Agreement, in order to, among other things, (i) increase the maximum consolidated leverage ratio covenant for certain test periods as set forth therein, (ii) reduce the minimum consolidated interest coverage ratio covenant for certain test periods as set forth therein, (iii) provide that, during the period that financial covenant relief pursuant to the First Amendment is in effect, the interest rate margin for (1) Term SOFR loans is deemed to be 2.50% and (2) Base Rate (as defined in the Credit Agreement) loans is deemed to be 1.50% per annum and (iv) make certain other changes as set forth therein. On June 6, 2023, the Company entered into the second amendment (the "Second Amendment") to the Credit Agreement, in order to, among other things, (i) increase the maximum consolidated leverage ratio covenant for certain test periods as set forth therein and described below, (ii) reduce the minimum consolidated interest coverage ratio covenant for certain test periods as set forth therein and described below, (iii) modify the pricing grid applicable to loans under the Credit Agreement during the covenant relief period as set forth therein and described below, (iv) impose a minimum liquidity covenant for certain periods during the covenant relief period as set forth therein and described below, (v) increase the annual amortization in respect of the term loans thereunder to 7.5% per annum for certain periods as set forth therein, (vi) impose an “anti-cash hoarding” condition to the borrowing of revolving loans as set forth therein, (vii) provide that the maturity date for the Term Loans and revolving loans shall be the day that is 91 days prior to the stated maturity date of the Notes if the Notes have not otherwise been refinanced or extended to at least 91 days after the stated maturity date of the Term Loans and revolving loans, the aggregate principal amount of non-extended outstanding Notes and certain replacement debt exceeds $50 million and a minimum liquidity condition is not satisfied, (viii) provide for the reduction of the aggregate revolving commitments thereunder by $100 million, (ix) require that the Company appoint a financial advisor and (x) make certain other modifications to the mandatory prepayments (including the imposition of an excess cash flow mandatory prepayment), collateral provisions and covenants (including additional limitations on debt, liens, investments and restricted payments such as dividends) as set forth therein. On October 19, 2023, the Company entered into the third amendment (the "Third Amendment") to the Credit Agreement, in order to, among other things, (i) extend the financial covenant relief period by one year to April 30, 2026, (ii) increase the maximum consolidated leverage ratio covenant for certain test periods as set forth in the Third Amendment, (iii) reduce the minimum consolidated interest coverage ratio covenant for certain test periods as set forth in the Third Amendment and (iv) make certain other changes as set forth therein. These amendments had the effect of extending and temporarily expanding financial covenant relief under the Credit Agreement previously provided for in the First Amendment and the Second Amendment. Effective June 6, 2023, in connection with entering into the Second Amendment, interest on loans made under the Credit Agreement in U.S. Dollars accrues, at the Company's option, at a rate per annum equal to (1) (x) the Base Rate (as defined in the Credit Agreement) plus (y) a margin ranging from 0.25% to 2.75% depending upon the Company’s consolidated leverage ratio (except that, during the period that financial covenant relief is in effect (including during the extended covenant relief period provided pursuant to the Third Amendment), the margin will not be less than 2.25% per annum) or (2) (x) Term SOFR Rate (as defined in the Credit Agreement) plus (y) a credit spread adjustment of (i) for term loans, 0.10% and (ii) for revolving credit borrowings, 0.11%, 0.26% or 0.43% for one, three and six month interest periods, respectively, plus (z) a margin ranging from 1.25% to 3.75% depending upon the Company's consolidated leverage ratio (except that, during the period that financial covenant relief pursuant to the Third Amendment is in effect, the margin will not be less than 3.25% per annum) (such margin, the "Applicable Margin"). Interest on loans made under the Revolving Credit Facility in Alternative Currencies accrues at a rate per annum equal to a customary benchmark rate (including, in certain cases, credit spread adjustments) plus the Applicable Margin. All of the Company's obligations under the Credit Agreement are unconditionally guaranteed by all of the Company's direct and indirect domestic subsidiaries, other than certain excluded subsidiaries, including, but not limited to, any domestic subsidiary the primary assets of which consist of equity or debt of non-U.S. subsidiaries, certain immaterial non-wholly-owned domestic subsidiaries and subsidiaries that are prohibited from providing a guarantee under applicable law or that would require governmental approval to provide such guarantee. The Company and the guarantors have also pledged substantially all of their assets to secure their obligations under the Credit Agreement. No amortization is required with respect to the revolving loans. Effective June 6, 2023, in connection with entering into the Second Amendment to the Credit Agreement, the Term Loans amortize (x) during the period that financial covenant relief is in effect (including during the extended covenant relief period provided pursuant to the Third Amendment), in equal quarterly installments of 1.875% of the aggregate principal amount outstanding on the Third Restatement Effective Date, and (y) otherwise, in equal quarterly installments of 1.25% of the aggregate principal amount outstanding on the Third Restatement Effective Date, with the balance due at maturity. The Company may voluntarily prepay borrowings at any time and from time to time, without premium or penalty, other than customary "breakage costs" in certain circumstances. Following a $250 million prepayment on the Term Loans in the third quarter of fiscal year 2024 in connection with the Third Amendment, after which there is no scheduled amortization remaining on the Term Loans. The Credit Agreement contains customary representation and warranties, and affirmative and negative covenants, including limitations on the Company’s ability to, among other things, incur indebtedness, create liens on assets, engage in certain fundamental corporate changes, make investments, repurchase stock, pay dividends or make similar distributions, engage in certain affiliate transactions, or enter into agreements that restrict the Company's ability to create liens, pay dividends or make loan repayments. In addition, the Company must comply with financial covenants which, after effectiveness of the Third Amendment are as follows (in each case, during the covenant relief period): • maintaining a maximum consolidated leverage ratio, determined as of the last day of each fiscal quarter, of (i) 8.17 to 1.00 for the fiscal quarter ending on or around October 31, 2023, (ii) 10.27 to 1.00 for the fiscal quarter ending on or around January 31, 2024, (iii) 10.21 to 1.00 for the fiscal quarter ending on or around April 30, 2024, (iv) 9.93 to 1.00 for the fiscal quarter ending on or around July 31, 2024, (v) 8.42 to 1.00 for the fiscal quarter ending on or around October 31, 2024, (vi) 7.68 to 1.00 for the fiscal quarter ending on or around January 31, 2025, (vii) ) 6.75 to 1.00 for the fiscal quarter ending on or around April 30, 2025, (viii) 6.28 to 1.00 for the fiscal quarter ending on or around July 31, 2025, (ix) 5.81 to 1.00 for the fiscal quarter ending on or around October 31, 2025, (x) 5.30 to 1.00 for the fiscal quarter ending on or around January 31, 2026, and (xi) 3.75 to 1.00 for the fiscal quarter ending on or around April 30, 2026 and each fiscal quarter thereafter, subject to increase to 4.25 to 1.00 for the four full consecutive fiscal quarters ending on or after the date of consummation of a permitted acquisition that constitutes a "Material Acquisition" under the Credit Agreement, subject to the satisfaction of certain conditions; • maintaining a minimum consolidated interest expense coverage ratio, determined as of the last day of each fiscal quarter, of (i) 1.66 to 1.00 for the fiscal quarter ending on or around October 31, 2023, (ii) 1.40 to 1.00 for the fiscal quarter ending on or around January 31, 2024, (iii) 1.37 to 1.00 for the fiscal quarter ending on or around April 30, 2024, (iv) 1.41 to 1.00 for the fiscal quarter ending on or around July 31, 2024, (v) 1.73 to 1.00 for the fiscal quarter ending on or around October 31, 2024, (vi) 1.90 to 1.00 for the fiscal quarter ending on or around January 31, 2025, (vii) 2.14 to 1.00 for the fiscal quarter ending on or around April 30, 2025, (viii) 2.37 to 1.00 for the fiscal quarter ending on or around July 31, 2025, (ix) 2.68 to 1.00 for the fiscal quarter ending on or around October 31, 2025, (x) 3.01 to 1.00 for the fiscal quarter ending on or around January 31, 2026, and (xi) 3.50 to 1.00 for the fiscal quarter ending on or around April 30, 2026 and each fiscal quarter thereafter; and • until January 31, 2025, maintaining a minimum consolidated liquidity (as further defined in the Credit Agreement but excluding revolving credit commitments scheduled to expire in 2024) of $150 million as of the last day of each monthly accounting period of the Company. Upon the termination of the covenant relief period under the Third Amendment, the ratio levels set forth above with respect to the leverage and interest expense coverage financial covenants are subject to step-up as set forth in the Credit Agreement, and the liquidity covenant shall no longer apply. Compliance with the leverage and interest expense coverage financial covenants is measured quarterly based upon the Company’s performance over the most recent four quarters, and compliance with the liquidity covenant is measured as of the last day of each monthly accounting period. As of January 28, 2024, the Company was in compliance with the financial covenants in the Credit Agreement. See “Liquidity” in Note 1, Organization and Basis of Presentation, for additional information about compliance with the financial covenants. The Credit Agreement also contains customary provisions pertaining to events of default. If any event of default occurs, the obligations under the Credit Agreement may be declared due and payable, terminated upon written notice to the Company and existing letters of credit may be required to be cash collateralized. The $100.0 million reduction in borrowing capacity of the Revolving Credit Facility in connection with the Second Amendment and the $250 million payment on the Term Loans in connection with the Third Amendment resulted in write-offs of deferred financing costs of $4.4 million for fiscal year 2024, which were included in "Interest expense" in the Statements of Operations. In the first quarter of fiscal year 2024, the Company entered into an interest rate swap agreement with a 2.75 year term to hedge the variability of interest payments on $150.0 million of debt outstanding on the Term Loans at a Term SOFR rate of 3.58%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. In the fourth quarter of fiscal year 2023, the Company entered into an interest rate swap agreement with a 5 year term to hedge the variability of interest payments on $450.0 million of debt outstanding on the Term Loans at a Term SOFR rate of 3.44%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. In the first quarter of fiscal year 2021, the Company entered into an interest rate swap agreement with a 3 year term to hedge the variability of interest payments on the first $150.0 million of debt outstanding under the Company's Revolving Credit Facility at a LIBOR-referenced rate of 0.73%, plus a variable margin and spread based on the Company's consolidated leverage ratio. This interest rate swap agreement matured during the first quarter of fiscal year 2024. Convertible Senior Notes due 2027 On October 12, 2022 and October 21, 2022, the Company issued and sold $300.0 million and $19.5 million, respectively, in aggregate principal amount of 1.625% Convertible Senior Notes due 2027 (the "2027 Notes") in a private placement. The 2027 Notes were issued pursuant to an indenture, dated October 12, 2022, by and among the Company, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee (the "2027 Indenture"). The 2027 Notes are jointly and severally and fully and unconditionally guaranteed by each of the Company’s current and future direct and indirect wholly-owned domestic subsidiaries that guarantee its borrowings under its Credit Agreement. The 2027 Notes bear interest at a rate of 1.625% per year, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on May 1, 2023. The 2027 Notes will mature on November 1, 2027, unless earlier converted, redeemed or repurchased. The initial conversion rate of the 2027 Notes is 26.8325 shares of the Company's common stock per $1,000 principal amount of 2027 Notes (which is equivalent to an initial conversion price of approximately $37.27 per share). The conversion rate is subject to adjustment upon the occurrence of certain events specified in the 2027 Indenture but will not be adjusted for accrued and unpaid interest. In addition, upon the occurrence of a Make-Whole Fundamental Change (as defined in the 2027 Indenture) or if the Company delivers a Notice of Sale Price Redemption (as defined in the 2027 Indenture), the Company will, in certain circumstances, increase the conversion rate by a number of additional shares of common stock as described in the 2027 Indenture for a holder who elects to convert its 2027 Notes in connection with such Make-Whole Fundamental Change or to convert its 2027 Notes called (or deemed called as provided in the 2027 Indenture) for redemption in connection with such Notice of Sale Price Redemption, as the case may be. Prior to the close of business on the business day immediately preceding July 1, 2027, the 2027 Notes are convertible at the option of the holders thereof only under the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ending on January 29, 2023 (and only during such fiscal quarter), if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which, for each trading day of that period, the Trading Price (as defined in the 2027 Indenture), as determined following a request by a holder of 2027 Notes in accordance with the procedures described in the 2027 Indenture, per $1,000 principal amount of 2027 Notes for such trading day was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; (3) if the Company calls such 2027 Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the 2027 Notes called (or deemed called as provided in the 2027 Indenture) for redemption; or (4) upon the occurrence of specified corporate events described in the 2027 Indenture. As of January 28, 2024, none of the conditions allowing holders of the 2027 Notes to convert had been met. On or after July 1, 2027 until the close of business on the second scheduled trading day immediately preceding the maturity date of the 2027 Notes, holders of the 2027 Notes may convert all or a portion of their 2027 Notes, regardless of the foregoing conditions. Upon conversion, the 2027 Notes will be settled in cash up to the aggregate principal amount of the 2027 Notes to be converted, and in cash, shares of the Company's common stock or any combination thereof, at the Company’s option, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the 2027 Notes being converted. The Company may not redeem the 2027 Notes prior to November 5, 2025. The Company may redeem for cash all or any portion of the 2027 Notes (subject to the limitation described below), at the Company’s option, on or after November 5, 2025 and before the 61st scheduled trading day immediately preceding the maturity date if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides the related notice of sale price redemption, at a redemption price equal to 100% of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company redeems less than all of the outstanding 2027 Notes, at least $75.0 million aggregate principal amount of the 2027 Notes must be outstanding and not subject to redemption as of the relevant redemption notice date. No sinking fund is provided for the 2027 Notes. Upon the occurrence of a Fundamental Change (as defined in the 2027 Indenture) prior to the maturity date of the 2027 Notes, holders of the 2027 Notes may require the Company to repurchase all or a portion of the 2027 Notes for cash at a price equal to 100% of the principal amount of the 2027 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the Fundamental Change Repurchase Date (as defined in the 2027 Indenture). Convertible Note Hedge Transactions On October 6, 2022 and October 19, 2022, the Company entered into privately negotiated convertible note hedge transactions (the “Convertible Note Hedge Transactions”) with an affiliate of one of the initial purchasers of the 2027 Notes and another financial institution (collectively, the “Counterparties”) whereby the Company has the option to purchase the same number of shares of the Company’s common stock initially underlying the 2027 Notes in the aggregate for approximately $37.27 per share, which is subject to anti-dilution adjustments substantially similar to those in the 2027 Notes. The Convertible Note Hedge Transactions will expire upon the maturity of the 2027 Notes, if not earlier exercised. The Convertible Note Hedge Transactions are expected to reduce the potential dilution to the common stock upon the conversion of the 2027 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted 2027 Notes, as the case may be, in the event that the market price per share of common stock, as measured under the terms of the Convertible Note Hedge Transactions, is greater than the strike price of the Convertible Note Hedge Transactions, which initially corresponds to the initial conversion price of the 2027 Notes, or approximately $37.27 per share of the common stock. The Convertible Note Hedge Transactions are separate transactions, entered into by the Company with each of the Counterparties, and are not part of the terms of the 2027 Notes. Holders of the 2027 Notes do not have any rights with respect to the Convertible Note Hedge Transactions. The Company used approximately $72.6 million of the net proceeds from the offering of the 2027 Notes to pay the cost of the Convertible Note Hedge Transactions. The Convertible Note Hedge Transactions are recorded in additional paid-in capital in the Balance Sheets as they do not require classification outside of equity pursuant to ASC 480 and qualify for equity classification pursuant to ASC 815. Warrant Transactions On October 6, 2022 and on October 19, 2022, the Company separately entered into privately negotiated warrant transactions (the “Warrants”) with the Counterparties whereby the holders of the Warrants have the option to acquire, collectively, subject to anti-dilution adjustments, approximately 8.6 million shares of the Company’s common stock at an initial strike price of approximately $51.15 per share. The Warrants were sold in private placements to the Counterparties pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), afforded by Section 4(a)(2) of the Securities Act. If the market price per share of the common stock, as measured under the terms of the Warrants, exceeds the strike price of the Warrants, the Warrants could have a dilutive effect on the common stock, unless the Company elects, subject to certain conditions, to settle the Warrants in cash. The Warrants will expire over a period beginning in February 2028. The Warrants are separate transactions, entered into by the Company with each of the Counterparties, and are not part of the terms of the 2027 Notes. Holders of the 2027 Notes do not have any rights with respect to the Warrants. The Company received aggregate proceeds of approximately $42.9 million from the sale of the Warrants to the Counterparties. The Warrants are recorded in additional paid-in capital in the Balance Sheets as they do not require classification outside of equity pursuant to ASC 480 and qualify for equity classification pursuant to ASC 815. In combination, the Convertible Note Hedge Transactions and the Warrants are intended to synthetically increase the strike price of the conversion option of the 2027 Notes from approximately $37.27 to $51.15 (subject to adjustment in accordance with the terms of the agreements governing such transactions), with the expected result of reducing the dilutive effect of the 2027 Notes in exchange for a net cash premium of $29.7 million. Convertible Senior Notes due 2028 On October 26, 2023, the Company issued and sold $250.0 million in aggregate principal amount of 4.00% Convertible Senior Notes due 2028 (the "2028 Notes") in a private placement. The 2028 Notes were issued pursuant to an indenture, dated October 26, 2023, by and among the Company, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee (the "2028 Indenture"). The 2028 Notes are jointly and severally and fully and unconditionally guaranteed by each of the Company’s current and future direct and indirect wholly-owned domestic subsidiaries that guarantee its borrowings under its Credit Agreement. The 2028 Notes bear interest at a rate of 4.00% per year, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on May 1, 2024. The 2028 Notes will mature on November 1, 2028, unless earlier converted, redeemed or repurchased. The initial conversion rate of the 2028 Notes is 49.0810 shares of the Company's common stock per $1,000 principal amount of 2028 Notes (which is equivalent to an initial conversion price of approximately $20.37 per share). The conversion rate is subject to adjustment upon the occurrence of certain events specified in the 2028 Indenture but will not be adjusted for accrued and unpaid interest. In addition, upon the occurrence of a Make-Whole Fundamental Change (as defined in the 2028 Indenture) or if the Company delivers a Notice of Redemption (as defined in the 2028 Indenture), the Company will, in certain circumstances, increase the conversion rate by a number of additional shares of common stock as described in the 2028 Indenture for a holder who elects to convert its 2028 Notes in connection with such Make-Whole Fundamental Change or to convert its 2028 Notes called (or deemed called as provided in the 2028 Indenture) for redemption in connection with such Notice of Redemption, as the case may be. Prior to the close of business on the business day immediately preceding August 1, 2028, the 2028 Notes will be convertible at the option of the holders thereof only under the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ending on January 28, 2024 (and only during such fiscal quarter), if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which, for each trading day of that period, the Trading Price (as defined in the 2028 Indenture), as determined following a request by a holder of the 2028 Notes in accordance with the procedures described in the Indenture, per $1,000 principal amount of the 2028 Notes for such trading day was less than 98% of the product of the last reported sale price of the Company's common stock and the conversion rate on each such trading day; (3) if the Company calls such 2028 Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the 2028 Notes called (or deemed called as provided in the 2028 Indenture) for redemption; or (4) upon the occurrence of specified corporate events described in the 2028 Indenture. As of January 28, 2024, none of the conditions allowing holders of the 2028 Notes to convert had been met. On or after August 1, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date of the 2028 Notes, hol |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Jan. 28, 2024 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Stock-Based Compensation | Share-Based Compensation Financial Statement Effects and Presentation Pre-tax share-based compensation, excluding the acceleration of Sierra Wireless equity awards, was included in the Statements of Operations for fiscal years 2024, 2023 and 2022 as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Cost of sales $ 1,995 $ 2,645 $ 2,901 Selling, general and administrative 25,331 21,493 32,578 Product development and engineering 12,844 15,110 15,710 Share-based compensation $ 40,170 $ 39,248 $ 51,189 Restricted Stock Units, Employees The Company grants restricted stock units to certain employees of which a portion are expected to be settled with shares of the Company's common stock and a portion are expected to be settled in cash. The restricted stock units that are to be settled with shares are accounted for as equity. The grant date for these awards is equal to the measurement date and they are valued as of the measurement date, based on the fair value of the Company's common stock at the grant date, and recognized as share-based compensation expense over the requisite vesting period (typic ally 3 or 4 ye ars). The restricted stock units that are to be settled in cash are accounted for as liabilities and the value of the awards is re-measured at the end of each reporting period until settlement at the end of the requisite vesting period (typically 3 years). In fiscal year 2024, the Company granted to certain employees 2,173,582 restricted stock units that settle in shares, including 123,652 restricted stock units granted to the current Chief Executive Officer ("CEO") that vest quarterly over a 3-year period and 232,635 restricted stock units granted to the former CEO ("Former CEO") prior to his retirement that vest quarterly over an 18-month period. In fiscal year 2024, the Company granted to certain employees 9,432 restricted stock units that settle in cash. The following table summarizes the activity for restricted stock units awarded to employees for fiscal year 2024: (in thousands, except per share data) Total Units Subject to Units Subject to Weighted-Average Nonvested at January 29, 2023 1,639 1,639 — $ 52.91 Granted 2,183 2,174 9 21.41 Vested (763) (763) — 49.67 Forfeited (460) (459) (1) 40.32 Nonvested at January 28, 2024 2,599 2,591 8 $ 29.64 The aggregate unrecognized compensation for the non-vested restricted stock units that settle in shares as of January 28, 2024 was $58.1 million, which will be recognized over a weighted-average period of 2.2 years. The aggregate unrecognized compensation for the non-vested restricted stock units that settle in cash as of January 28, 2024 was $0.1 million, which will be recognized over a weighted-average period of 2.1 years. Restricted Stock Units, Non-Employee Directors The Company maintains a compensation program pursuant to which restricted stock units are granted to the Company’s directors that are not employed by the Company or any of its subsidiaries. Under the Company's director compensation program, a portion of the stock units granted under the program would be settled in cash and a portion would be settled in shares of the Company's common stock. Restricted stock units awarded under the program are scheduled to vest on the earlier of (i) one year after the grant date or (ii) the day immediately preceding the first annual meeting of the Company's stockholders following the grant. The portion of a restricted stock unit award under the program that is to be settled in cash will, subject to vesting, be settled when the director who received the award separates from service. The portion of a restricted stock unit award under the program that is to be settled in shares of stock will, subject to vesting, be settled promptly following vesting. The restricted stock units that are to be settled in cash are accounted for as liabilities. These awards are not typically settled until a non-employee director’s separation from service. The value of both the unvested and vested but unsettled awards are re-measured at the end of each reporting period until settlement. As of January 28, 2024, the total number of vested, but unsettled awards was 230,231 units and the liability associated with these awards was $4.4 million, of which $1.8 million was included in "Accrued liabilities" in the Balance Sheets related to two previous non-employee directors currently serving short-term non-employee consultancies for the Company. The remaining $2.6 million was included in "Other long-term liabilities" in the Balance Sheets. The restricted stock units that are to be settled in shares are accounted for as equity. The grant date for these awards is equal to the measurement date. These awards are valued as of the measurement date, based on the fair value of the Company's common stock at the grant date, and recognized as share-based compensation expense over the requisite vesting period (typically one year ). The following table summarizes the activity for restricted stock units awarded to non-employee directors for fiscal year 2024: (in thousands, except per share data) Total Units Subject to Units Subject to Weighted-Average Nonvested at January 29, 2023 32 16 16 $ 51.97 Granted 80 40 40 24.21 Vested (36) (18) (18) 22.09 Nonvested at January 28, 2024 76 38 38 $ 24.76 Total Stockholder Return ("TSR") Market-Condition Restricted Stock Units The Company grants TSR market-condition restricted stock units (the "TSR Awards") to certain executives of the Company, which are settled in shares and accounted for as equity awards. The TSR Awards have a pre-defined market condition, which determines the number of shares that ultimately vest, as well as a service condition. The market condition is determined based upon the Company’s TSR benchmarked against the TSR of an index over one two In fiscal years 2024, 2023 and 2022, the Company granted, 202,951, 125,399 and 81,688, respectively, of TSR Awards. The 202,951 TSR Awards granted in fiscal year 2024 included 109,107 TSR Awards granted in the first quarter of fiscal year 2024, which have grant-date fair values per unit for each one, two and three-year performance periods of $39.47, $45.36 and $49.79, respectively, 61,827 TSR Awards granted in the second quarter of fiscal year 2024, which have grant-date fair values per unit for each one, two and three-year performance periods of $23.65, $32.78 and $38.65, respectively, and 32,017 TSR Awards granted in the third quarter of fiscal year 2024, which have grant-date fair values per unit for each one, two and three-year performance periods of $24.05, $32.09 and $37.51, respectively. Under the terms of the TSR Awards granted in fiscal year 2024, assuming the highest performance level of 200% with no cancellations due to forfeitures, the maximum potential number of shares that can be earned in aggregate for the cumulative fiscal years 2024, 2025 and 2026 performance periods would be 405,902 shares. The following table summarizes the activity for the TSR Awards for fiscal year 2024: (in thousands, except per share data) Total Weighted-Average Nonvested at January 29, 2023 88 $ 75.18 Granted 203 38.70 Vested — — Cancelled/Forfeited (1) (186) 52.10 Nonvested at January 28, 2024 105 $ 45.66 (1) Primarily represents cancellations due to awards not meeting the performance target, as well as forfeitures due to the terminations of certain officers. Amounts in the table above include the stated number of awards granted and outstanding. However, the number of awards that ultimately vest may be higher or lower than the originally granted amounts depending upon the actual TSR achievement level over the performance period. For example, of the 71,696 awards scheduled to vest on January 28, 2024, none actually vested due to lower than target TSR achievement levels. The aggregate unrecognized compensation expense for TSR Awards as of January 28, 2024 was $3.2 million, which will be recognized over a weighted-average period of 1.4 years. Financial Metric-Based Restricted Stock Units The Company grants financial metric-based restricted stock units (the "Metric-based Awards") to certain executives of the Company, which are settled in shares and accounted for as equity awards. The Metric-based Awards have a performance condition in addition to a service condition. The number of vested shares for each performance period is determined based on the Company’s attainment of pre-established revenue and non-GAAP operating income targets for the respective performance period. The vesting for tranches after the initial performance period is dependent on revenue and non-GAAP operating income for the preceding performance period. The Metric-based Awards are valued as of the measurement date and compensation cost is recognized using the accelerated attribution method over the requisite service period based on the number of shares that are probable of attainment for each fiscal year. In fiscal year 2024, the Company granted 189,918 Metric-based Awards that vest over one two The following table summarizes the activity for the Metric-based Awards for fiscal year 2024: (in thousands, except per share data) Total Weighted-Average Nonvested at January 29, 2023 — $ — Granted 190 26.12 Vested — — Cancelled/Forfeited (1) (74) 30.21 Nonvested at January 28, 2024 116 $ 23.53 (1) Primarily represents cancellations due to awards not meeting the performance targets, as well as forfeitures due to the terminations of certain officers. Amounts in the table above include the stated number of Metric-based Awards granted and outstanding. However, the number of Metric-based Awards that ultimately vest may be higher or lower than the originally granted amounts depending upon the actual achievement level over the performance period. The aggregate unrecognized compensation expense for Metric-based Awards as of January 28, 2024 was $1.5 million, which will be recognized over a weighted-average period of 1.3 years. Market-Condition Restricted Stock Units, Employees In fiscal year 2022, the Company granted 54,928 restricted stock units to certain executives of the Company, which had a pre-defined market condition that determined the number of shares that would ultimately vest. These market-condition restricted stock unit awards ("Market-Condition Awards") were eligible to vest during the period that commenced on March 9, 2021 and ended on March 5, 2024 (the "Performance Period") as follows: the restricted stock units covered by the Market-Condition Awards would vest if, during any consecutive 30 trading day period that commenced and ended during the Performance Period, the average per-share closing price of the Company’s common stock equaled or exceeded $95.00. The Market-Condition Awards would also vest at a pro-rata percentage of the unvested portion of the total restricted units if a majority change in control of the Company occurred during the Performance Period and, in connection with such event, the Company’s stockholders became entitled to receive per-share consideration having a value equal to or greater than $71.00 but less than $95.00. If the change in control per-share consideration was equal to or greater than $95.00, the awards would fully vest. The Market-Condition Awards were valued as of the grant date using a Monte Carlo simulation model and expense was recognized on a straight-line basis over the requisite service period, adjusted for any actual forfeitures. The grant-date fair value per unit of the awards granted in fiscal year 2022 was $49.55. In fiscal years 2024 and 2023, 18,309 and 14,084, respectively, of the Market-Condition Awards were forfeited due to the terminations of certain officers. As of January 28, 2024, 22,535 of the Market-Condition Awards were outstanding and the aggregate compensation expense for the Market-Condition Awards had been fully recognized. Subsequent to January 28, 2024, in the first quarter of fiscal year 2025, the Performance Period ended and the remaining Market-Condition Awards were cancelled due to lower than target achievement levels. Market-Condition Restricted Stock Units, Former CEO In fiscal year 2020, the Company granted the Former CEO 320,000 restricted stock units subject to a market condition. The award was eligible to vest during the period commencing March 5, 2019, and ending March 5, 2024 (the "Performance Period") as follows: 30% of the restricted stock units covered by the award would vest if, during any consecutive 30 day trading period that commenced and ended during the Performance Period, the average per-share closing price of the Company’s common stock equaled or exceeded $71.00 ("Tranche 1") and the award would vest in full if, during any consecutive 30 day trading period that commenced and ended during the Performance Period, the average per-share closing price of the Company’s common stock equaled or exceeded $95.00 ("Tranche 2"). The fair values of Tranche 1 and Tranche 2 at the grant date were determined to be $44.32 and $33.19, respectively, by application of the Monte Carlo simulation model. Expense was recognized on a straight-line basis over the requisite service periods and was adjusted for actual forfeiture. On January 8, 2021, the Company's 30 day average-per-share closing price met the threshold for Tranche 1 resulting in the vesting of 30%, or 96,000 restricted stock units, of the original award. On June 29, 2023, the remaining 224,000 restricted stock units under the award were forfeited due to the Former CEO's retirement. No restricted stock units were outstanding for the award as of January 28, 2024. Non-Qualified Stock Options From time to time, the Company grants non-qualified stock options to employees and/or non-employee directors. The fair values of these grants are measured on the grant date and recognized as expense over the requisite vesting period (typic ally 3-4 years). The Company uses the Black-Scholes pricing model to value stock options. The maximum contractual term of stock options is generally 6 to 10 years. In fiscal year 2023 , the Company granted 541,530 stock options to employees with a 3-year vesting period and a 4 -year expected term. There were no stock options granted in fiscal years 2024 or 2022 . The following table summarizes the activity for stock options for fiscal year 2024: (in thousands, except per share data) Number Weighted- Aggregate Intrinsic Value (1) Number of Weighted-Average Vested and expected to vest at January 29, 2023 608 $ 30.96 $ 2,151 68 5.4 Exercised — — — Forfeited (107) 31.14 Vested and expected to vest at January 28, 2024 501 $ 30.92 $ 8 201 4.5 Vested and exercisable at January 28, 2024 201 $ 33.35 $ 8 4.0 (1) The aggregate intrinsic value of stock options vested and exercisable and vested and expected to vest as of January 28, 2024 is calculated based on the difference between the exercise price and the $20.59 closing price of the Company's common stock as of January 28, 2024. The aggregate unrecognized compensation expense for the outstanding stock options as of January 28, 2024 was $3.4 million, which will be recognized over a weighted-average period of 1.8 years. The following table summarizes information regarding nonvested stock option awards at January 28, 2024: (in thousands, except per share data) Number Weighted-Average Weighted-Average Nonvested at January 29, 2023 540 $ 29.30 $ 12.77 Vested (155) 29.30 12.77 Forfeited (85) 29.30 12.77 Nonvested at January 28, 2024 300 $ 29.30 $ 12.77 |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 28, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's regional income before income taxes and equity in net gains (losses) of equity method investments was as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Domestic $ (306,039) $ (59,961) $ (16,593) Foreign (735,516) 138,428 155,662 Total $ (1,041,555) $ 78,467 $ 139,069 The provision for income taxes consisted of the following: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Current income tax provision (benefit) Federal $ 1,758 $ 8,291 $ 1,078 State 1 17 211 Foreign 8,750 24,231 16,374 Subtotal 10,509 32,539 17,663 Deferred income tax provision (benefit) Federal 50,938 (23,730) (1,797) State 51 (28) — Foreign (10,979) 8,563 (327) Subtotal 40,010 (15,195) (2,124) Provision for income taxes $ 50,519 $ 17,344 $ 15,539 The provision for income taxes reconciles to the amount computed by applying the statutory federal rate to income before taxes as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Federal income tax at statutory rate $ (218,726) $ 16,478 $ 29,194 State income taxes, net of federal benefit (9,989) (4,134) 272 Foreign taxes differential, including withholding taxes (36,408) (11,636) (6,611) Tax credits generated (6,054) (6,922) (9,008) Changes in valuation allowance 149,209 6,500 1,778 Gain on intra-entity asset transfer of intangible assets — (8,735) — Changes in uncertain tax positions 1,877 826 180 Equity compensation 2,929 430 (2,698) GILTI and Subpart F income — 7,385 441 Transaction costs — 13,729 — Goodwill impairment 193,699 — — Nondeductible officers compensation 741 1,326 3,052 Other (26,759) 2,097 (1,061) Provision for income taxes $ 50,519 $ 17,344 $ 15,539 The Company’s tax expense benefited from its operations in lower tax jurisdictions, such as Switzerland, research tax credits, the recognition of excess tax benefits related to share-based compensation and from an intra-entity assignment of intangible assets that received a tax basis step-up. The Company's tax expense increased due to disallowed transaction costs, goodwill impairments, change in the valuation allowance and an increase in global intangible low-taxed income ("GILTI"), driven by the capitalization of R&D costs as mandated by the Tax Cuts and Jobs Act (the "Tax Act"). On December 6, 2016, the Company was granted a tax holiday ("Tax Holiday") with an effective date of January 30, 2017. The Tax Holiday provides Semtech (International) AG with a 70% reduction to the Swiss Cantonal tax rate, bringing the statutory Swiss Cantonal tax rate down from 12.56% to 3.77%. The maximum benefit under this Tax Holiday is CHF 500.0 million of cumulative after tax profit, which equates to a maximum potential tax savings of CHF 44.0 million. The Tax Holiday was effective for five years and could be extended for an additional five years if the Company met certain staffing targets by January 30, 2022. Semtech (International) AG has met these staffing guidelines, and therefore, the tax holiday is extended for an additional five years ending January 31, 2027. On May 19, 2019, Switzerland approved the Federal Act on Tax Reform ("Swiss Tax Reform"). One main component of the Swiss Tax Reform included reduction of Cantonal income tax rates. The Swiss Tax Reform dropped the statutory Swiss Cantonal tax rate down from 12.56% to 8.46%. Semtech’s Tax Holiday provides Semtech (International) AG with a 70% reduction to this new Swiss Cantonal tax rate, bringing the statutory Swiss Cantonal tax rate down from 8.46% to 2.54%. All other provisions of the existing Tax Holiday discussed above still apply. On December 22, 2023, the Swiss Federal Council officially declared the entry into force of the Swiss implementation of the OECD’s Pillar Two rules beginning January 1, 2024, which imposes global minimum tax of 15% on multination enterprises with an annual revenue exceeding €750 million in at least two out of the last four years. The Company expects to meet the revenue thresholds requirement in fiscal year 2026, and these provisions will adversely impact our provision for income taxes. The Creating Helpful Incentives to Produce Semiconductors and Science Act (“CHIPS Act”) provides for various incentives and tax credits, including the Advanced Manufacturing Investment Credit (“AMIC”), which equals 25% of qualified investments in an advanced manufacturing facility that is placed in service after December 31, 2022. At least a portion of our current and future capital expenditures and research and development costs will qualify for this credit, which benefits us by allowing us to net the credit received against our costs. The AMIC credit is accounted for outside of ASC 740 as a reduction to the depreciable basis of the assets used in operations and will not have an impact on our effective tax rate. The Tax Act imposed a U.S. tax on GILTI income that is earned by certain foreign affiliates owned by a U.S. stockholder. In accordance with guidance issued by the FASB, the Company has made a policy election to treat future taxes related to GILTI as a current period expense in the reporting period in which the tax is incurred. Prior to the enactment of the Tax Act, with few exceptions, U.S. federal income and foreign withholding taxes had not been provided on the excess of the amount for financial reporting over the tax basis of investments in the Company’s foreign subsidiaries that were essentially permanent in duration. With the enactment of the Tax Act, all historic and current foreign earnings are taxed in the U.S. Depending on the jurisdiction, these foreign earnings are potentially subject to a withholding tax, if repatriated. As of January 28, 2024, the historical undistributed earnings of the Company’s foreign subsidiaries are intended to be permanently reinvested outside of the U.S. Notwithstanding the U.S. taxation of these amounts, the Company has determined that none of its current foreign earnings will be permanently reinvested. If the Company needed to remit all or a portion of its historical undistributed earnings to the U.S. for investment in its domestic operations, any such remittance could result in increased tax liabilities and a higher effective tax rate. Determination of the amount of the unrecognized deferred tax liability on these unremitted earnings is not practicable. The components of the net deferred income tax assets and liabilities at January 28, 2024 and January 29, 2023 were as follows: (in thousands) January 28, 2024 January 29, 2023 Non-current deferred tax assets: Inventory reserve $ 8,091 $ 6,127 Bad debt reserve 447 20 Foreign tax credits 1,737 3,294 Research credit carryforward 78,593 61,699 NOL carryforward 107,030 95,955 Payroll and related accruals 8,253 10,433 Share-based compensation 2,904 4,014 Foreign pension deferred 632 474 Accrued sales reserves 3,498 684 Research and development charges 20,274 14,835 Leasing deferred assets 7,001 3,932 OID interest 12,812 19,421 Other reserves 1,176 8,255 Section 163(J) Limitation 17,696 3,711 Other deferred assets 4,181 554 Intangibles 72,946 5,296 Valuation allowance (304,355) (156,850) Total non-current deferred tax assets 42,916 81,854 Non-current deferred tax liabilities: Property, plant and equipment (7,937) (7,952) Goodwill and other intangibles (7,406) (6,273) Leasing deferred liabilities (5,866) (3,780) Other non-current deferred tax liabilities (4,523) (5,130) Total non-current deferred tax liabilities (25,732) (23,135) Net deferred tax assets $ 17,184 $ 58,719 As of January 28, 2024, the Company had U.S. gross federal and state research credits available of approximately $10.8 million and $24.4 million, respectively, which are available to offset taxable income. In connection with the Sierra Wireless Acquisition, the Company acquired approximately $6.6 million of fully reserved U.S. research credit carryforwards. The Company's U.S. credits will expire between fiscal years 2029 through 2044. The Company also had gross Canadian research credits available of approximately $44.2 million. Included in the $44.2 million are $32.4 million of Canadian research credit carryforwards that were acquired in connection with the Sierra Wireless Acquisition. The Company's Canadian credits will expire by fiscal year 2044. As of January 28, 2024, the Company had U.S. gross federal net operating loss ("NOL") carryforwards of $80.3 million and state NOL carryforwards of $131.1 million, which, subject to certain limitations, are available to offset future taxable income through fiscal year 2044. The federal NOL carryforwards are primarily NOLs acquired in the Sierra Wireless Acquisition. These will expire at various dates through 2038 for losses generated prior to tax year 2018. For losses generated during tax year 2018 and future years, the NOL carryforward period is indefinite, but the loss utilization will be limited to 80% of taxable income. A portion of these losses may be subject to annual limitations due to ownership change provisions under Section 382 of the Internal Revenue Code ("IRC"). This limitation may result in the expiration of NOLs before utilization. Additionally, the Company had fully reserved gross NOLs in Canada and France, for $40.0 million and $264.1 million respectively, for companies acquired during the Sierra Wireless Acquisition. The Company also has a gross Swiss NOL of $17.5 million, and a gross UK NOL of $4.1 million. As of January 28, 2024 and January 29, 2023, the Company had approximately $321.5 million and $215.6 million of net deferred tax assets, respectively, the majority of which are in the U.S., Canada and France. The Company has recorded valuation allowances of $304.4 million and $156.9 million against its deferred tax assets at January 28, 2024 and January 29, 2023, respectively, based on the Company's assessment of its ability to utilize its deferred tax assets. The large increase in valuation allowance was mainly due to the Sierra Wireless Acquisition (discussed in Note 3). In connection with the acquisition, the Company reassessed the valuation allowances and evaluated the recoverability of its deferred tax assets, considering all available evidence such as earnings history and tax planning strategies. After weighing all positive and negative evidence, the Company maintains a valuation allowance for assets if it is more likely than not that some, or all, of its deferred tax assets will not be realized. Positive evidence considered included reversing taxable temporary differences. Negative evidence considered included the cumulative pre-tax losses recorded during the three-year period ended January 28, 2024, on both an annual and cumulative basis. In jurisdictions where the Company has cumulative losses, the Company has recorded a full valuation allowance on deferred tax assets. As of January 28, 2024, the Company continues to maintain full valuation allowance on DTAs in the U.S. and France, as well as a partial valuation allowance on DTAs in Canada. During the second quarter of fiscal year 2024, the Company determined utilization of its net DTAs in the U.S. was limited, and accordingly recorded an increase to its valuation allowance reserve of $52.8 million. This determination was made after evaluating both the positive and negative evidence regarding the recoverability of the Company’s net U.S. DTAs. Significant negative evidence that led to this conclusion included substantial cumulative GAAP financial losses, goodwill impairment (as discussed in Note 8, Goodwill and Intangible Assets), and in the absence of additional actions, the Company's inability to maintain compliance with the financial covenants over the next twelve months from the issuance of the accompanying interim unaudited condensed consolidated financial statements. Changes in the valuation allowance for the three years ended January 28, 2024 are summarized in the table below: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Beginning balance $ 156,850 $ 17,506 $ 15,751 Assumed valuation allowance from Sierra Wireless Acquisition — 116,528 — Additions 147,505 22,816 2,605 Releases — — (850) Ending balance $ 304,355 $ 156,850 $ 17,506 The current year additions of $147.5 million primarily consists of valuation allowance on deferred tax assets related to purchased intangibles, disallowed interest expense carried forward under IRC section 163j ("Section 163j") and other U.S. deferred taxes. The change in the valuation allowance related to the Convertible Note Hedge Transactions of $1.7 million is included in the Statements of Stockholders' Equity (Deficit). The change in the valuation allowance for Section 163j and state deferred taxes of $149.2 million is included in the fiscal year 2024 provision for income taxes in the Consolidated Statements of Operations. Uncertain Tax Positions The Company uses a two-step approach to recognize and measure uncertain tax positions ("UTP"). The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits (before federal impact of state items) is as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Beginning balance $ 31,471 $ 27,051 Assumed uncertain tax positions related to Sierra Wireless Acquisition — 3,578 Net additions based on tax positions related to the current year 1,016 700 Additions based on tax positions related to prior years 5,227 533 Reductions as a result of lapsed statutes (834) — Reductions for settlements with tax authorities (332) (391) Ending balance $ 36,548 $ 31,471 Included in the balance of gross unrecognized tax benefits at January 28, 2024 and January 29, 2023, are $14.6 million and $12.6 million, respectively, of net tax benefits (after federal impact of state items) that, if recognized, would impact the effective tax rate. The Company believes that it is reasonably possible that its balance of gross unrecognized tax benefits may decrease by approximately $16 million within the next twelve months due to expiration of statute. The liability for UTP is reflected on the Balance Sheets as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Deferred tax assets - non-current $ 20,519 $ 17,446 Other long-term liabilities 14,632 12,641 Total uncertain tax positions $ 35,151 $ 30,087 The Company’s policy is to include net interest and penalties related to unrecognized tax benefits within the provision for taxes in the Statements of Operations. The Company had approximately $2.8 million of net interest and penalties accrued at January 28, 2024. Tax years prior to 2013 (the Company’s fiscal year 2014) are generally not subject to examination by the IRS except for items involving tax attributes that have been carried forward to tax years whose statute of limitations remains open. For state returns in the U.S., the Company is generally not subject to income tax examinations for years prior to 2012 (the Company’s fiscal year 2013). The Company has a significant tax presence in Switzerland for which Swiss tax filings have been examined through fiscal year 2020. The Company is also subject to routine examinations by various foreign tax jurisdictions in which it operates. The Company believes that adequate provisions have been made for any adjustments that may result from tax examinations. However, the outcome of tax examinations cannot be predicted with certainty. If any issues addressed in the Company’s tax examinations are resolved in a manner not consistent with the Company's expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. |
Leases
Leases | 12 Months Ended |
Jan. 28, 2024 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for real estate, vehicles and office equipment, which are accounted for in accordance with ASC 842, "Leases." Real estate leases are used to secure office space for the Company's administrative, engineering, production support and manufacturing activities. The Company's leases have remaining lease terms of up to eight years, some of which include options to extend the leases for up to five years, and some of which include options to terminate the leases within one year. The components of lease expense were as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Operating lease cost $ 8,505 $ 5,939 Short-term lease cost 1,734 1,498 Less: sublease income (644) (170) Total lease cost $ 9,595 $ 7,267 Supplemental cash flow information related to leases was as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Cash paid for amounts included in the measurement of lease liabilities $ 8,523 $ 5,759 Right-of-use assets obtained in exchange for new operating lease liabilities $ 3,086 $ 16,772 Right-of-use asset impairment (1) $ 3,884 $ — (1) Right-of-use asset impairment relates to abandonments classified as restructuring (see Note 17, Restructuring). January 28, 2024 Weighted-average remaining lease term - operating leases (in years) 5.4 Weighted-average discount rate on remaining lease payments - operating leases 6.9 % Supplemental balance sheet information related to leases was as follows: (in thousands) January 28, 2024 January 29, 2023 Operating lease right-of-use assets in "Other Assets" $ 23,870 $ 31,807 Operating lease liabilities in "Accrued Liabilities" $ 6,560 $ 6,209 Operating lease liabilities in "Other long-term Liabilities" 22,033 26,484 Total operating lease liabilities $ 28,593 $ 32,693 Maturities of lease liabilities as of January 28, 2024 are as follows: (in thousands) Fiscal Year Ending: 2025 $ 8,351 2026 7,075 2027 5,215 2028 4,570 2029 3,717 Thereafter 5,856 Total lease payments 34,784 Less: imputed interest (6,191) Total $ 28,593 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 28, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | Commitments and Contingencies Unconditional Purchase Commitments The following table presents the Company’s open capital commitments and other open purchase commitments for the purchase of plant, equipment, raw material, supplies and services as of January 28, 2024: (in thousands) Less than 1 year 1-3 years Total Open capital purchase commitments $ 5,457 $ — $ 5,457 Other open purchase commitments 252,264 12,853 265,117 Total purchase commitments $ 257,721 $ 12,853 $ 270,574 Legal Matters From time to time, the Company is involved in various claims, litigation, and other legal actions that are normal to the nature of its business, including with respect to IP, contract, product liability, employment, and environmental matters. In accordance with ASC 450-20, "Loss Contingencies," the Company accrues an undiscounted liability for those contingencies where the incurrence of a loss is probable and the amount can be reasonably estimated. The Company also discloses the amount accrued and the amount of a reasonably possible loss in excess of the amount accrued, if material and if the amount can be reasonably estimated. The Company does not record liabilities when the likelihood that the liability has been incurred is probable but the amount cannot be reasonably estimated, or when the liability is believed to be only reasonably possible or remote. However, for liabilities that are reasonably possible but not probable, the Company discloses the amount of reasonably possible loss or range of reasonably possible loss, if material and if the amount can be reasonably estimated. The Company evaluates, at least quarterly, developments in its legal matters that could affect the amount of liability that has been previously accrued, and makes adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount. The Company may be unable to estimate a possible loss or range of possible loss due to various reasons, including, among others: (i) if the damages sought are indeterminate, (ii) if the proceedings are in early stages, (iii) if there is uncertainty as to the outcome of pending appeals, motions or settlements, (iv) if there are significant factual issues to be determined or resolved, and (v) if there are novel or unsettled legal theories presented. In such instances, there is considerable uncertainty regarding the ultimate resolution of such matters, including a possible eventual loss, if any. Because the outcomes of litigation and other legal matters are inherently unpredictable, the Company’s evaluation of legal matters or proceedings often involves a series of complex assessments by management about future events and can rely heavily on estimates and assumptions. While the consequences of certain unresolved matters and proceedings are not presently determinable, and an estimate of the probable and reasonably possible loss or range of loss for such proceedings cannot be reasonably made, an adverse outcome from such proceedings could have a material adverse effect on the Company’s earnings in any given reporting period. However, in the opinion of management, after consulting with legal counsel, any ultimate liability related to current outstanding claims and lawsuits, individually or in the aggregate, is not expected to have a material adverse effect on the Company’s financial condition, results of operations or cash flows. However, legal matters are inherently unpredictable and subject to significant uncertainties, some of which are beyond the Company’s control. As such, even though the Company intends to vigorously defend itself with respect to its legal matters, there can be no assurance that the final outcome of these matters will not materially and adversely affect the Company’s business, financial condition, operating results, or cash flows. On June 14, 2022, Denso Corporation, and several of its affiliates (collectively "Denso"), filed a complaint against Sierra Wireless and several of its affiliates ("Sierra Entities") in the Superior Court of California, County of San Diego. Denso asserts eight causes of action, including claims for breach of express and implied warranties, equitable indemnification, negligent and intentional misrepresentation, unjust enrichment, promissory estoppel, and declaratory judgment, based on an alleged defect related to the GPS week number rollover date. Denso alleges that it incurred in excess of $84 million in damages and costs to implement a firmware update provided by Sierra Entities' supplier in late 2018, before Sierra Wireless disposed of the automotive business, to address the alleged product defect. Denso filed an amended complaint on September 23, 2022, asserting essentially the same eight causes of action. After briefing on a demurrer and initial discovery, the parties' reached a settlement agreement on September 18, 2023 with payments to be made in four quarterly installments commencing on or before September 30, 2023. On March 25, 2022, Harman Becker Automotive Systems GmbH, and several of its affiliates (collectively "Harman"), filed a complaint against certain Sierra Entities in the District Court of Munich, Germany. Harman asserts claims that the Sierra Entities, in connection with the delivery of certain modules by the Sierra Entities, violated a frame supply agreement, a quality assurance agreement and the United Nations Convention on Contracts for the International Sales of Goods. Harman alleges that it incurred approximately $16 million in damages and costs, the bulk of which amount related to settling with a customer that had to implement a firmware update provided by Sierra Entities' supplier in late 2018, before Sierra Wireless disposed of the automotive business, to address the alleged product defect. Since the case is at an early stage, at this time, the Company is unable to form a conclusion as to the likelihood of an unfavorable outcome or the amount or range of any possible loss resulting from the alleged claims. The Company intends to defend the claims vigorously. Environmental Matters The Company vacated a former facility in Newbury Park, California in 2002, but continues to address groundwater and soil contamination at the site. The Company’s efforts to address site conditions have been at the direction of the Los Angeles Regional Water Quality Control Board (“RWQCB”). In October 2013, an order was issued including a scope of proposed additional site work, monitoring and remediation activities. The Company has been complying with RWQCB orders and direction, and continues to implement an approved remedial action plan addressing the soil, groundwater and soil vapor at the site. The Company has accrued liabilities where it is probable that a loss will be incurred and the cost or amount of loss can be reasonably estimated. Based on the latest determinations by the RWQCB and the most recent actions taken pursuant to the remedial action plan, the Company estimates the total range of probable loss to be between $7.9 million and $9.4 million. To date, the Company has made $6.4 million in payments towards the remedial action plan. The estimated range of probable loss remaining as of January 28, 2024 was between $1.5 million and $3.0 million. Given the uncertainties associated with environmental assessment and the remediation activities, the Company is unable to determine a best estimate within the range of loss. Therefore, the Company has recorded the minimum amount of probable loss and as of January 28, 2024, has a remaining accrual of $1.5 million related to this matter. These estimates could change as a result of changes in planned remedial actions, further actions from the regulatory agency, remediation technology and other factors. Indemnification The Company has entered into agreements with its current and former executives and directors indemnifying them against certain liabilities incurred in connection with the performance of their duties. The Company’s Certificate of Incorporation and Bylaws also contain indemnification obligations with respect to the Company’s current directors and employees. The Company is a party to a variety of agreements in the ordinary course of business under which the Company may be obligated to indemnify a third party with respect to certain matters. The impact on the Company's future financial results is not subject to reasonable estimation because considerable uncertainty exists as to the final outcome of any claims and whether claims will be made. Product Warranties The Company’s general warranty policy provides for repair or replacement of defective parts. In some cases, a refund of the purchase price is offered. In certain instances the Company has agreed to other or additional warranty terms, including indemnification provisions. The product warranty accrual reflects the Company’s best estimate of probable liability under its product warranties. The Company accrues for known warranty issues if a loss is probable and can be reasonably estimated, and accrues for estimated incurred but unidentified issues based on historical experience. Historically, warranty expense and the related accrual has been immaterial to the Company’s consolidated financial statements. Licenses Under certain license agreements, the Company is committed to make royalty payments based on the sales of products using certain technologies. The Company recognizes royalty obligations as determinable in accordance with agreement terms. Retirement Plans The Company contributed $1.9 million , $1.5 million and $1.4 million in fiscal years 2024, 2023 and 2022 , respe ctively, to the 401(k) retirement plan maintained for its employees based in the U.S. In addition, the Company also contributed $1.7 million, $0.9 million and $0.8 million in fiscal years 2024, 2023 and 2022, respectively, to a defined contribution plan for its employees in Canada. The Company has defined benefit pension plans for the employees of its Swiss subsidiaries (the "Swiss Plans"), which it accounts for in accordance with ASC 715-30, "Defined Benefit Plans – Pension." The Swiss Plans provide government-mandated retirement, death and disability benefits. Under the Swiss Plans, the Company and its employees make government-mandated minimum contributions. Minimum contributions are based on the respective employee’s age, salary and gender. As of January 28, 2024 and January 29, 2023, the Swiss Plans had an unfunded net pension obligation of approximately $5.2 million and $3.1 million, respectively, plan assets of approximately $40.9 million and $44.0 million, respectively, and projected benefit obligation of approximately $44.8 million and $47.1 million, respectively. For fiscal years 2024 and 2023, net periodic pension expense was $1.6 million and $1.4 million, respectively, and contributions made by the Company were $1.8 million and $1.8 million, respectively. The Company records a post-retirement benefit for the employees of its French subsidiary (the "French Plan"), which it accounts for in accordance with ASC 715-30. The French Plan is defined by the collective bargaining agreement of R&D, IT and consulting firms. Minimum contributions are based on the respective years of service for all permanent employees. As of January 28, 2024, the French Plan had an unfunded net pension obligation of approximately $1.1 million, plan assets of zero and projected benefit obligation of approximately $1.1 million. As of January 29, 2023, the French Plan had an unfunded net pension obligation of approximately $0.9 million, plan assets of zero and a projected benefit obligation of approximately $0.9 million. For fiscal years 2024 and 2023, net periodic pension expense was $0.1 million and $0.1 million, respectively, and contributions made by the Company were $0.5 million and $0.6 million, respectively. Deferred Compensation The Company maintains a deferred compensation plan for certain officers and key executives that allows participants to defer a portion of their compensation for future distribution at various times permitted by the plan. This plan provides for a discretionary Company match up to a defined portion of the employee’s deferral, with any match subject to a defined vesting schedule. Under this plan, the Company incurred, net of forfeitures, expense of $7.4 million, income of $2.3 million and expense of $2.7 million in fiscal years 2024, 2023 and 2022, respectively. For fiscal years 2024, 2023 and 2022, these amounts included a loss of $0.1 million, a loss of $0.5 million and a gain of $1.5 million, respectively, resulting from total return swap contracts used to hedge the market risk associated with the unfunded portion of the deferred compensation liability. See Note 19, Derivatives and Hedging Activities, for further discussion of the Company's derivative instruments. The Company’s liability for the deferred compensation plan is presented below: (in thousands) January 28, 2024 January 29, 2023 Accrued liabilities $ 7,412 $ 4,714 Other long-term liabilities 32,288 37,563 Total deferred compensation liabilities under this plan $ 39,700 $ 42,277 The Company has purchased whole life insurance on the lives of certain current deferred compensation plan participants. This corporate-owned life insurance is held in a grantor trust and is intended to cover a majority of the Company’s costs of the deferred compensation plan. Changes in the cash surrender value of the corporate-owned life insurance resulted in a net gain of $4.9 million, loss of $1.5 million and gain $1.6 million in fiscal years 2024, 2023 and 2022, respectively. The $4.0 million decrease in the cash surrender value of the corporate-owned life insurance as of January 28, 2024 compared to January 29, 2023 was primarily related to $8.9 million of distributions used to settle payments related to the deferred compensation liability, partially offset by an overall $4.9 million increase in market value reflected in earnings. The cash surrender value of the Company's corporate owned life insurance is presented below: (in thousands) January 28, 2024 January 29, 2023 Other current assets $ 4,538 $ — Other assets 25,098 33,676 Total cash surrender value of corporate-owned life insurance $ 29,636 $ 33,676 |
Concentration of Risk
Concentration of Risk | 12 Months Ended |
Jan. 28, 2024 | |
Risks and Uncertainties [Abstract] | |
Concentration of Risk | Concentration of Risk The following significant customers accounted for at least 10% of the Company's net sales in one or more of the periods indicated: Fiscal Year Ended (percentage of net sales) (1) January 28, 2024 January 29, 2023 January 30, 2022 Trend-tek Technology Ltd. (and affiliates) * 16 % 17 % Frontek Technology Corporation (and affiliates) 10 % 13 % 18 % CEAC International Ltd. (and affiliates) * 11 % 11 % Arrow Electronics (and affiliates) * * 10 % (1) In each period with an asterisk, the customer represented less than 10% of the Company's net sales. The following table shows the customers that have an outstanding receivable balance that represents at least 10% of the Company's total net receivables as of one or more of the dates indicated: (percentage of net receivables) (1) January 28, 2024 January 29, 2023 Frontek Technology Corporation (and affiliates) 15% * (1) In each period with an asterisk, the customer represented less than 10% of the Company's net receivables. For fiscal years 2024, 2023 and 2022, authorized distributors accounted for approximately 66%, 85% and 87%, respectively, of the Company’s net sales. The lower percentage of distributor sales in fiscal year 2024 primarily relates to sales channels associated with the Sierra Wireless business, which we acquired in January 2023. Generally, the Company does not have long-term contracts with its distributors and most can terminate their agreement with little or no notice. For fiscal year 2024, the Company's largest distributors were based in Asia. Outside Subcontractors and Suppliers The Company relies on a limited number of third-party subcontractors and suppliers for the supply of silicon wafers, chipsets and other electronic components, and for product manufacturing, packaging, testing and certain other tasks. Disruption or termination of supply sources or subcontractors have delayed and could in the future delay shipments and could have a material adverse effect on the Company. Although there are generally alternate sources for these materials and services, qualification of the alternate sources could cause delays sufficient to have a material adverse effect on the Company. A significant amount of the Company’s third-party subcontractors and suppliers, including third-party foundries that supply silicon wafers, are located in the U.S., China and Taiwan. A significant amount of the Company’s assembly and test operations are conducted by third-party contractors in China, Malaysia, Mexico, Taiwan and Vietnam. |
Segment Information
Segment Information | 12 Months Ended |
Jan. 28, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company's CEO functions as the chief operating decision maker ("CODM"). The CODM makes operating decisions and assesses performance based on the Company's major product lines, which represent its operating segments. The Company currently has four operating segments—Signal Integrity, Analog Mixed Signal and Wireless, IoT Systems, and IoT Connected Services—that represent four separate reportable segments. Historically, the Company had three operating segments—Signal Integrity, Wireless and Sensing, and Protection—that had been aggregated into two reportable segments identified as the High-Performance Analog Group, which was comprised of the Signal Integrity and Wireless and Sensing operating segments, and the System Protection Group, which was comprised of the Protection operating segment. In the fourth quarter of fiscal year 2023, as a result of organizational restructuring, the proximity sensing business and the power business were moved from the previous Wireless and Sensing operating segment into the newly formed Advanced Protection and Sensing operating segment, which also includes the Protection business. Following this organizational restructuring, the Company determined that Signal Integrity and the revised Wireless and Sensing operating segments were no longer economically similar and as a result the Company has concluded that Signal Integrity should be separately reported as its own reportable segment. Also in the fourth quarter of fiscal year 2023, in conjunction with the Sierra Wireless Acquisition, the Company formed two additional operating segments including the IoT System operating segment, which absorbed the Company's revised Wireless and Sensing operating segment, and the IoT Connected Services operating segment. In the fourth quarter of fiscal year 2024, as a result of organizational restructuring, the wireless business, which was previously included in the IoT Systems operating segment, and the SDVoE business, which was previously included in the Signal Integrity operating segment, were moved into the Analog Mixed Signal and Wireless operating segment, formerly the Advanced Protection and Sensing operating segment, which also includes the proximity sensing, power and protection businesses. As a result of the reorganization, the Company has four reportable segments. All prior year information in the tables below has been revised retrospectively to reflect the change to the Company's reportable segments. The Company’s assets are commingled among the various operating segments and the CODM does not use asset information in making operating decisions or assessing performance. Therefore, the Company has not included asset information by reportable segment in the segment disclosures below. Net sales and gross profit by reportable segment were as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Net sales: Signal Integrity $ 177,033 20 % $ 298,290 39 % $ 286,259 39 % Analog Mixed Signal and Wireless 260,264 30 % 443,239 59 % 454,599 61 % IoT Systems 334,904 39 % 9,811 1 % — — % IoT Connected Services 96,557 11 % 5,193 1 % — — % Total net sales $ 868,758 100 % $ 756,533 100 % $ 740,858 100 % Gross profit: Signal Integrity $ 101,245 $ 208,510 $ 195,984 Analog Mixed Signal and Wireless 146,598 274,515 274,215 IoT Systems 134,277 3,245 — IoT Connected Services 47,228 2,489 — Unallocated costs, including share-based compensation, amortization of acquired technology (133,098) (10,201) (9,060) Total gross profit $ 296,250 $ 478,558 $ 461,139 Geographic Information Net sales activity by geographic region was as follows: Fiscal Year Ended (in thousands, except percentages) January 28, 2024 January 29, 2023 January 30, 2022 Asia-Pacific $ 505,603 58 % $ 543,795 72 % $ 583,852 79 % North America 237,132 27 % 109,444 14 % 90,796 12 % Europe 126,023 15 % 103,294 14 % 66,210 9 % Total net sales $ 868,758 100 % $ 756,533 100 % $ 740,858 100 % The Company attributes sales to a country based on the ship-to address. The table below summarizes sales activity to geographies that represented greater than 10% of total sales for at least one of the periods presented: Fiscal Year Ended (percentage of total net sales) January 28, 2024 January 29, 2023 January 30, 2022 China (including Hong Kong) 32 % 53 % 60 % United States 24 % 13 % 10 % Total net sales 56 % 66 % 70 % Although a large percentage of the Company's products is shipped into the Asia-Pacific region, a significant number of the products produced by these customers and incorporating the Company's semiconductor products are then sold outside this region. Long-lived Assets The following table summarizes the Company's long-lived assets, which consist of property, plant and equipment, net of accumulated depreciation, classified by location: Balance as of (in thousands) January 28, 2024 January 29, 2023 United States $ 67,773 $ 73,695 Rest of North America 52,284 58,307 Asia and all others 14,678 18,359 Europe 18,883 18,932 Total $ 153,618 $ 169,293 Some of these assets are at locations owned or operated by the Company’s suppliers. The Company has consigned certain equipment to a foundry based in China to support its specialized processes run at the foundry. The Company has also installed its own equipment at some of its packaging and testing subcontractors in order to ensure a certain level of capacity, assuming the subcontractor has ample employees to operate the equipment. The net book value of equipment and machinery that were consigned to multiple foundries in China was $5.8 million and $8.3 million as of January 28, 2024 and January 29, 2023, respectively. The net book value of equipment and machinery that were consigned to a foundry in Malaysia was $2.9 million and $3.6 million as of January 28, 2024 and January 29, 2023, respectively. |
Restructuring
Restructuring | 12 Months Ended |
Jan. 28, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring The Company has undertaken structural reorganization actions to reduce its workforce as a result of cost-saving measures and internal resource alignment including from the realization of synergies of the Sierra Wireless Acquisition. The Company also implemented a separate reduction in workforce plan that commenced during the second quarter of fiscal year 2024 and was substantially completed during the third quarter of fiscal year 2024. Additionally, the Company had $3.9 million of right-of-use asset impairments related to abandonments in fiscal year 2024. These reorganization actions and right-of-use asset impairments resulted in total restructuring charges of $24.6 million in fiscal year 2024 and $12.0 million in fiscal year 2023. The Company did not have any restructuring charges during fiscal year 2022. Restructuring related liabilities are included in "Accrued liabilities" in the Balance Sheets. Restructuring activity is summarized as follows: (in thousands) One-time employee termination benefits Other restructuring Total Balance at January 31, 2021 $ — $ — $ — Balance at January 30, 2022 — — — Charges 11,320 655 11,975 Assumed restructuring liability in Sierra Wireless Acquisition 586 — 586 Cash payments and non-cash releases (7,879) (643) (8,522) Balance at January 29, 2023 4,027 12 4,039 Charges (1) 17,793 6,841 24,634 Cash payments and non-cash releases (16,021) (6,375) (22,396) Balance at January 28, 2024 $ 5,799 $ 478 $ 6,277 (1) Restructuring charges include $6.0 million during fiscal year 2024 related to the reduction in workforce plan that commenced during the second quarter of fiscal year 2024 and was completed during the second half of fiscal year 2024. Restructuring charges were included in the Statements of Operations as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Cost of sales $ 859 $ 417 $ — Restructuring 23,775 11,558 — Total restructuring charges (1) $ 24,634 $ 11,975 $ — (1) Restructuring charges include $6.0 million during fiscal year 2024 related to the reduction in workforce plan that commenced during the second quarter of fiscal year 2024 and was completed during the second half of fiscal year 2024. |
Stock Repurchase Program
Stock Repurchase Program | 12 Months Ended |
Jan. 28, 2024 | |
Equity [Abstract] | |
Stock Repurchase Program | Stock Repurchase Program The Company maintains a stock repurchase program that was initially approved by its board of directors (the "Board of Directors") in March 2008. The stock repurchase program does not have an expiration date and the Board of Directors has authorized expansion of the program over the years. On March 11, 2021, the Board of Directors approved the expansion of the stock repurchase program by an additional $350.0 million. As of January 28, 2024, the remaining authorization under the program was $209.4 million . Under the program, the Company may repurchase its common stock at any time or from time to time, without prior notice, subject to market conditions and other considerations. The Company’s repurchases may be made through Rule 10b5-1 and/or Rule 10b-18 or other trading plans, open market purchases, privately negotiated transactions, block purchases or other transactions. To the extent the Company repurchases any shares of its common stock under the program in the future, the Company expects to fund such repurchases from cash on hand and borrowings on its Revolving Credit Facility. The Company has no obligation to repurchase any shares under the program and may suspend or discontinue it at any time. The following table summarizes activity under the program for the presented periods: Fiscal Year Ended January 28, 2024 January 29, 2023 January 30, 2022 (in thousands, except number of shares) Shares Price Paid Shares Price Paid Shares Price Paid Shares repurchased under the stock — $ — 762,093 $ 50,000 1,768,772 $ 129,746 |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 12 Months Ended |
Jan. 28, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Activities | Derivatives and Hedging Activities The Company is exposed to certain risks arising from both its business operations and economic conditions and principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company, on a routine basis and in the normal course of business, experiences expenses denominated in Swiss Franc ("CHF"), Canadian Dollar ("CAD") and Great British Pound ("GBP"). Such expenses expose the Company to exchange rate fluctuations between these foreign currencies and USD. The Company occasionally uses derivative financial instruments, in the form of forward contracts, to mitigate a portion of the risk associated with adverse movements in these foreign currency exchange rates during a twelve-month window. Currency forward contracts involve fixing the exchange rate for delivery of a specified amount of foreign currency on a specified date. The Company’s accounting treatment for these instruments is based on whether or not the instruments are designated as a hedging instrument. The Company applied hedge accounting to all foreign currency derivatives and designated these hedges as cash flow hedges. The Company's foreign currency forward contracts had the following outstanding balances: Balance as of January 28, 2024 January 29, 2023 (in thousands, except number of instruments) Number of Instruments Sell Notional Value Buy Notional Value Number of Instruments Sell Notional Value Buy Notional Value Sell USD/Buy CAD Forward Contract 10 $ 12,899 $ 17,550 9 $ 9,965 $ 13,643 Sell USD/Buy GBP Forward Contract 0 — £ — 18 3,801 £ 3,406 Total 10 27 These foreign currency forward contracts were designated as cash flows hedges and the unrealized gains or losses, net of tax, were recorded as a component of "Accumulated other comprehensive income or loss" ("AOCI") in the Balance Sheets. The effective portions of the cash flow hedges were recorded in AOCI until the hedged items were recognized in either "Selling, general and administrative expense" or "Product development and engineering expense" in the Statements of Operations once the foreign exchange contract matured, offsetting the underlying hedged expenses. Any ineffective portions of the cash flow hedges were recorded in "Non-operating income, net" in the Statements of Operations. The Company presents its derivative assets and liabilities at their gross fair values in the Balance Sheets. In the first quarter of fiscal year 2024, the Company entered into an interest rate swap agreement with a 2.75 year term to hedge the variability of interest payments on $150.0 million of debt outstanding on the Term Loans at a Term SOFR rate of 3.58%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. In the fourth quarter of fiscal year 2023, the Company entered into an interest rate swap agreement with a 5 year term to hedge the variability of interest payments on $450.0 million of debt outstanding on the Term Loans at a Term SOFR rate of 3.44%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. In the first quarter of fiscal year 2021, the Company entered into an interest rate swap agreement with a 3 year term to hedge the variability of interest payments on the first $150.0 million of debt outstanding under the Company's Revolving Credit Facility at a LIBOR-referenced rate of 0.73%, plus a variable margin and spread based on the Company's consolidated leverage ratio. This interest rate swap agreement matured during the first quarter of 2024. The interest rate swap agreements have been designated as a cash flow hedges and unrealized gains or losses, net of income tax, are recorded as a component of AOCI in the Balance Sheets. As the various settlements are made on a monthly basis, the realized gain or loss on the settlements are recorded in "Interest expense" in the Statements of Operations. The interest rate swap agreements resulted in a realized gain of $10.2 million, gain of $2.2 million and loss of $0.9 million for fiscal years 2024, 2023 and 2022, respectively. The fair values of the Company's instruments that qualify as cash flow hedges in the Balance Sheets were as follows: (in thousands) January 28, 2024 January 29, 2023 Interest rate swap agreement $ 7,144 $ 6,067 Foreign currency forward contracts 168 717 Total other current assets $ 7,312 $ 6,784 Interest rate swap agreement $ 178 $ — Total other long-term assets $ 178 $ — Interest rate swap agreement $ 7 $ 6,432 Total other long-term liabilities $ 7 $ 6,432 In the fourth quarter of fiscal year 2021, the Company entered into an economic hedge program that used total return swap contracts to hedge the market risk associated with the unfunded portion of the Company's deferred compensation liability. The total return swap contracts generally had a duration of one month and were rebalanced and re-hedged at the end of each monthly term. While the total return swap contracts were treated as economic hedges, the Company did not designate them as hedges for accounting purposes. The total return swap contracts were measured at fair value and recognized in the Balance Sheets in "Accrued Liabilities" if the instruments were in a loss position and in "Other Current Assets" if the instruments were in a gain position. Unrealized gains and losses, as well as realized gains and losses for settlements, on the total return swap contracts were recognized in "SG&A expense" in the Statements of Operations. The total return swap contracts matured during fiscal year 2024. As of January 29, 2023, the notional value of the total return swap contracts was $5.2 million and the fair value resulted in an asset of $0.1 million. The total return swap contracts resulted in a net loss of $0.1 million, loss of $0.5 million and gain of $1.5 million for fiscal years 2024, 2023 and 2022, respectively. |
Schedule II - Valuation And Qua
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended |
Jan. 28, 2024 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS THREE YEARS ENDED JANUARY 28, 2024 (in thousands) Allowance for doubtful accounts Balance at Additions (1) Deductions Balance at Year ended January 30, 2022 $ 721 $ 26 $ — $ 747 Year ended January 29, 2023 $ 747 $ 3,134 $ — $ 3,881 Year ended January 28, 2024 $ 3,881 $ 280 $ — $ 4,161 (1) Includes $3.0 million acquired in the Sierra Wireless Acquisition on January 12, 2023. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 28, 2024 | |
Accounting Policies [Abstract] | |
Fiscal Year | Basis of Presentation The Company reports results on the basis of 52 and 53-week periods and ends its fiscal year on the last Sunday in January. Fiscal years 2024, 2023 and 2022 each consisted of 52 weeks. |
Principles of Consolidation | Principles of Consolidation |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Investments | Investments The Company’s investment policy restricts investments to high credit quality investments with limits on the length to maturity and requires diversification of investment portfolio. These investments, especially corporate obligations, are subject to default risk. The Company classifies its convertible debt investments as available-for-sale ("AFS") securities and reports these investments at fair value with current and long-term AFS investments included in "Other current assets" and "Other assets," respectively, in the Balance Sheets. Unrealized gains or losses, net of tax, are recorded in "Accumulated other comprehensive (loss) income" in the Balance Sheets, and realized gains or losses, as well as current expected credit loss reserves are recorded in "Non-operating income, net" in the Statements of Operations. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable Allowances Accounts receivable are recorded at net realizable value or the amount that the Company expects to collect on gross customer trade receivables. The Company evaluates the collectability of its accounts receivable based on a combination of factors. The Company generally does not require collateral on accounts receivable as the majority of the Company’s customers are large, well-established companies. Historically, bad debt provisions have been consistent with management’s expectations. If the Company becomes aware of a customer’s inability to meet its financial obligations after a sale has occurred, it records an allowance to reduce the net receivable to the amount it reasonably believes it will be able to collect from the customer. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are past due, the current business environment and historical experience. If the financial condition of the Company’s customers were to deteriorate or if economic conditions worsen, additional allowances may be required in the future. All of the Company’s accounts receivables are trade-related receivables. |
Inventories | Inventories Inventories are stated at lower of cost or net realizable value and consist of materials, labor, and overhead. The Company determines the cost of inventory by the first-in, first-out method. The Company evaluates inventories for excess quantities and obsolescence. This evaluation includes analysis of sales levels by product and projections of future demand. If future demand or market conditions are less favorable than the Company’s projections, a write-down of inventory may be required, and would be reflected in cost of goods sold in the period the revision is made. In order to state the inventory at lower of cost or net realizable value, the Company maintains reserves against inventory to write down its inventory on a part-by-part basis, if required. |
Business Combinations | Business Combinations The Company accounts for business combinations in accordance with ASC 805, “Business Combinations.” The Company allocates the purchase price paid for assets acquired and liabilities assumed in connection with acquisitions based on their estimated fair values at the time of acquisition. This allocation involves a number of assumptions, estimates and judgments that could materially affect the timing or amounts recognized in its financial statements. The most subjective areas include determining the fair values of the following: • intangible assets, including the valuation methodology, estimations of future cash flows, discount rates, market segment growth rates and the Company's assumed market segment share, as well as the estimated useful life of intangible assets; • deferred tax assets and liabilities, uncertain tax positions and tax-related valuation allowances, which are initially estimated as of the acquisition date; • inventory; property, plant and equipment; pre-existing liabilities or legal claims; deferred revenue; and contingent consideration, each as may be applicable; and • goodwill as measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. The Company’s assumptions and estimates are based upon comparable market data and information obtained from management and the management of the acquired companies. The Company allocates goodwill to the reporting units of the business that are expected to benefit from the business combination. |
Variable Interest Entities | Variable Interest Entities The Company consolidates VIEs in accordance with ASC 810, "Consolidation," if it is the primary beneficiary of the VIE, which is determined if it has a controlling financial interest in the VIE. A controlling financial interest will have both of the following characteristics: (i) the power to direct the VIE's activities that most significantly impact the VIE's economic performance and (ii) the obligation to absorb the VIE's losses that could potentially be significant to the VIE or the right to receive the VIE's benefits that could potentially be significant to the VIE. The Company’s variable interests in VIEs may be in the form of equity ownership, contracts to purchase assets, management services, and development agreements between the Company and a VIE, loans provided by the Company to a VIE or other member, and/or guarantees provided by members to banks and other parties. |
Derivatives and Hedging Activities | Derivatives and Hedging Activities The Company records all derivatives on the Balance Sheets at fair value in accordance with ASC 815, "Derivatives and Hedging" (other than the Convertible Note Hedge Transactions and the Warrants, which are recorded in additional paid-in capital as described below). The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. The Convertible Note Hedge Transactions and the Warrants meet certain accounting criteria under GAAP, are recorded in additional paid-in capital on the Balance Sheets, and are not accounted for as derivatives that are remeasured each reporting period. In accordance with the FASB’s fair value measurement guidance, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. |
Property, Plant and Equipment | Property, Plant and Equipment |
Impairment of Goodwill, Other Intangible and Long-Lived Assets | Goodwill The Company performs an annual impairment assessment of goodwill at the reporting unit level in the fourth quarter of each fiscal year, or more frequently if indicators of potential impairment exist. The analysis may include both qualitative and quantitative factors to assess the likelihood of an impairment. The reporting unit’s carrying value used in an impairment test represents the assignment of various assets and liabilities, excluding certain corporate assets and liabilities, such as cash, investments and debt. Qualitative factors include industry and market considerations, overall financial performance and other relevant events and factors affecting the reporting unit. Additionally, as part of this assessment, the Company may perform a quantitative analysis to support the qualitative factors above by applying sensitivities to assumptions and inputs used in measuring a reporting unit’s fair value. The Company’s quantitative impairment test considers both the income approach and the market approach to estimate a reporting unit's fair value. Significant estimates include market segment growth rates, assumed market segment share, estimated costs and discount rates based on a reporting unit's weighted average cost of capital. The Company tests the reasonableness of the inputs and outcomes of its discounted cash flow analysis against available market data. During fiscal year 2024, the Company recorded $755.6 million of goodwill impairment. No impairment of goodwill was recorded during fiscal years 2023 and 2022 as the fair values of all of the Company's reporting units exceeded their carrying values. See Note 8, Goodwill and Intangible Assets, for further discussion of the Company's goodwill. Other Intangibles and Long-lived Assets Finite-lived intangible assets resulting from business acquisitions or technology licenses purchased are amortized on a straight-line basis over their estimated useful lives. The useful lives of acquisition-related intangible assets represent the point where over 90% of realizable undiscounted cash flows for each intangible asset are recognized. The assigned useful lives are based upon the Company’s historical experience with similar technology and other intangible assets owned by the Company. The useful life of technology licenses is usually based on the term of the agreement. Acquired in-process research and development ("IPR&D") projects, which represent projects that had not reached technological feasibility as of the date of acquisition, are recorded at fair value. Initially, these are classified as an indefinite-lived intangible asset until the completion or abandonment of the associated research and development efforts. Upon completion of development, acquired IPR&D asset balances are transferred to finite-lived intangible assets and amortized over their useful lives. The asset balances relating to projects that are abandoned after acquisition are impaired and recorded in "Product development and engineering" ("R&D") expense in the Statements of Operations. Capitalized development costs are recorded at cost. Upon completion of construction, they are placed in service and amortized over their useful lives. The Company reviews indefinite-lived intangible assets for impairment on an annual basis in conjunction with goodwill or whenever events or changes in circumstances indicate that the carrying value may exceed its fair value. Impairment of indefinite-lived intangible assets is measured by comparing the carrying amount of the asset to its fair value. The Company assesses finite-lived intangibles and long-lived assets for impairment when indicators of impairment, such as reductions in demand or significant industry and economic slowdowns in the semiconductor industry, are present. Reviews are performed to determine whether the carrying value of an asset or asset group is impaired, based on comparisons to undiscounted expected future cash flows. If this comparison indicates that there is impairment, the impaired asset is written down to fair value. During the fiscal year 2024, in conjunction with the annual impairment assessment of goodwill, the Company recorded $131.4 million of finite-lived intangibles impairment. For intangible long-lived assets, which consist of core technology and customer relationships, the Company uses the multi-period excess earnings method (an income approach) or the replacement cost method (a cost approach) to determine fair value. The multi-period excess earnings method estimates the value of the asset based on the present value of the after-tax cash flows attributable to the intangible asset, which includes the Company's estimates of forecasted revenue, operating margins, taxes, and discount rate. The replacement cost method incorporates a market participant’s assumption that an in-use premise is the highest and best use of customer relationships and core technology. The Company estimates the cost it would incur to rebuild or re-establish the intangible asset and the associated effort required to develop it. The fair values of individual tangible long-lived assets are determined using the cost to reproduce the long-lived asset and taking into account the age, condition, inflation using the U.S. Bureau of Labor Statistics and Marshall Valuation Services, and cost to ready the long-lived asset for its intended use. Additionally, the Company considers the potential existence of functional and economic obsolescence and quantifies these elements in its cost approach as appropriate. |
Functional Currency | Functional Currency The Company's reporting currency is the US dollar ("USD"). The Company determines the functional currency of each of its foreign subsidiaries and their operating divisions based on the primary currency in which they operate, which is either the USD or the local currency. Revenue and expense items denominated in foreign currencies are translated at exchange rates prevailing during the period. When translating from the local currency to the functional currency, monetary assets and liabilities denominated in foreign currencies are translated at the period-end exchange rates, and non-monetary assets and liabilities are translated at exchange rates in effect when the assets are acquired or the obligations are incurred. Foreign exchange gains and losses are reflected in net income for the period. The foreign exchange gains and losses arising from translation from the functional currency to the reporting currency are reported as a component of other comprehensive (loss) income. |
Fair Value Measurement | Fair Value Measurements When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The Company uses the following three levels of inputs in determining the fair value of the Company’s assets and liabilities, focusing on the most observable inputs when available: Level 1— Quoted prices in active markets for identical assets or liabilities. Level 2— Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets or other inputs that are observable for the assets or liabilities, either directly or indirectly. Level 3— Unobservable inputs based on the Company’s own assumptions, requiring significant management judgment or estimation. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed is determined based on the lowest level input that is significant to the fair value measurement. |
Revenue Recognition | Revenue Recognition The Company derives its revenue primarily from the sale of its products and services into various end markets. Recurring and other services revenue includes sales from cloud services, cellular connectivity services, managed connectivity and application services, software licenses, technical support services, extended warranty services, solution design and consulting services. Revenue is recognized in accordance with ASC 606, "Revenue from Contracts with Customers," when control of products is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for these products. Control is generally transferred when products are shipped and, to a lesser extent, when the products are delivered. Recovery of costs associated with product design and engineering services are recognized during the period in which services are performed and are reported as a reduction to product development and engineering expense. Historically, these recoveries have not exceeded the cost of the related development efforts. Recurring and other services revenue is recognized over time as the service is rendered or at a point in time upon completion of a service. The Company includes revenue related to granted technology licenses as part of "Net sales" in the Statements of Operations. Historically, revenue from these arrangements has not been significant though they are part of its recurring ordinary business. The Company determines revenue recognition through the following five steps: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, performance obligations are satisfied. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. The Company's customer contracts can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. Net sales reflect the transaction prices for contracts, which include units shipped at selling prices reduced by variable consideration. Determination of variable consideration requires judgment by the Company. Variable consideration includes expected sales returns and other price adjustments. Variable consideration is estimated using the expected value method considering all reasonably available information, including the Company’s historical experience and its current expectations, and is reflected in the transaction price when sales are recorded. Sales returns are generally accepted at the Company’s discretion or from distributors with such rights. The Company’s contracts with trade customers do not have significant financing components or non-cash consideration. The Company provides an assurance type warranty, which is typically not sold separately and does not represent a separate performance obligation. Contract Modifications: If a contract is modified, which does not normally occur, changes in contract specifications and requirements must be accounted for. The Company considers contract modifications to exist when the modification creates new, or changes existing, enforceable rights and obligations. Most of the Company’s contract modifications are to distributor agreements for adding new goods or services that are considered distinct from the existing contract and the change in contract price reflects the standalone selling price of the distinct service. Disaggregated Revenue: The Company disaggregates revenue from contracts with customers by types of products and geography, as it believes it best depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. See Note 16, Segment Information, for further information on revenues by product line and geographic region. Contract Balances: Accounts receivable represents the Company’s unconditional right to receive consideration from its customers. Contract assets consist of the Company’s right to consideration in exchange for goods or services that the Company has transferred to a customer when that right is conditioned on something other than the passage of time. The Company's contract asset balances were not material as of January 28, 2024 and January 29, 2023. ASC 606 also requires an entity to present a revenue contract as a contract liability in instances when a customer pays consideration, or an entity has a right to an amount of consideration that is unconditional (i.e., receivable), before the entity transfers a good or service to the customer. The Company's deferred revenue contract liability balances are recorded in "Accrued liabilities" and "Other long term liabilities" in the Balance Sheets. The current portion of the Company's deferred revenue contract liability balances were $19.1 million and $26.8 million as of January 28, 2024 and January 29, 2023, respectively, and the long-term portion of the Company's deferred revenue contract liability balances were $8.2 million and $8.5 million as of January 28, 2024 and January 29, 2023, respectively. There were no impairment losses recognized on the Company’s accounts receivable or contract assets during the fiscal year ended January 28, 2024. Contract Costs: All incremental customer contract acquisition costs are expensed as they are incurred as the amortization period of the asset that the Company otherwise would have recognized is one year or less in duration. Significant Financing Component: The Company does not adjust the promised amount of consideration for the effects of a significant financing component as the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Sales Tax Exclusion from the Transaction Price: The Company excludes from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the Company from the customer. Shipping and Handling Activities: The Company accounts for shipping and handling activities performed after a customer obtains control of the good as activities to fulfill the promise to transfer the good. Cost of Sales Cost of sales includes materials, depreciation and impairments on fixed assets used in the manufacturing process, shipping costs, direct labor and overhead, as well as amortization of acquired technology and acquired technology impairments. Reclassification During fiscal year 2024, the Company reclassified restructuring costs that were included in "Selling, general and administrative" and "Product development and engineering" within "Total operating costs and expenses, net" in the Statements of Operations to be separately presented in "Restructuring" within "Total operating costs and expenses, net" in the Statements of Operations. This was applied retrospectively, which resulted in the reclassification of $11.1 million of restructuring costs from "Selling, general and administrative" and $0.5 million of restructuring costs from "Product development and engineering" to "Restructuring" in the Statements of Operations for fiscal year 2023. There were no restructuring costs in fiscal year 2022. This reclassification did not impact the Company's gross profit, operating income, net income or earnings per share for any historical periods and also did not impact the Balance Sheets or Statements of Cash Flows. |
Sales and Marketing | Sales and Marketing |
Product Development and Engineering | Product Development and Engineering |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts and their respective tax bases. Current and long-term prepaid taxes are included in "Prepaid taxes" and "Other assets," respectively, and current and long-term liabilities for uncertain tax positions are included in "Accrued liabilities" and "Other long-term liabilities," respectively, in the Balance Sheets. |
Other Comprehensive (Loss) Income | Other Comprehensive (Loss) Income Other comprehensive income or loss includes unrealized gains or losses on AFS investments, foreign currency and interest rate hedging activities, changes in defined benefit plans, and cumulative translation adjustment, which are presented in the Statements of Comprehensive Income or Loss. |
Share-Based Compensation | Share-Based Compensation The Company has various equity award plans ("Plans") that provide for granting share-based awards to employees and non-employee directors of the Company. The Plans provide for the granting of several available forms of stock compensation such as non-qualified stock option awards ("NQSOs"), restricted stock unit awards ("RSUs") and equity awards with certain market or financial metric-based performance conditions. The Company measures compensation cost for all share-based payments at fair value on the measurement date, which is typically the grant date. RSUs are valued based on the stock price on the measurement date, while NQSOs are valued using the Black-Scholes pricing model, which considers, among other things, estimates and assumptions on the expected life of options, stock price volatility and market value of the Company's common stock. For performance-based awards with a market condition, the Company uses a Monte Carlo simulation model to estimate grant date fair value, which takes into consideration the range of possible stock price or total stockholder return outcomes. For performance-based awards with a financial metric-based performance condition, the Company values the awards as of the measurement date and compensation cost is recognized using the accelerated attribution method over the requisite service period based on the number of shares that are probable of attainment for each performance period. In accordance with ASC 718, "Compensation—Stock Compensation," the Company recognizes forfeitures as they occur. |
Earnings per Share | Basic earnings or loss per share is computed by dividing income or loss available to common stockholders by the weighted-average number of shares of common stock outstanding during the reporting period. Diluted earnings or loss per share incorporates the incremental shares issuable, calculated using the treasury stock method, upon the assumed exercise of NQSOs and the vesting of RSUs, market-condition RSUs and financial metric-based RSUs if certain conditions have been met, but excludes such incremental shares that would have an anti-dilutive effect. Due to the Company's net loss for fiscal year 2024, all shares underlying stock options and RSUs were considered anti-dilutive. Any dilutive effect of the Warrants (see Note 10, Long-Term Debt) is calculated using the treasury-stock method. For the periods presented, the Warrants were excluded from diluted shares outstanding because the exercise price exceeded the average market price of the Company's common stock for the reporting period, and for fiscal year 2024 they were also excluded due to net loss. |
Contingencies | Contingencies From time to time, the Company is a defendant or plaintiff in various legal actions that arise in the normal course of business. The Company is also subject to income tax, indirect tax or other tax claims by tax agencies in jurisdictions in which it conducts business. In addition, the Company is a party to environmental matters including local, regional, state, and federal government clean-up activities at or near locations where the Company currently or has in the past conducted business. The Company is required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of reasonably possible losses. A determination of the amount of reserves required for these commitments and contingencies that would be charged to earnings, if any, includes assessing the probability of adverse outcomes and estimating the amount of potential losses. The required reserves, if any, may change due to new developments in each matter or changes in circumstances such as a change in settlement strategy. From time to time, the Company may record contingent earn-out liabilities, which represent the Company’s requirement to make additional payments related to acquisitions based on certain performance targets achieved during the earn-out periods. The Company measures contingent earn-out liabilities at fair value on a recurring basis using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The significant unobservable inputs used in the fair value measurements are revenue projections over the earn-out period (or other specified performance targets) and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs in isolation would result in a significantly higher or lower liability, with a higher liability capped by the contractual maximum of the contingent earn-out obligation. Recent Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to require public business entities to disclose sufficient information to enable users of financial statements to understand the nature and magnitude of factors contributing to the difference between the effective tax rate and the statutory tax rate. The amendments in this update provide that a business entity disclose (1) a tabular income tax rate reconciliation, using both percentages and amounts, (2) separate disclosure of any individual reconciling items that are equal to or greater than 5% of the amount computed by multiplying the income (loss) from continuing operations before income taxes by the applicable statutory income tax rate, and disaggregation of certain items that are significant and (3) amount of income taxes paid (net of refunds received) disaggregated by federal, state and foreign jurisdictions, including separate disclosure of any individual jurisdictions greater than 5% of total income taxes paid. The amendments are effective for the Company for fiscal years beginning after December 15, 2024. Early adoption is permitted and entities may apply the amendments prospectively or may elect retrospective application. The Company is currently evaluating the impact of this guidance on its disclosures within the consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The amendments require retrospective application to all periods presented. The amendments are effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its disclosures within the consolidated financial statements. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, to require public business entities to disclose sufficient information to enable users of financial statements to understand the nature and magnitude of factors contributing to the difference between the effective tax rate and the statutory tax rate. The amendments in this update provide that a business entity disclose (1) a tabular income tax rate reconciliation, using both percentages and amounts, (2) separate disclosure of any individual reconciling items that are equal to or greater than 5% of the amount computed by multiplying the income (loss) from continuing operations before income taxes by the applicable statutory income tax rate, and disaggregation of certain items that are significant and (3) amount of income taxes paid (net of refunds received) disaggregated by federal, state and foreign jurisdictions, including separate disclosure of any individual jurisdictions greater than 5% of total income taxes paid. The amendments are effective for the Company for fiscal years beginning after December 15, 2024. Early adoption is permitted and entities may apply the amendments prospectively or may elect retrospective application. The Company is currently evaluating the impact of this guidance on its disclosures within the consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The amendments require retrospective application to all periods presented. The amendments are effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its disclosures within the consolidated financial statements. |
Fair Value of Financial Instruments | The convertible debt investments are valued utilizing a combination of estimates that are based on the estimated discounted cash flows associated with the debt and the fair value of the equity into which the debt may be converted, all of which are Level 3 inputs. The following table presents a reconciliation of the changes in convertible debt investments in the fiscal year ended January 28, 2024: (in thousands) Balance at January 29, 2023 $ 13,995 Increase in credit loss reserve (1,413) Interest accrued 806 Conversion to equity (1,271) Balance at January 28, 2024 $ 12,117 The interest rate swap agreements are measured at fair value using readily available interest rate curves (Level 2 inputs). The fair value of each agreement is determined by comparing, for each settlement, the contract rate to the forward rate and discounting to the present value. Contracts in a gain position are recorded in "Other current assets" and "Other assets" in the Balance Sheets and the value of contracts in a loss position are recorded in "Accrued liabilities" and "Other long term liabilities" in the Balance Sheets. See Note 19, Derivatives and Hedging Activities, for further discussion of the Company's derivative instruments. The foreign currency forward contracts were measured at fair value using readily available foreign currency forward and interest rate curves (Level 2 inputs). The fair value of each contract was determined by comparing the contract rate to the forward rate and discounting to the present value. Contracts in a gain position were recorded in "Other current assets" in the Balance Sheets and the value of contracts in a loss position were recorded in "Accrued liabilities" in the Balance Sheets. See Note 19, Derivatives and Hedging Activities, for further discussion of the Company’s derivative instruments. The total return swap contracts were measured at fair value using quoted prices of the underlying investments (Level 2 inputs). The fair values of the total return swap contracts were recognized in the Balance Sheets in "Other Current Assets" if the instruments were in a gain position and in "Accrued Liabilities" if the instruments were in a loss position. The total return swap contracts matured during fiscal year 2024. See Note 19, Derivatives and Hedging Activities, for further discussion of the Company's derivative instruments. Instruments Not Recorded at Fair Value Some of the Company’s financial instruments are not measured at fair value, but are recorded at amounts that approximate fair value due to their liquid or short-term nature. Such financial assets and financial liabilities include: cash and cash equivalents including money market deposits, net receivables, certain other assets, accounts payable, accrued expenses, accrued personnel costs, and other current liabilities. The Company’s revolving loans and Terms Loans (as defined in Note 10, Long-Term Debt) are recorded at cost, which approximates fair value as the debt instruments bear interest at a floating rate. The 2027 Notes and 2028 Notes (as defined in Note 10, Long-Term Debt) are carried at face value less unamortized debt issuance costs, with interest expense reflecting the cash coupon plus the amortization of the capitalized issuance costs. The estimated fair values are determined based on the actual bid prices of the 2027 Notes and 2028 Notes as of the last business day of the period. Assets and Liabilities Recorded at Fair Value on a Non-Recurring Basis The remeasurement of goodwill is classified as a non-recurring Level 3 fair value assessment due to the significance of unobservable inputs developed in the determination of the fair value. The Company used a discounted cash flow model and earnings multiples to determine the estimated fair value of the reporting units. Significant inputs to the reporting unit fair value measurements included forecasted cash flows, discount rates, terminal growth rates and earnings multiples, which were determined by management estimates and assumptions. It is possible that future changes in such circumstances, or in the variables associated with the judgments, assumptions and estimates used in assessing the fair value of the assets, would require the Company to record additional non-cash impairment charges. The measurement of long-lived assets is classified as a non-recurring Level 3 fair value assessment due to the significance of unobservable inputs developed in the determination of the fair value. The Company used a cash flow model to determine the estimated fair value of the assets. The Company made estimates and assumptions regarding future cash flows, discount rates, long-term growth rates and market approach using market multiples to determine the assets estimated fair value. It is possible that future changes in such circumstances, or in the variables associated with the judgments, assumptions and estimates used in assessing the fair value of the assets, would require the Company to record additional non-cash impairment charges. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Accounting Policies [Abstract] | |
Schedule of changes in other comprehensive income (loss) by component | The following table summarizes the changes in other comprehensive (loss) income by component: Fiscal Year Ended January 28, January 29, January 30, (in thousands) Pre-tax Amount Tax Benefit (Expense) Net Amount Pre-tax Amount Tax (Expense) Benefit Net Amount Pre-tax Amount Tax Benefit (Expense) Net Amount Defined benefit plans: Other comprehensive (loss) income before reclassifications $ (3,106) $ 515 $ (2,591) $ 4,363 $ (568) $ 3,795 $ 1,792 $ (217) $ 1,575 Amounts reclassified to earnings included in "Selling, general and administrative" 2,021 (329) 1,692 1,909 (313) 1,596 2,722 (421) 2,301 Foreign currency hedge: Other comprehensive (loss) income before reclassifications 43 (79) (36) 604 (105) 499 — — — Amounts reclassified to earnings included in "Selling, general and administrative" (591) 150 (441) 112 (53) 59 — — — Interest rate hedge: Other comprehensive income before reclassifications 17,868 (4,013) 13,855 1,595 (343) 1,252 1,064 (229) 835 Amounts reclassified to earnings included in "Interest expense" (10,189) 2,191 (7,998) (2,189) 471 (1,718) 948 (204) 744 Available-for-sale securities: Other comprehensive income before reclassifications — — — — — — 813 (175) 638 Cumulative translation adjustment (10,834) — (10,834) (48) — (48) — — — Other comprehensive (loss) income $ (4,788) $ (1,565) $ (6,353) $ 6,346 $ (911) $ 5,435 $ 7,339 $ (1,246) $ 6,093 |
Schedule of accumulated other comprehensive income (loss) | The following table summarizes the changes in accumulated other comprehensive income (loss) by component: (in thousands) Defined Benefit Plans Foreign Currency Hedge Interest Rate Hedge Available-for-Sale Securities Cumulative Translation Adjustment Accumulated Other Comprehensive (Loss) Income Balance as of January 31, 2021 $ (9,488) $ — $ (1,399) $ 1,889 $ 830 $ (8,168) Other comprehensive income 3,876 — 1,579 638 — 6,093 Balance as of January 30, 2022 (5,612) — 180 2,527 830 (2,075) Other comprehensive income (loss) 5,391 558 (466) — (48) 5,435 Balance as of January 29, 2023 (221) 558 (286) 2,527 782 3,360 Other comprehensive (loss) income (899) (477) 5,857 — (10,834) (6,353) Balance as of January 28, 2024 $ (1,120) $ 81 $ 5,571 $ 2,527 $ (10,052) $ (2,993) |
Schedule of earnings per share calculation, basic and diluted | The computation of basic and diluted (loss) earnings per share was as follows: Fiscal Year Ended (in thousands, except per share data) January 28, 2024 January 29, 2023 January 30, 2022 Net (loss) income attributable to common stockholders $ (1,092,030) $ 61,380 $ 125,664 Weighted-average shares outstanding–basic 64,127 63,770 64,662 Dilutive effect of share-based compensation — 243 903 Weighted-average shares outstanding–diluted 64,127 64,013 65,565 (Loss) earnings per share: Basic $ (17.03) $ 0.96 $ 1.94 Diluted $ (17.03) $ 0.96 $ 1.92 Anti-dilutive shares not included in the above calculations: Share-based compensation 2,094 1,211 35 Warrants 8,573 8,573 — Total anti-dilutive shares 10,667 9,784 35 |
Acquisition and Divestiture (Ta
Acquisition and Divestiture (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Allocation of total purchase price | The purchase price consideration was as follows: (in thousands) January 29, 2023 Cash consideration paid to common shareholders $ 1,213,091 Cash consideration paid to holders of Sierra Wireless equity compensation awards (1) 37,669 Total cash consideration paid to selling equity holders $ 1,250,760 Sierra Wireless debt settled at close 58,791 Total purchase price consideration $ 1,309,551 (1) Consideration for Sierra Wireless equity compensation awards consisted of $37.7 million paid for the pre-combination portion of unvested equity awards that were accelerated as part of the Arrangement Agreement. The fair value of the unvested equity awards attributable to the post-combination period of $45.7 million is included in the Company's Statements of Operations for the fiscal year ended January 29, 2023. (in thousands) Amounts recognized as of Acquisition Date (as initially reported) Measurement period adjustments Amounts recognized as of Acquisition Date (as adjusted) Total purchase price consideration, net of cash acquired $68,794 $ 1,240,757 $ 1,240,757 Assets: — Accounts receivable, net 92,633 — 92,633 Inventories 96,339 (1,899) 94,440 Other current assets 72,724 5,003 77,727 Property, plant and equipment 29,086 (2,628) 26,458 Intangible assets 214,780 — 214,780 Prepaid taxes 3,001 — 3,001 Deferred tax assets 22,595 285 22,880 Other assets 14,878 — 14,878 Liabilities: Accounts payable 50,413 210 50,623 Accrued liabilities 148,654 26,232 174,886 Deferred tax liabilities 4,824 350 5,174 Other long-term liabilities 32,785 (2,106) 30,679 Net assets acquired, excluding goodwill $ 309,360 $ (23,925) 285,435 Goodwill $ 931,397 $ 23,925 $ 955,322 The Company recognized $74.5 million of acquisition-related costs that were expensed in the Statements of Operations in fiscal year 2023 as follows: (in thousands) Share-based compensation acceleration expense Other acquisition Total Cost of sales $ 802 $ — $ 802 Selling, general and administrative 33,937 28,798 $ 62,735 Product development and engineering 11,010 — $ 11,010 Total acquisition costs expensed $ 45,749 $ 28,798 $ 74,547 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | A summary of the purchase price allocation to amortizable intangible assets is as follows: (in thousands) Estimated Useful Life January 12, 2023 Amortizable intangible assets: Developed technology 1-6 years $ 152,780 Customer relationships 2-10 years 53,000 Trade name 2-10 years 9,000 Total amortizable intangible assets $ 214,780 |
Business Acquisition, Pro Forma Information | The following table provides a summary of the pro forma unaudited consolidated results of operations of Sierra Wireless as if the Sierra Wireless Acquisition had been completed on February 1, 2021 (the first day of fiscal year 2022): Fiscal Year Ended January 29, 2023 January 30, 2022 (in thousands) (unaudited) (unaudited) Total revenues $ 1,415,721 $ 1,214,067 Net (loss) income 22,174 (144,342) |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Investments [Abstract] | |
Summary of available-for-sale securities | The following table summarizes the values of the Company’s available-for-sale securities: January 28, 2024 January 29, 2023 (in thousands) Fair Value Amortized Gross Fair Value Amortized Gross Convertible debt investments $ 12,117 $ 14,454 $ (2,337) $ 13,995 $ 15,635 $ (1,640) Total available-for-sale securities $ 12,117 $ 14,454 $ (2,337) $ 13,995 $ 15,635 $ (1,640) |
Schedule of available-for-sale securities, classified by maturity period | The following table summarizes the maturities of the Company’s available-for-sale securities: January 28, 2024 (in thousands) Fair Value Amortized Cost Within 1 year $ 12,117 $ 14,454 After 1 year through 5 years — — Total available-for-sale securities $ 12,117 $ 14,454 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of financial assets and liabilities measured and recorded at fair value on a recurring basis | The fair values of financial assets and liabilities measured and recorded at fair value on a recurring basis were presented in the Balance Sheets as follows: January 28, 2024 January 29, 2023 (in thousands) Total (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Financial assets: Interest rate swap agreement $ 7,321 $ — $ 7,321 $ — $ 6,067 $ — $ 6,067 $ — Total return swap contracts — — — — 91 — 91 — Convertible debt investments 12,117 — — 12,117 13,995 — — 13,995 Foreign currency forward contracts 169 — 169 — 717 — 717 — Total financial assets $ 19,607 $ — $ 7,490 $ 12,117 $ 20,870 $ — $ 6,875 $ 13,995 Financial liabilities: Interest rate swap agreement $ 7 $ — $ 7 $ — $ 6,432 $ — $ 6,432 $ — Total financial liabilities $ 7 $ — $ 7 $ — $ 6,432 $ — $ 6,432 $ — |
Fair Value, Assets Measured on Recurring Basis | The following table presents a reconciliation of the changes in convertible debt investments in the fiscal year ended January 28, 2024: (in thousands) Balance at January 29, 2023 $ 13,995 Increase in credit loss reserve (1,413) Interest accrued 806 Conversion to equity (1,271) Balance at January 28, 2024 $ 12,117 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table displays the carrying values and fair values of the 2027 Notes and 2028 Notes: January 28, 2024 January 29, 2023 (in thousands) Fair Value Hierarchy Carrying Value Fair Value Carrying Value Fair Value 1.625% convertible senior notes due 2027, net (1) Level 2 310,563 262,571 308,150 345,075 4.00% convertible senior notes due 2028, net (2) Level 2 241,829 313,299 — — Total convertible notes, net of debt issuance costs $ 552,392 $ 575,870 $ 308,150 $ 345,075 (1) The 1.625% convertible senior notes due 2027, net are reflected net of $8.9 million and $11.4 million of unamortized debt issuance costs as of January 28, 2024 and January 29, 2023 , respectively. (2) The 4.00% convertible senior notes due 2028, net are reflected net of $8.2 million of unamortized debt issuance costs as of January 28, 2024. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Inventory Disclosure [Abstract] | |
Summary of inventories | Inventories, consisting of material, material overhead, labor, and manufacturing overhead, are stated at the lower of cost (first-in, first-out) or net realizable value and consisted of the following: (in thousands) January 28, 2024 January 29, 2023 Raw materials and electronic components $ 46,425 $ 76,919 Work in progress 69,404 88,764 Finished goods 29,163 42,021 Total inventories $ 144,992 $ 207,704 In fiscal year 2024, the Company recorded $3.3 million of amortization of inventory step-up related to the Sierra Wireless Acquisition in “Cost of sales” in the Statements of Operations. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | The following is a summary of property and equipment: (in thousands) Estimated Useful Lives January 28, 2024 January 29, 2023 Land $ 13,577 $ 13,577 Buildings 7 to 39 years 49,897 46,596 Leasehold improvements 2 to 10 years 13,742 13,980 Machinery and equipment 3 to 8 years 271,215 250,838 Computer hardware and software 3 to 13 years 76,483 75,224 Furniture and office equipment 5 to 7 years 7,753 8,174 Construction in progress 4,676 18,882 Property, plant and equipment, gross 437,343 427,271 Less: accumulated depreciation and amortization (283,725) (257,978) Property, plant and equipment, net $ 153,618 $ 169,293 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill balances | The carrying amounts of goodwill by applicable operating segments were as follows: (in thousands) Signal Integrity Analog Mixed Signal and Wireless IoT Systems IoT Connected Services Unallocated Total Balance at January 29, 2023 $ 274,085 $ 14,639 $ 61,582 $ — $ 931,397 $ 1,281,703 Measurement period adjustments — — — — 23,925 23,925 Reallocation (6,880) 68,462 593,945 299,795 (955,322) — Cumulative translation adjustment — — (2,353) (6,427) — (8,780) Impairment — — (546,609) (209,012) — (755,621) Balance at January 28, 2024 $ 267,205 $ 83,101 $ 106,565 $ 84,356 $ — $ 541,227 |
Schedule of finite-lived intangible assets which continue to be amortized | The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions, which are amortized over their estimated useful lives: January 28, 2024 (in thousands) Estimated Gross Accumulated Impairment Net Carrying Core technologies 1-8 years $ 154,985 $ (35,130) (91,792) $ 28,063 Customer relationships 1-10 years 52,272 (13,391) (34,777) 4,104 Trade name 2-10 years 9,000 (2,700) (4,816) 1,484 Total finite-lived intangible assets $ 216,257 $ (51,221) $ (131,385) $ 33,651 January 29, 2023 (in thousands) Estimated Gross Accumulated Impairment Net Carrying Core technologies 1-8 years $ 175,080 $ (21,156) — $ 153,924 Customer relationships 1-10 years 53,000 (690) — 52,310 Trade name 2-10 years 9,000 (132) — 8,868 Total finite-lived intangible assets $ 237,080 $ (21,978) $ — $ 215,102 (in thousands) Net Carrying Amount Value at January 29, 2023 $ — Capitalized development costs 1,915 Value at January 28, 2024 $ 1,915 |
Schedule of amortization expenses recorded in the Statements of Income | Amortization expense of finite-lived intangible assets was as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Core technologies $ 33,716 $ 5,660 $ 4,942 Customer relationships 12,345 690 — Trade name 2,568 132 — Total amortization expense $ 48,629 $ 6,482 $ 4,942 |
Schedule of future amortization expense | Future amortization expense of finite-lived intangible assets is expected as follows: (in thousands) Core Technologies Customer relationships Trade name Total Fiscal year 2025 $ 9,110 $ 458 $ 426 $ 9,994 Fiscal year 2026 8,611 458 133 9,202 Fiscal year 2027 3,719 458 133 4,310 Fiscal year 2028 3,563 458 133 4,154 Fiscal year 2029 3,060 383 133 3,576 Thereafter — 1,889 526 2,415 Total expected amortization expense $ 28,063 $ 4,104 $ 1,484 $ 33,651 |
Details of Other Current Asse_2
Details of Other Current Assets and Accrued Liabilities (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of other current assets | The following is a summary of other current assets for fiscal years 2024 and 2023: (in thousands) January 28, 2024 January 29, 2023 Inventory advances $ 44,763 $ 56,157 Prepaid expenses and deposits 25,058 21,267 Other receivables 17,302 12,525 Short term portion of investments 14,545 12,557 Other 12,661 9,128 Total other current assets $ 114,329 $ 111,634 |
Summary of accrued liabilities | The following is a summary of accrued liabilities for fiscal years 2024 and 2023: (in thousands) January 28, 2024 January 29, 2023 Refund liabilities $ 28,756 $ 32,527 Compensation 21,456 69,654 Deferred revenue 19,092 26,775 Accrued inventory 12,894 6,700 Inventory commitment reserve 10,552 12,637 Royalties 8,569 23,488 Deferred compensation 7,412 4,714 Lease liabilities 6,560 6,209 Restructuring 6,277 4,039 Professional fees 6,095 11,452 Income taxes payable 2,924 8,522 Accrued R&D expenses 1,924 6,806 Environmental reserve 541 1,152 Other 39,053 38,400 Total accrued liabilities $ 172,105 $ 253,075 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Debt Instruments [Abstract] | |
Schedule of Long-term Debt | Long-term debt and the current period interest rates were as follows: (in thousands) January 28, 2024 January 29, 2023 Revolving loans $ 215,000 $ 150,000 Term loans 622,625 895,000 1.625% convertible senior notes due 2027 319,500 319,500 4.00% convertible senior notes due 2028 250,000 — Total debt 1,407,125 1,364,500 Current portion, net — (43,104) Debt issuance costs (36,086) (24,430) Total long-term debt, net of debt issuance costs $ 1,371,039 $ 1,296,966 Weighted-average effective interest rate (1) 5.86 % 4.84 % (1) The revolving loans and Term Loans (as defined below) bear interest at variable rates based on Adjusted Term SOFR or a Base Rate (as defined in the Credit Agreement), at the Company’s option, plus an applicable margin that varies based on the Company’s consolidated leverage ratio. In the first quarter of fiscal year 2024, the Company entered into an interest rate swap agreement with a 2.75 year term to hedge the variability of interest payments on $150.0 million of debt outstanding on the Term Loans at a fixed Term SOFR rate of 3.58%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. In the fourth quarter of fiscal year 2023, the Company entered into an interest rate swap agreement with a 5 year term to hedge the variability of interest payments on $450.0 million of debt outstanding on the Term Loans at a fixed Term SOFR rate of 3.44%, plus a variable margin and spread based on the Company’s consolidated leverage ratio. As of January 28, 2024, the effective interest rate was a weighted-average rate that represented (a) interest on the revolving loans at a floating SOFR rate of 5.34% plus a margin and spread of 3.86% (total floating rate of 9.20%), (b) interest on $450.0 million of the debt outstanding on the Term Loans at a fixed SOFR rate of 3.44% plus a margin and spread of 3.85% (total fixed rate of 7.29%), (c) interest on $150.0 million of the debt outstanding on the Terms Loans at a fixed SOFR rate of 3.58% plus a margin and spread of 3.85% (total fixed rate of 7.43%), (d) interest on the remaining debt outstanding on the Term Loans at a floating SOFR rate of 5.34% plus a margin and spread of 3.85% (total floating rate of 9.19%), (e) interest on the 2027 Notes outstanding at a fixed rate of 1.625%, and (f) interest on the 2028 Notes outstanding at a fixed rate of 4.00%. As of January 29, 2023, the effective interest rate was a weighted average-rate that represented (a) interest on the revolving loans at a fixed LIBOR rate of 0.73% plus a margin and spread of 2.36% (total fixed rate of 3.09%) (b) interest on $450.0 million of the debt outstanding on the Term Loans at a fixed SOFR rate of 3.44% plus a margin and spread of 2.35% (total fixed rate of 5.79%), (c) interest on the remaining debt outstanding on the Term Loans at a floating SOFR rate of 4.43% plus a margin and spread of 2.35% (total floating rate of 6.78%) and (d) interest on the 2027 Notes outstanding at a fixed rate of 1.625% |
Interest Income and Interest Expense Disclosure | Interest expense was comprised of the following components for the periods presented: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Contractual interest $ 94,233 $ 11,187 $ 3,665 Interest rate swap agreement (10,186) (2,217) 945 Amortization of deferred financing costs 7,320 1,421 481 Write-off of deferred financing costs 4,446 — — Debt commitment fee (1) — 7,255 — Total interest expense $ 95,813 $ 17,646 $ 5,091 (1) One-time fee incurred in connection with the Commitment Letter disclosed above. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Summary of allocation of stock-based compensation | Pre-tax share-based compensation, excluding the acceleration of Sierra Wireless equity awards, was included in the Statements of Operations for fiscal years 2024, 2023 and 2022 as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Cost of sales $ 1,995 $ 2,645 $ 2,901 Selling, general and administrative 25,331 21,493 32,578 Product development and engineering 12,844 15,110 15,710 Share-based compensation $ 40,170 $ 39,248 $ 51,189 |
Summary of the activity for stock option awards | The following table summarizes the activity for stock options for fiscal year 2024: (in thousands, except per share data) Number Weighted- Aggregate Intrinsic Value (1) Number of Weighted-Average Vested and expected to vest at January 29, 2023 608 $ 30.96 $ 2,151 68 5.4 Exercised — — — Forfeited (107) 31.14 Vested and expected to vest at January 28, 2024 501 $ 30.92 $ 8 201 4.5 Vested and exercisable at January 28, 2024 201 $ 33.35 $ 8 4.0 (1) The aggregate intrinsic value of stock options vested and exercisable and vested and expected to vest as of January 28, 2024 is calculated based on the difference between the exercise price and the $20.59 closing price of the Company's common stock as of January 28, 2024. |
Summary of unvested stock option awards | The following table summarizes information regarding nonvested stock option awards at January 28, 2024: (in thousands, except per share data) Number Weighted-Average Weighted-Average Nonvested at January 29, 2023 540 $ 29.30 $ 12.77 Vested (155) 29.30 12.77 Forfeited (85) 29.30 12.77 Nonvested at January 28, 2024 300 $ 29.30 $ 12.77 |
Summary of activity for market performance units | The following table summarizes the activity for restricted stock units awarded to employees for fiscal year 2024: (in thousands, except per share data) Total Units Subject to Units Subject to Weighted-Average Nonvested at January 29, 2023 1,639 1,639 — $ 52.91 Granted 2,183 2,174 9 21.41 Vested (763) (763) — 49.67 Forfeited (460) (459) (1) 40.32 Nonvested at January 28, 2024 2,599 2,591 8 $ 29.64 The following table summarizes the activity for restricted stock units awarded to non-employee directors for fiscal year 2024: (in thousands, except per share data) Total Units Subject to Units Subject to Weighted-Average Nonvested at January 29, 2023 32 16 16 $ 51.97 Granted 80 40 40 24.21 Vested (36) (18) (18) 22.09 Nonvested at January 28, 2024 76 38 38 $ 24.76 The following table summarizes the activity for the Metric-based Awards for fiscal year 2024: (in thousands, except per share data) Total Weighted-Average Nonvested at January 29, 2023 — $ — Granted 190 26.12 Vested — — Cancelled/Forfeited (1) (74) 30.21 Nonvested at January 28, 2024 116 $ 23.53 |
Share-Based Payment Arrangement, Outstanding Award, Activity, Excluding Option | The following table summarizes the activity for the TSR Awards for fiscal year 2024: (in thousands, except per share data) Total Weighted-Average Nonvested at January 29, 2023 88 $ 75.18 Granted 203 38.70 Vested — — Cancelled/Forfeited (1) (186) 52.10 Nonvested at January 28, 2024 105 $ 45.66 (1) Primarily represents cancellations due to awards not meeting the performance target, as well as forfeitures due to the terminations of certain officers. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of regional income before income taxes | The Company's regional income before income taxes and equity in net gains (losses) of equity method investments was as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Domestic $ (306,039) $ (59,961) $ (16,593) Foreign (735,516) 138,428 155,662 Total $ (1,041,555) $ 78,467 $ 139,069 |
Schedule of components of income tax expense | The provision for income taxes consisted of the following: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Current income tax provision (benefit) Federal $ 1,758 $ 8,291 $ 1,078 State 1 17 211 Foreign 8,750 24,231 16,374 Subtotal 10,509 32,539 17,663 Deferred income tax provision (benefit) Federal 50,938 (23,730) (1,797) State 51 (28) — Foreign (10,979) 8,563 (327) Subtotal 40,010 (15,195) (2,124) Provision for income taxes $ 50,519 $ 17,344 $ 15,539 |
Schedule of income tax reconciliation | The provision for income taxes reconciles to the amount computed by applying the statutory federal rate to income before taxes as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Federal income tax at statutory rate $ (218,726) $ 16,478 $ 29,194 State income taxes, net of federal benefit (9,989) (4,134) 272 Foreign taxes differential, including withholding taxes (36,408) (11,636) (6,611) Tax credits generated (6,054) (6,922) (9,008) Changes in valuation allowance 149,209 6,500 1,778 Gain on intra-entity asset transfer of intangible assets — (8,735) — Changes in uncertain tax positions 1,877 826 180 Equity compensation 2,929 430 (2,698) GILTI and Subpart F income — 7,385 441 Transaction costs — 13,729 — Goodwill impairment 193,699 — — Nondeductible officers compensation 741 1,326 3,052 Other (26,759) 2,097 (1,061) Provision for income taxes $ 50,519 $ 17,344 $ 15,539 |
Schedule of components of deferred tax assets and liabilities | The components of the net deferred income tax assets and liabilities at January 28, 2024 and January 29, 2023 were as follows: (in thousands) January 28, 2024 January 29, 2023 Non-current deferred tax assets: Inventory reserve $ 8,091 $ 6,127 Bad debt reserve 447 20 Foreign tax credits 1,737 3,294 Research credit carryforward 78,593 61,699 NOL carryforward 107,030 95,955 Payroll and related accruals 8,253 10,433 Share-based compensation 2,904 4,014 Foreign pension deferred 632 474 Accrued sales reserves 3,498 684 Research and development charges 20,274 14,835 Leasing deferred assets 7,001 3,932 OID interest 12,812 19,421 Other reserves 1,176 8,255 Section 163(J) Limitation 17,696 3,711 Other deferred assets 4,181 554 Intangibles 72,946 5,296 Valuation allowance (304,355) (156,850) Total non-current deferred tax assets 42,916 81,854 Non-current deferred tax liabilities: Property, plant and equipment (7,937) (7,952) Goodwill and other intangibles (7,406) (6,273) Leasing deferred liabilities (5,866) (3,780) Other non-current deferred tax liabilities (4,523) (5,130) Total non-current deferred tax liabilities (25,732) (23,135) Net deferred tax assets $ 17,184 $ 58,719 |
Summary of changes in the valuation allowance | Changes in the valuation allowance for the three years ended January 28, 2024 are summarized in the table below: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Beginning balance $ 156,850 $ 17,506 $ 15,751 Assumed valuation allowance from Sierra Wireless Acquisition — 116,528 — Additions 147,505 22,816 2,605 Releases — — (850) Ending balance $ 304,355 $ 156,850 $ 17,506 |
Schedule of gross unrecognized tax benefits | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits (before federal impact of state items) is as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Beginning balance $ 31,471 $ 27,051 Assumed uncertain tax positions related to Sierra Wireless Acquisition — 3,578 Net additions based on tax positions related to the current year 1,016 700 Additions based on tax positions related to prior years 5,227 533 Reductions as a result of lapsed statutes (834) — Reductions for settlements with tax authorities (332) (391) Ending balance $ 36,548 $ 31,471 |
Schedule of liability for uncertain tax positions | The liability for UTP is reflected on the Balance Sheets as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Deferred tax assets - non-current $ 20,519 $ 17,446 Other long-term liabilities 14,632 12,641 Total uncertain tax positions $ 35,151 $ 30,087 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Leases [Abstract] | |
Lease, Cost | The components of lease expense were as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Operating lease cost $ 8,505 $ 5,939 Short-term lease cost 1,734 1,498 Less: sublease income (644) (170) Total lease cost $ 9,595 $ 7,267 Supplemental cash flow information related to leases was as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 Cash paid for amounts included in the measurement of lease liabilities $ 8,523 $ 5,759 Right-of-use assets obtained in exchange for new operating lease liabilities $ 3,086 $ 16,772 Right-of-use asset impairment (1) $ 3,884 $ — (1) Right-of-use asset impairment relates to abandonments classified as restructuring (see Note 17, Restructuring). January 28, 2024 Weighted-average remaining lease term - operating leases (in years) 5.4 Weighted-average discount rate on remaining lease payments - operating leases 6.9 % |
Assets And Liabilities, Lessee | Supplemental balance sheet information related to leases was as follows: (in thousands) January 28, 2024 January 29, 2023 Operating lease right-of-use assets in "Other Assets" $ 23,870 $ 31,807 Operating lease liabilities in "Accrued Liabilities" $ 6,560 $ 6,209 Operating lease liabilities in "Other long-term Liabilities" 22,033 26,484 Total operating lease liabilities $ 28,593 $ 32,693 |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities as of January 28, 2024 are as follows: (in thousands) Fiscal Year Ending: 2025 $ 8,351 2026 7,075 2027 5,215 2028 4,570 2029 3,717 Thereafter 5,856 Total lease payments 34,784 Less: imputed interest (6,191) Total $ 28,593 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of purchase commitments | The following table presents the Company’s open capital commitments and other open purchase commitments for the purchase of plant, equipment, raw material, supplies and services as of January 28, 2024: (in thousands) Less than 1 year 1-3 years Total Open capital purchase commitments $ 5,457 $ — $ 5,457 Other open purchase commitments 252,264 12,853 265,117 Total purchase commitments $ 257,721 $ 12,853 $ 270,574 |
Schedule of liability for deferred compensation | The Company’s liability for the deferred compensation plan is presented below: (in thousands) January 28, 2024 January 29, 2023 Accrued liabilities $ 7,412 $ 4,714 Other long-term liabilities 32,288 37,563 Total deferred compensation liabilities under this plan $ 39,700 $ 42,277 |
Schedule of cash surrender value of corporate owned life insurance | The cash surrender value of the Company's corporate owned life insurance is presented below: (in thousands) January 28, 2024 January 29, 2023 Other current assets $ 4,538 $ — Other assets 25,098 33,676 Total cash surrender value of corporate-owned life insurance $ 29,636 $ 33,676 |
Concentration of Risk (Tables)
Concentration of Risk (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Risks and Uncertainties [Abstract] | |
Schedule Of Significant Customers Accounting For At Least 10% Of Net Sales | The following significant customers accounted for at least 10% of the Company's net sales in one or more of the periods indicated: Fiscal Year Ended (percentage of net sales) (1) January 28, 2024 January 29, 2023 January 30, 2022 Trend-tek Technology Ltd. (and affiliates) * 16 % 17 % Frontek Technology Corporation (and affiliates) 10 % 13 % 18 % CEAC International Ltd. (and affiliates) * 11 % 11 % Arrow Electronics (and affiliates) * * 10 % (1) In each period with an asterisk, the customer represented less than 10% of the Company's net sales. The following table shows the customers that have an outstanding receivable balance that represents at least 10% of the Company's total net receivables as of one or more of the dates indicated: (percentage of net receivables) (1) January 28, 2024 January 29, 2023 Frontek Technology Corporation (and affiliates) 15% * (1) In each period with an asterisk, the customer represented less than 10% of the Company's net receivables. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Segment Reporting [Abstract] | |
Net sales by segment | Net sales and gross profit by reportable segment were as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Net sales: Signal Integrity $ 177,033 20 % $ 298,290 39 % $ 286,259 39 % Analog Mixed Signal and Wireless 260,264 30 % 443,239 59 % 454,599 61 % IoT Systems 334,904 39 % 9,811 1 % — — % IoT Connected Services 96,557 11 % 5,193 1 % — — % Total net sales $ 868,758 100 % $ 756,533 100 % $ 740,858 100 % Gross profit: Signal Integrity $ 101,245 $ 208,510 $ 195,984 Analog Mixed Signal and Wireless 146,598 274,515 274,215 IoT Systems 134,277 3,245 — IoT Connected Services 47,228 2,489 — Unallocated costs, including share-based compensation, amortization of acquired technology (133,098) (10,201) (9,060) Total gross profit $ 296,250 $ 478,558 $ 461,139 |
Net sales by geographic region | Net sales activity by geographic region was as follows: Fiscal Year Ended (in thousands, except percentages) January 28, 2024 January 29, 2023 January 30, 2022 Asia-Pacific $ 505,603 58 % $ 543,795 72 % $ 583,852 79 % North America 237,132 27 % 109,444 14 % 90,796 12 % Europe 126,023 15 % 103,294 14 % 66,210 9 % Total net sales $ 868,758 100 % $ 756,533 100 % $ 740,858 100 % |
Sales activity to countries representing greater than 10% of total sales | The table below summarizes sales activity to geographies that represented greater than 10% of total sales for at least one of the periods presented: Fiscal Year Ended (percentage of total net sales) January 28, 2024 January 29, 2023 January 30, 2022 China (including Hong Kong) 32 % 53 % 60 % United States 24 % 13 % 10 % Total net sales 56 % 66 % 70 % |
Significant Customers | The following significant customers accounted for at least 10% of the Company's net sales in one or more of the periods indicated: Fiscal Year Ended (percentage of net sales) (1) January 28, 2024 January 29, 2023 January 30, 2022 Trend-tek Technology Ltd. (and affiliates) * 16 % 17 % Frontek Technology Corporation (and affiliates) 10 % 13 % 18 % CEAC International Ltd. (and affiliates) * 11 % 11 % Arrow Electronics (and affiliates) * * 10 % (1) In each period with an asterisk, the customer represented less than 10% of the Company's net sales. The following table shows the customers that have an outstanding receivable balance that represents at least 10% of the Company's total net receivables as of one or more of the dates indicated: (percentage of net receivables) (1) January 28, 2024 January 29, 2023 Frontek Technology Corporation (and affiliates) 15% * (1) In each period with an asterisk, the customer represented less than 10% of the Company's net receivables. |
Long-lived assets by location | The following table summarizes the Company's long-lived assets, which consist of property, plant and equipment, net of accumulated depreciation, classified by location: Balance as of (in thousands) January 28, 2024 January 29, 2023 United States $ 67,773 $ 73,695 Rest of North America 52,284 58,307 Asia and all others 14,678 18,359 Europe 18,883 18,932 Total $ 153,618 $ 169,293 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring reserve activity | Restructuring activity is summarized as follows: (in thousands) One-time employee termination benefits Other restructuring Total Balance at January 31, 2021 $ — $ — $ — Balance at January 30, 2022 — — — Charges 11,320 655 11,975 Assumed restructuring liability in Sierra Wireless Acquisition 586 — 586 Cash payments and non-cash releases (7,879) (643) (8,522) Balance at January 29, 2023 4,027 12 4,039 Charges (1) 17,793 6,841 24,634 Cash payments and non-cash releases (16,021) (6,375) (22,396) Balance at January 28, 2024 $ 5,799 $ 478 $ 6,277 (1) Restructuring charges include $6.0 million during fiscal year 2024 related to the reduction in workforce plan that commenced during the second quarter of fiscal year 2024 and was completed during the second half of fiscal year 2024. Restructuring charges were included in the Statements of Operations as follows: Fiscal Year Ended (in thousands) January 28, 2024 January 29, 2023 January 30, 2022 Cost of sales $ 859 $ 417 $ — Restructuring 23,775 11,558 — Total restructuring charges (1) $ 24,634 $ 11,975 $ — (1) Restructuring charges include $6.0 million during fiscal year 2024 related to the reduction in workforce plan that commenced during the second quarter of fiscal year 2024 and was completed during the second half of fiscal year 2024. |
Stock Repurchase Program (Table
Stock Repurchase Program (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Equity [Abstract] | |
Summary of stock repurchase activities | Fiscal Year Ended January 28, 2024 January 29, 2023 January 30, 2022 (in thousands, except number of shares) Shares Price Paid Shares Price Paid Shares Price Paid Shares repurchased under the stock — $ — 762,093 $ 50,000 1,768,772 $ 129,746 |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Tables) | 12 Months Ended |
Jan. 28, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of carrying values of derivative instruments | The Company's foreign currency forward contracts had the following outstanding balances: Balance as of January 28, 2024 January 29, 2023 (in thousands, except number of instruments) Number of Instruments Sell Notional Value Buy Notional Value Number of Instruments Sell Notional Value Buy Notional Value Sell USD/Buy CAD Forward Contract 10 $ 12,899 $ 17,550 9 $ 9,965 $ 13,643 Sell USD/Buy GBP Forward Contract 0 — £ — 18 3,801 £ 3,406 Total 10 27 The fair values of the Company's instruments that qualify as cash flow hedges in the Balance Sheets were as follows: (in thousands) January 28, 2024 January 29, 2023 Interest rate swap agreement $ 7,144 $ 6,067 Foreign currency forward contracts 168 717 Total other current assets $ 7,312 $ 6,784 Interest rate swap agreement $ 178 $ — Total other long-term assets $ 178 $ — Interest rate swap agreement $ 7 $ 6,432 Total other long-term liabilities $ 7 $ 6,432 |
Organization and Basis of Pre_2
Organization and Basis of Presentation - Fiscal Year (Details) | 12 Months Ended |
Jan. 28, 2024 wk | |
Minimum | |
Fiscal Year [Line Items] | |
Number of weeks in reporting period | 52 |
Maximum | |
Fiscal Year [Line Items] | |
Number of weeks in reporting period | 53 |
Significant Accounting Polici_4
Significant Accounting Policies - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Jan. 28, 2024 | Oct. 29, 2023 | Jul. 30, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Aggregate net investments under cost method of accounting | $ 36,500,000 | $ 36,500,000 | $ 36,800,000 | |||
Total equity method investments | 6,400,000 | 6,400,000 | 6,400,000 | |||
Investment impairments and credit loss reserves, net | (3,929,000) | (1,156,000) | $ (1,337,000) | |||
Impairment of goodwill | 473,800,000 | $ 2,300,000 | $ 279,600,000 | 755,621,000 | 0 | 0 |
Intangible impairment | $ 131,385,000 | 0 | 0 | |||
Percent of realizable undiscounted cash flows used to determine useful life of acquired finite-lived intangible assets, minimum | 90% | |||||
Deferred revenue | 19,092,000 | $ 19,092,000 | 26,775,000 | |||
Deferred revenue, noncurrent | $ 8,200,000 | 8,200,000 | 8,500,000 | |||
Restructuring | 24,634,000 | 11,975,000 | 0 | |||
Advertising costs | 1,500,000 | 1,500,000 | 1,800,000 | |||
Recoveries from nonrecurring engineering services | 5,400,000 | 10,100,000 | 7,500,000 | |||
Amortization of acquired technology | $ 33,716,000 | 5,661,000 | $ 4,942,000 | |||
Selling, general and administrative | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Restructuring | 11,100,000 | |||||
Product development and engineering | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Restructuring | $ 500,000 |
Significant Accounting Polici_5
Significant Accounting Policies - Changes in Other Comprehensive Income (Loss) by Component (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Defined benefit plan | |||
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment and Tax | $ (3,106) | $ 4,363 | $ 1,792 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax | 515 | (568) | (217) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, after Tax | (2,591) | 3,795 | 1,575 |
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, before Tax | 2,021 | 1,909 | 2,722 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, Tax | (329) | (313) | (421) |
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, after Tax | 1,692 | 1,596 | 2,301 |
Available-for-sale securities: | |||
OCI, Debt Securities, Available-for-Sale, Gain (Loss), before Adjustment and Tax | 0 | 0 | 813 |
OCI, Debt Securities, Available-for-Sale, Gain (Loss), before Adjustment, Tax | 0 | 0 | (175) |
OCI, Debt Securities, Available-for-Sale, Gain (Loss), before Adjustment, after Tax | 0 | 0 | 638 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax [Abstract] | |||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, before Tax | (10,834) | (48) | 0 |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | 0 | 0 | 0 |
Reclassification of cumulative translation gain to net income | (10,834) | (48) | 0 |
Total other comprehensive income (loss) | |||
Total other comprehensive (loss) income - Pre-tax | (4,788) | 6,346 | 7,339 |
Total other comprehensive (loss) income - Tax | (1,565) | (911) | (1,246) |
Other comprehensive (loss) income, net | (6,353) | 5,435 | 6,093 |
Foreign currency cash flow hedges | |||
Derivatives qualifying as hedges | |||
Other comprehensive gain (loss) before reclassifications - Pre-tax | 43 | 604 | 0 |
Other comprehensive gain (loss) before reclassifications - Tax | (79) | (105) | 0 |
Unrealized gain (loss) on cash flow hedges, net | (36) | 499 | 0 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | (591) | 112 | 0 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax | 150 | (53) | 0 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax | (441) | 59 | 0 |
Interest rate swap | |||
Derivatives qualifying as hedges | |||
Other comprehensive gain (loss) before reclassifications - Pre-tax | 17,868 | 1,595 | 1,064 |
Other comprehensive gain (loss) before reclassifications - Tax | (4,013) | (343) | (229) |
Unrealized gain (loss) on cash flow hedges, net | 13,855 | 1,252 | 835 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | (10,189) | (2,189) | 948 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax | 2,191 | 471 | (204) |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax | $ (7,998) | $ (1,718) | $ 744 |
Significant Accounting Polici_6
Significant Accounting Policies - Changes in Accumulated Other Comprehensive Income (Loss) by Component (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Accumulated Other Comprehensive Income (Loss) | |||
Beginning Balance | $ 755,852 | ||
Ending Balance | (307,434) | $ 755,852 | |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning Balance | (221) | (5,612) | $ (9,488) |
Other comprehensive income | (899) | 5,391 | 3,876 |
Ending Balance | (1,120) | (221) | (5,612) |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | Foreign Currency Hedge | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning Balance | 558 | 0 | 0 |
Other comprehensive income | (477) | 558 | 0 |
Ending Balance | 81 | 558 | 0 |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | Interest rate swap | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning Balance | (286) | 180 | (1,399) |
Other comprehensive income | 5,857 | (466) | 1,579 |
Ending Balance | 5,571 | (286) | 180 |
AOCI, Accumulated Gain (Loss), Debt Securities, Available-for-sale, Parent | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning Balance | 2,527 | 2,527 | 1,889 |
Other comprehensive income | 0 | 0 | 638 |
Ending Balance | 2,527 | 2,527 | 2,527 |
Accumulated Foreign Currency Adjustment Attributable to Parent | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning Balance | 782 | 830 | 830 |
Other comprehensive income | (10,834) | (48) | 0 |
Ending Balance | (10,052) | 782 | 830 |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income (Loss) | |||
Beginning Balance | 3,360 | (2,075) | (8,168) |
Other comprehensive income | (6,353) | 5,435 | 6,093 |
Ending Balance | $ (2,993) | $ 3,360 | $ (2,075) |
Significant Accounting Polici_7
Significant Accounting Policies - Computation of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Net (loss) income attributable to common stockholders | $ (1,092,030) | $ 61,380 | $ 125,664 |
Weighted-average shares outstanding–basic | 64,127 | 63,770 | 64,662 |
Dilutive effect of share-based compensation | 0 | 243 | 903 |
Weighted-average shares outstanding–diluted | 64,127 | 64,013 | 65,565 |
Basic earnings (loss) per common share (in dollars per share) | $ (17.03) | $ 0.96 | $ 1.94 |
Diluted earnings (loss) per common share (in dollars per share) | $ (17.03) | $ 0.96 | $ 1.92 |
Anti-dilutive shares not included in the above calculations (in shares) | 10,667 | 9,784 | 35 |
Share-Based Payment Arrangement | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Dilutive effect of share-based compensation | 2,094 | 1,211 | 35 |
Warrant | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Warrants (in shares) | 8,573 | 8,573 | 0 |
Acquisition and Divestiture (De
Acquisition and Divestiture (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Aug. 02, 2022 | Jan. 29, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 12, 2023 | |
Business Acquisition [Line Items] | |||||
Acquisition related transaction costs | $ 74,500 | ||||
Goodwill | $ 1,281,703 | 541,227 | $ 1,281,703 | ||
Measurement period adjustments | 23,925 | ||||
Sierra Wireless | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Share Price | $ 31 | ||||
Acquisition related transaction costs | 74,547 | ||||
Business Combination, Consideration Transferred, Secured Debt Issued | $ 895,000 | ||||
Goodwill | 955,322 | $ 931,397 | |||
Measurement period adjustments | 23,925 | ||||
Revenue of acquiree since acquisition date, actual | 15,000 | ||||
Net loss attributable to Sierra Wireless since acquisition date | $ 52,400 | ||||
Total purchase price consideration | $ 1,300,000 | $ 1,309,551 |
Acquisition and Divestiture - S
Acquisition and Divestiture - Schedule of Purchase Price Allocation (Details) - Sierra Wireless - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Business Acquisition [Line Items] | ||
Cash consideration paid to common shareholders | $ 1,213,091 | |
Total cash consideration paid to selling equity holders | 1,250,760 | |
Cash consideration paid to holders of Sierra Wireless equity compensation awards (1) | 37,669 | |
Sierra Wireless debt settled at close | 58,791 | |
Total purchase price consideration | $ 1,300,000 | 1,309,551 |
Equity Issued in Business Combination, Fair Value Disclosure | $ 45,700 |
Acquisition and Divestiture - N
Acquisition and Divestiture - Net Assets Acquired (Details) - USD ($) $ in Thousands | 12 Months Ended | 13 Months Ended | |||
Jan. 12, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | Jan. 28, 2024 | |
Business Acquisition [Line Items] | |||||
Total purchase price consideration, net of cash acquired $68,794 | $ 0 | $ 1,240,757 | $ 0 | ||
Liabilities: | |||||
Goodwill | 541,227 | $ 1,281,703 | $ 541,227 | ||
Measurement period adjustments | 23,925 | ||||
Sierra Wireless | |||||
Business Acquisition [Line Items] | |||||
Cash acquired from acquisition | $ 68,794 | ||||
Total purchase price consideration, net of cash acquired $68,794 | 1,240,757 | 1,240,757 | |||
Assets: | |||||
Accounts receivable, net | 92,633 | 92,633 | 92,633 | ||
Inventories | 96,339 | 94,440 | 94,440 | ||
Other current assets | 72,724 | 77,727 | 77,727 | ||
Property, plant and equipment | 29,086 | 26,458 | 26,458 | ||
Intangible assets | 214,780 | 214,780 | 214,780 | ||
Prepaid taxes | 3,001 | 3,001 | 3,001 | ||
Deferred tax assets | 22,595 | 22,880 | 22,880 | ||
Other assets | 14,878 | 14,878 | 14,878 | ||
Liabilities: | |||||
Accounts payable | 50,413 | 50,623 | 50,623 | ||
Accrued liabilities | 148,654 | 174,886 | 174,886 | ||
Deferred tax liabilities | 4,824 | 5,174 | 5,174 | ||
Other long-term liabilities | 32,785 | 30,679 | 30,679 | ||
Net assets acquired, excluding goodwill | 309,360 | 285,435 | 285,435 | ||
Goodwill | $ 931,397 | 955,322 | $ 955,322 | ||
Measurement period adjustment, inventories | (1,899) | ||||
Measurement period adjustment, other current assets | 5,003 | ||||
Measurement period adjustment, property, plant and equipment | (2,628) | ||||
Measurement period adjustment, deferred tax assets | 285 | ||||
Measurement period adjustment, accounts payable | 210 | ||||
Measurement period adjustment, accrued liabilities | 26,232 | ||||
Measurement period adjustment, deferred tax liabilities | 350 | ||||
Measurement period adjustment, other long-term liabilities | (2,106) | ||||
Measurement period adjustment, net assets acquired, excluding goodwill | (23,925) | ||||
Measurement period adjustments | $ 23,925 |
Acquisition and Divestiture -_2
Acquisition and Divestiture - Schedule of Finite Lived Intangible Assets Acquired (Details) $ in Thousands | Jan. 12, 2023 USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 5 years 3 months 18 days |
Developed technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 4 years 4 months 24 days |
Developed technology | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 1 year |
Developed technology | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 6 years |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 7 years 10 months 24 days |
Customer relationships | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 2 years |
Customer relationships | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 10 years |
Trade name | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 6 years 2 months 12 days |
Trade name | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 2 years |
Trade name | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 10 years |
Sierra Wireless | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortizable intangible assets | $ 214,780 |
Sierra Wireless | Developed technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortizable intangible assets | 152,780 |
Sierra Wireless | Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortizable intangible assets | 53,000 |
Sierra Wireless | Trade name | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortizable intangible assets | $ 9,000 |
Acquisition and Divestiture -_3
Acquisition and Divestiture - Schedule of Business Combination, Acquisition Related Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | $ 74,500 | |
Sierra Wireless | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | $ 74,547 | |
Sierra Wireless | Share-based compensation acceleration expense | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | $ 45,700 | 45,749 |
Sierra Wireless | Other acquisition costs expensed | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 28,798 | |
Sierra Wireless | Cost of sales | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 802 | |
Sierra Wireless | Cost of sales | Share-based compensation acceleration expense | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 802 | |
Sierra Wireless | Cost of sales | Other acquisition costs expensed | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 0 | |
Sierra Wireless | Selling, general and administrative | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 62,735 | |
Sierra Wireless | Selling, general and administrative | Share-based compensation acceleration expense | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 33,937 | |
Sierra Wireless | Selling, general and administrative | Other acquisition costs expensed | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 28,798 | |
Sierra Wireless | Product development and engineering | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 11,010 | |
Sierra Wireless | Product development and engineering | Share-based compensation acceleration expense | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | 11,010 | |
Sierra Wireless | Product development and engineering | Other acquisition costs expensed | ||
Business Acquisition [Line Items] | ||
Acquisition related transaction costs | $ 0 |
Acquisition and Divestiture - P
Acquisition and Divestiture - Pro Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 29, 2023 | Jan. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | ||
Total revenues | $ 1,415,721 | $ 1,214,067 |
Net (loss) income | $ 22,174 | $ (144,342) |
Acquisition and Divestiture - D
Acquisition and Divestiture - Divestiture (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
May 03, 2022 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Business Acquisition [Line Items] | ||||
Proceeds from sale of business, net of cash disposed | $ 0 | $ 26,193 | $ 0 | |
Gain on sale of business | 0 | $ 18,313 | $ 0 | |
Discontinued Operations, Disposed of by Sale | Micross Components, Inc. | ||||
Business Acquisition [Line Items] | ||||
Proceeds from sale of business, net of cash disposed | $ 26,200 | |||
Gain on sale of business | $ 18,300 | |||
Reduction to goodwill | $ 800 |
Investments - Summary of Availa
Investments - Summary of Available-For-Sale Securities (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | $ 12,117 | $ 13,995 |
Amortized Cost | 14,454 | 15,635 |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | (2,337) | (1,640) |
Convertible debt | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 12,117 | 13,995 |
Amortized Cost | 14,454 | 15,635 |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | $ (2,337) | $ (1,640) |
Investments - Schedule of Avail
Investments - Schedule of Available-For-Sale Securities, Classified by Maturity Period (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Investments [Abstract] | ||
Available-for-sale securities, Market Value - Within 1 year | $ 12,117 | |
Available-for-sale securities, Adjusted Cost - Within 1 year | 14,454 | |
Available-for-sale securities, Market Value - After 1 year through 5 years | 0 | |
Available-for-sale securities, Adjusted Cost - After 1 year through 5 years | 0 | |
Available-for-sale securities, Market Value - Total investments | 12,117 | $ 13,995 |
Amortized Cost | $ 14,454 | $ 15,635 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Available-for-sale securities | $ 12,117 | $ 13,995 |
Derivative Asset Statement Of Financial Position Extensible Enumeration Not Disclosed Flag | Balance Sheets | |
Total Return Swap | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | (100) | |
Recurring | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | $ 169 | 717 |
Total financial assets | 19,607 | 20,870 |
Total financial liabilities | 7 | 6,432 |
Recurring | Level 1 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 0 |
Total financial assets | 0 | 0 |
Total financial liabilities | 0 | 0 |
Recurring | Level 2 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 169 | 717 |
Total financial assets | 7,490 | 6,875 |
Total financial liabilities | 7 | 6,432 |
Recurring | Level 3 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 0 |
Total financial assets | 12,117 | 13,995 |
Total financial liabilities | 0 | 0 |
Recurring | Interest Rate Swap | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 7,321 | 6,067 |
Derivative Liability | 7 | 6,432 |
Recurring | Interest Rate Swap | Level 1 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 0 |
Derivative Liability | 0 | 0 |
Recurring | Interest Rate Swap | Level 2 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 7,321 | 6,067 |
Derivative Liability | 7 | 6,432 |
Recurring | Interest Rate Swap | Level 3 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 0 |
Derivative Liability | 0 | 0 |
Recurring | Total Return Swap | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 91 |
Recurring | Total Return Swap | Level 1 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 0 |
Recurring | Total Return Swap | Level 2 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 91 |
Recurring | Total Return Swap | Level 3 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Derivative financial instruments | 0 | 0 |
Recurring | Convertible debt | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Available-for-sale securities | 12,117 | 13,995 |
Recurring | Convertible debt | Level 1 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Available-for-sale securities | 0 | 0 |
Recurring | Convertible debt | Level 2 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Available-for-sale securities | 0 | 0 |
Recurring | Convertible debt | Level 3 | ||
Fair Value, Assets Measured On A Recurring Basis [Line Items] | ||
Available-for-sale securities | $ 12,117 | $ 13,995 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Changes in Debt Securities (Details) $ in Thousands | 12 Months Ended |
Jan. 28, 2024 USD ($) | |
Debt Securities, Available For Sale, Reconciliation [Roll Forward] | |
Beginning Balance | $ 13,995 |
Increase in credit loss reserve | (1,413) |
Interest accrued | 806 |
Conversion to equity | (1,271) |
Ending Balance | $ 12,117 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Value and Fair Value of Debt (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 | Oct. 12, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long term debt, less current portion | $ 1,371,039 | $ 1,296,966 | |
Debt issuance costs | 36,086 | 24,430 | |
Convertible Debt | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long term debt, less current portion | 552,392 | 308,150 | |
Fair Value | 575,870 | 345,075 | |
Convertible Senior Notes due 2027 | Convertible Debt | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long term debt, less current portion | 310,563 | 308,150 | |
Fair Value | $ 262,571 | 345,075 | |
Debt instrument, stated rate | 1.625% | 1.625% | |
Debt issuance costs | $ 8,900 | 11,400 | |
Convertible Senior Notes due 2028 | Convertible Debt | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long term debt, less current portion | 241,829 | 0 | |
Fair Value | $ 313,299 | $ 0 | |
Debt instrument, stated rate | 4% | ||
Debt issuance costs | $ 8,200 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Jan. 28, 2024 | Oct. 29, 2023 | Jul. 30, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Fair Value Disclosures [Abstract] | ||||||
Impairment of goodwill | $ 473,800,000 | $ 2,300,000 | $ 279,600,000 | $ 755,621,000 | $ 0 | $ 0 |
Intangible impairment | 131,385,000 | 0 | 0 | |||
Credit loss reserve for held-to-maturity debt securities and available for sale debt securities | $ 4,500,000 | 4,500,000 | 4,200,000 | |||
Increase in credit loss reserve for available-for-sale and held-to-maturity debt securities | (300,000) | 1,100,000 | ||||
Non-Marketable Equity Securities Impairment | $ 2,600,000 | $ 1,500,000 | $ 200,000 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 46,425 | $ 76,919 | |
Work in progress | 69,404 | 88,764 | |
Finished goods | 29,163 | 42,021 | |
Total inventories | 144,992 | 207,704 | |
Amortization of inventory step-up | $ 3,314 | $ 0 | $ 0 |
Property, Plant and Equipment -
Property, Plant and Equipment - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 29.3 | $ 25.8 | $ 26 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 437,343 | $ 427,271 |
Less: accumulated depreciation and amortization | (283,725) | (257,978) |
Property, plant and equipment, net | 153,618 | 169,293 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 13,577 | 13,577 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 49,897 | 46,596 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 13,742 | 13,980 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 271,215 | 250,838 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 76,483 | 75,224 |
Furniture and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 7,753 | 8,174 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 4,676 | $ 18,882 |
Minimum | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 7 years | |
Minimum | Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 2 years | |
Minimum | Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Minimum | Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 3 years | |
Minimum | Furniture and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 5 years | |
Maximum | Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 39 years | |
Maximum | Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 10 years | |
Maximum | Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 8 years | |
Maximum | Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 13 years | |
Maximum | Furniture and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful lives | 7 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill by Reporting Unit (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Jan. 28, 2024 | Oct. 29, 2023 | Jul. 30, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Goodwill [Roll Forward] | ||||||
Beginning balance | $ 1,281,703,000 | |||||
Measurement period adjustments | 23,925,000 | |||||
Reallocation | 0 | |||||
Cumulative translation adjustment | (8,780,000) | |||||
Impairment | $ (473,800,000) | $ (2,300,000) | $ (279,600,000) | (755,621,000) | $ 0 | $ 0 |
Ending balance | 541,227,000 | 541,227,000 | 1,281,703,000 | |||
Unallocated | ||||||
Goodwill [Roll Forward] | ||||||
Beginning balance | 931,397,000 | |||||
Measurement period adjustments | 23,925,000 | |||||
Reallocation | (955,322,000) | |||||
Cumulative translation adjustment | 0 | |||||
Impairment | 0 | |||||
Ending balance | 0 | 0 | 931,397,000 | |||
Analog Mixed Signal and Wireless | Operating Segments | ||||||
Goodwill [Roll Forward] | ||||||
Beginning balance | 14,639,000 | |||||
Measurement period adjustments | 0 | |||||
Reallocation | 68,462,000 | |||||
Cumulative translation adjustment | 0 | |||||
Impairment | 0 | |||||
Ending balance | 83,101,000 | 83,101,000 | 14,639,000 | |||
Signal Integrity Products Group | Operating Segments | ||||||
Goodwill [Roll Forward] | ||||||
Beginning balance | 274,085,000 | |||||
Measurement period adjustments | 0 | |||||
Reallocation | (6,880,000) | |||||
Cumulative translation adjustment | 0 | |||||
Impairment | 0 | |||||
Ending balance | 267,205,000 | 267,205,000 | 274,085,000 | |||
IoT System | Operating Segments | ||||||
Goodwill [Roll Forward] | ||||||
Beginning balance | 61,582,000 | |||||
Measurement period adjustments | 0 | |||||
Reallocation | 593,945,000 | |||||
Cumulative translation adjustment | (2,353,000) | |||||
Impairment | (546,609,000) | |||||
Ending balance | 106,565,000 | 106,565,000 | 61,582,000 | |||
IoT Connected Services | Operating Segments | ||||||
Goodwill [Roll Forward] | ||||||
Beginning balance | 0 | |||||
Measurement period adjustments | 0 | |||||
Reallocation | 299,795,000 | |||||
Cumulative translation adjustment | (6,427,000) | |||||
Impairment | (138,400,000) | $ (1,600,000) | $ (69,000,000) | (209,012,000) | ||
Ending balance | $ 84,356,000 | $ 84,356,000 | $ 0 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Jan. 12, 2023 | Jan. 28, 2024 | Oct. 29, 2023 | Jul. 30, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Goodwill [Line Items] | |||||||
Goodwill | $ 541,227,000 | $ 541,227,000 | $ 1,281,703,000 | ||||
Measurement period adjustments | 23,925,000 | ||||||
Reclassification | 0 | ||||||
Impairment of goodwill | 473,800,000 | $ 2,300,000 | $ 279,600,000 | 755,621,000 | 0 | $ 0 | |
Estimated useful life | 5 years 3 months 18 days | ||||||
Intangible impairment | 131,385,000 | 0 | $ 0 | ||||
Net Carrying Amount | 33,651,000 | 33,651,000 | 215,102,000 | ||||
Developed technology | |||||||
Goodwill [Line Items] | |||||||
Estimated useful life | 4 years 4 months 24 days | ||||||
Intangible impairment | 91,800,000 | 91,792,000 | 0 | ||||
Net Carrying Amount | 28,063,000 | 28,063,000 | 153,924,000 | ||||
Customer relationships | |||||||
Goodwill [Line Items] | |||||||
Estimated useful life | 7 years 10 months 24 days | ||||||
Intangible impairment | 34,800,000 | 34,777,000 | 0 | ||||
Net Carrying Amount | 4,104,000 | 4,104,000 | 52,310,000 | ||||
Trade name | |||||||
Goodwill [Line Items] | |||||||
Estimated useful life | 6 years 2 months 12 days | ||||||
Net Carrying Amount | 1,484,000 | 1,484,000 | |||||
Trade name | |||||||
Goodwill [Line Items] | |||||||
Intangible impairment | 4,800,000 | 4,816,000 | 0 | ||||
Net Carrying Amount | 1,484,000 | 1,484,000 | 8,868,000 | ||||
IoT System | Operating Segments | |||||||
Goodwill [Line Items] | |||||||
Goodwill | 106,565,000 | 106,565,000 | 61,582,000 | ||||
Measurement period adjustments | 0 | ||||||
Reclassification | (593,945,000) | ||||||
Impairment of goodwill | 546,609,000 | ||||||
Signal Integrity Products Group | Operating Segments | |||||||
Goodwill [Line Items] | |||||||
Goodwill | 267,205,000 | 267,205,000 | 274,085,000 | ||||
Measurement period adjustments | 0 | ||||||
Reclassification | 6,880,000 | ||||||
Impairment of goodwill | 0 | ||||||
IoT Connected Services | Operating Segments | |||||||
Goodwill [Line Items] | |||||||
Goodwill | 84,356,000 | 84,356,000 | $ 0 | ||||
Measurement period adjustments | 0 | ||||||
Reclassification | (299,795,000) | ||||||
Impairment of goodwill | 138,400,000 | 1,600,000 | 69,000,000 | 209,012,000 | |||
IoT System, Modules | |||||||
Goodwill [Line Items] | |||||||
Impairment of goodwill | 135,100,000 | 200,000 | 109,900,000 | ||||
IoT System, Routers | |||||||
Goodwill [Line Items] | |||||||
Impairment of goodwill | 200,300,000 | $ 500,000 | $ 100,700,000 | ||||
Sierra Wireless | |||||||
Goodwill [Line Items] | |||||||
Goodwill | $ 931,397,000 | $ 955,322,000 | 955,322,000 | ||||
Measurement period adjustments | 23,925,000 | ||||||
Discontinued Operations, Disposed of by Sale | Micross Components, Inc. | |||||||
Goodwill [Line Items] | |||||||
Reduction to goodwill | $ 800,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 216,257 | $ 216,257 | $ 237,080 | |
Accumulated Amortization | (51,221) | (51,221) | (21,978) | |
Intangible impairment | (131,385) | 0 | $ 0 | |
Net Carrying Amount | 33,651 | 33,651 | 215,102 | |
Developed technology | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | 154,985 | 154,985 | 175,080 | |
Accumulated Amortization | (35,130) | (35,130) | (21,156) | |
Intangible impairment | (91,800) | (91,792) | 0 | |
Net Carrying Amount | $ 28,063 | $ 28,063 | 153,924 | |
Developed technology | Minimum | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 1 year | 1 year | ||
Developed technology | Maximum | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 8 years | 8 years | ||
Customer relationships | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 52,272 | $ 52,272 | 53,000 | |
Accumulated Amortization | (13,391) | (13,391) | (690) | |
Intangible impairment | (34,800) | (34,777) | 0 | |
Net Carrying Amount | $ 4,104 | $ 4,104 | 52,310 | |
Customer relationships | Minimum | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 1 year | 1 year | ||
Customer relationships | Maximum | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 10 years | 10 years | ||
Trade name | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 9,000 | $ 9,000 | 9,000 | |
Accumulated Amortization | (2,700) | (2,700) | (132) | |
Intangible impairment | (4,800) | (4,816) | 0 | |
Net Carrying Amount | $ 1,484 | $ 1,484 | $ 8,868 | |
Trade name | Minimum | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 10 years | 10 years | ||
Trade name | Maximum | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life | 2 years | 2 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Amortization Expenses Recorded in the Statements of Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Schedule of Goodwill and Intangible Assets [Line Items] | |||
Amortization of acquired technology | $ 33,716 | $ 5,661 | $ 4,942 |
Intangible amortization | 14,913 | 821 | 0 |
Total amortization expense | 48,629 | 6,482 | 4,942 |
Developed technology | |||
Schedule of Goodwill and Intangible Assets [Line Items] | |||
Amortization of acquired technology | 33,716 | 5,660 | 4,942 |
Customer relationships | |||
Schedule of Goodwill and Intangible Assets [Line Items] | |||
Intangible amortization | 12,345 | 690 | 0 |
Trade name | |||
Schedule of Goodwill and Intangible Assets [Line Items] | |||
Intangible amortization | $ 2,568 | $ 132 | $ 0 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Future Amortization Expense for Intangible Assets (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Fiscal year 2025 | $ 9,994 | |
Fiscal year 2026 | 9,202 | |
Fiscal year 2027 | 4,310 | |
Fiscal year 2028 | 4,154 | |
Fiscal year 2029 | 3,576 | |
Thereafter | 2,415 | |
Total expected amortization expense | 33,651 | $ 215,102 |
Developed technology | ||
Fiscal year 2025 | 9,110 | |
Fiscal year 2026 | 8,611 | |
Fiscal year 2027 | 3,719 | |
Fiscal year 2028 | 3,563 | |
Fiscal year 2029 | 3,060 | |
Thereafter | 0 | |
Total expected amortization expense | 28,063 | 153,924 |
Customer relationships | ||
Fiscal year 2025 | 458 | |
Fiscal year 2026 | 458 | |
Fiscal year 2027 | 458 | |
Fiscal year 2028 | 458 | |
Fiscal year 2029 | 383 | |
Thereafter | 1,889 | |
Total expected amortization expense | 4,104 | $ 52,310 |
Trade name | ||
Fiscal year 2025 | 426 | |
Fiscal year 2026 | 133 | |
Fiscal year 2027 | 133 | |
Fiscal year 2028 | 133 | |
Fiscal year 2029 | 133 | |
Thereafter | 526 | |
Total expected amortization expense | $ 1,484 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets - Schedule of Finite-lived Intangible Assets (Details) - In-process research and development $ in Thousands | 12 Months Ended |
Jan. 28, 2024 USD ($) | |
Finite-Lived Intangible Assets [Roll Forward] | |
Value at January 29, 2023 | $ 0 |
Capitalized development costs | 1,915 |
Value at January 28, 2024 | $ 1,915 |
Details of Other Current Asse_3
Details of Other Current Assets and Accrued Liabilities - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Payables and Accruals [Abstract] | ||
Inventory advances | $ 44,763 | $ 56,157 |
Prepaid expenses and deposits | 25,058 | 21,267 |
Short term portion of investments | 14,545 | 12,557 |
Other receivables | 17,302 | 12,525 |
Other | 12,661 | 9,128 |
Other current assets | $ 114,329 | $ 111,634 |
Details of Other Current Asse_4
Details of Other Current Assets and Accrued Liabilities - Summary (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Payables and Accruals [Abstract] | ||
Refund liabilities | $ 28,756 | $ 32,527 |
Compensation | 21,456 | 69,654 |
Deferred revenue | 19,092 | 26,775 |
Accrued inventory | 12,894 | 6,700 |
Inventory commitment reserve | 10,552 | 12,637 |
Royalties | 8,569 | 23,488 |
Deferred compensation | 7,412 | 4,714 |
Lease liabilities | 6,560 | 6,209 |
Restructuring | 6,277 | 4,039 |
Professional fees | 6,095 | 11,452 |
Income taxes payable | 2,924 | 8,522 |
Accrued R&D expenses | 1,924 | 6,806 |
Environment reserve | 541 | 1,152 |
Other | 39,053 | 38,400 |
Accrued liabilities | $ 172,105 | $ 253,075 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 06, 2023 | Apr. 30, 2023 | Jan. 29, 2023 | Oct. 29, 2023 | Apr. 30, 2023 | Jan. 29, 2023 | Apr. 26, 2020 | Jan. 28, 2024 | Jan. 12, 2023 | Oct. 12, 2022 | |
Line of Credit Facility [Line Items] | ||||||||||
Total debt | $ 1,364,500 | $ 1,364,500 | $ 1,407,125 | |||||||
Current portion of long-term debt | (43,104) | (43,104) | 0 | |||||||
Debt issuance costs | (24,430) | (24,430) | (36,086) | |||||||
Long term debt, less current portion | $ 1,296,966 | $ 1,296,966 | $ 1,371,039 | |||||||
Weighted-average effective interest rate | 4.84% | 4.84% | 5.86% | |||||||
Triggering Event Two | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Derivative fixed rate | 3.58% | 3.44% | 3.58% | 3.44% | 3.44% | |||||
Derivative basis spread | 2.35% | 2.35% | 3.85% | |||||||
Derivative interest rate | 5.79% | 5.79% | 7.29% | |||||||
Triggering Event Three | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Derivative fixed rate | 4.43% | 4.43% | 5.34% | |||||||
Floating rate | 6.78% | 9.19% | ||||||||
Derivative basis spread | 2.35% | 2.35% | 3.85% | |||||||
Convertible Debt | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Long term debt, less current portion | $ 308,150 | $ 308,150 | $ 552,392 | |||||||
Convertible Senior Notes due 2027 | Convertible Debt | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Total debt | 319,500 | 319,500 | 319,500 | |||||||
Debt issuance costs | (11,400) | (11,400) | (8,900) | |||||||
Long term debt, less current portion | 308,150 | 308,150 | $ 310,563 | |||||||
Debt instrument, stated rate | 1.625% | 1.625% | ||||||||
Convertible Senior Notes due 2028 | Convertible Debt | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Total debt | 0 | 0 | $ 250,000 | |||||||
Debt issuance costs | (8,200) | |||||||||
Long term debt, less current portion | 0 | 0 | $ 241,829 | |||||||
Debt instrument, stated rate | 4% | |||||||||
Revolving loans | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Total debt | $ 150,000 | $ 150,000 | $ 215,000 | |||||||
Debt fixed rate | 7.43% | |||||||||
Revolving loans | Secured Overnight Financing Rate (SOFR) | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 3.85% | |||||||||
Revolving loans | Triggering Event One | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
LIBOR portion of fixed rate | 5.34% | 0.73% | ||||||||
Floating rate | 9.20% | |||||||||
Revolving loans | Credit Agreement | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
LIBOR portion of fixed rate | 0.73% | |||||||||
Revolving loans | Credit Agreement | Triggering Event One | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt fixed rate | 3.09% | 3.09% | ||||||||
Revolving loans | Credit Agreement | Triggering Event One | Secured Overnight Financing Rate (SOFR) | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 3.86% | |||||||||
Revolving loans | Credit Agreement | Triggering Event One | LIBOR | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 2.36% | |||||||||
Term loans | Credit Agreement | Line of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Total debt | $ 895,000 | $ 895,000 | $ 622,625 | |||||||
Derivative term | 5 years | 2 years 9 months | 5 years | |||||||
Debt hedged by interest rate derivatives | $ 150,000 | $ 450,000 | $ 150,000 | $ 450,000 | $ 450,000 | |||||
Term loans | Credit Agreement | Line of Credit | Secured Overnight Financing Rate (SOFR) | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 0.10% |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement (Details) | 3 Months Ended | 12 Months Ended | ||||||||||
Jun. 06, 2023 USD ($) | Apr. 30, 2023 USD ($) | Oct. 29, 2023 | Apr. 30, 2023 USD ($) | Jan. 29, 2023 USD ($) | Apr. 26, 2020 USD ($) | Jan. 28, 2024 USD ($) | Jan. 29, 2023 USD ($) | Jan. 30, 2022 USD ($) | Feb. 24, 2023 | Jan. 12, 2023 USD ($) | Nov. 07, 2019 USD ($) | |
Line of Credit Facility [Line Items] | ||||||||||||
Borrowings under line of credit | $ 70,000,000 | $ 10,000,000 | $ 20,000,000 | |||||||||
Repayment of revolving line of credit | 5,000,000 | 33,000,000 | 28,000,000 | |||||||||
Repayments of term loans | 272,400,000 | |||||||||||
Outstanding balance | $ 1,364,500,000 | 1,407,125,000 | 1,364,500,000 | |||||||||
Write-off of deferred financing costs | $ 4,446,000 | $ 0 | $ 0 | |||||||||
Interest Rate Swap | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Derivative term | 3 years | |||||||||||
Triggering Event Two | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Derivative fixed rate | 3.58% | 3.58% | 3.44% | 3.44% | 3.44% | |||||||
Triggering Event Three | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Derivative fixed rate | 4.43% | 5.34% | 4.43% | |||||||||
Revolving loans | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Outstanding balance | $ 150,000,000 | $ 215,000,000 | $ 150,000,000 | |||||||||
Undrawn revolving commitments | 282,200,000 | |||||||||||
Fixed interest, amount | $ 150,000,000 | |||||||||||
Revolving loans | Triggering Event One | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
LIBOR portion of fixed rate | 5.34% | 0.73% | ||||||||||
Revolving loans | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 3.85% | |||||||||||
Revolving loans | Credit Agreement | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Facilities, maximum borrowing capacity | $ 600,000,000 | $ 500,000,000 | ||||||||||
Maximum borrowing capacity | 75,000,000 | |||||||||||
Minimum consolidated liquidity | $ 150,000,000 | |||||||||||
Reduction in borrowing capacity | $ 100,000,000 | |||||||||||
LIBOR portion of fixed rate | 0.73% | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Three | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 8.17 | |||||||||||
Minimum liquidity ratio requirement | 1.66 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Four | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 10.27 | |||||||||||
Minimum liquidity ratio requirement | 1.40 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Five | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 10.21 | |||||||||||
Minimum liquidity ratio requirement | 1.37 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Six | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 9.93 | |||||||||||
Minimum liquidity ratio requirement | 1.41 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Seven | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 8.42 | |||||||||||
Minimum liquidity ratio requirement | 1.73 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Eight | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 7.68 | |||||||||||
Minimum liquidity ratio requirement | 1.90 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Nine | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 6.75 | |||||||||||
Leverage ratio maximum, limit increase | 4.25 | |||||||||||
Minimum liquidity ratio requirement | 2.14 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Ten | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 6.28 | |||||||||||
Minimum liquidity ratio requirement | 2.37 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Eleven | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 5.81 | |||||||||||
Minimum liquidity ratio requirement | 2.68 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Twelve | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 5.30 | |||||||||||
Minimum liquidity ratio requirement | 3.01 | |||||||||||
Revolving loans | Credit Agreement | Triggering Event Thirteen | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Leverage ratio maximum | 3.75 | |||||||||||
Minimum liquidity ratio requirement | 3.50 | |||||||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Triggering Event One | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 3.86% | |||||||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Debt Instrument, One Month Interest Period | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 0.11% | |||||||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Debt Instrument, Three Month Interest Period | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 0.26% | |||||||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Debt Instrument, Six Month Interest Period | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 0.43% | |||||||||||
Revolving loans | Credit Agreement | Minimum | Base Rate | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 0.25% | |||||||||||
Revolving loans | Credit Agreement | Minimum | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 1.25% | |||||||||||
Revolving loans | Credit Agreement | Maximum | Base Rate | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 2.75% | |||||||||||
Revolving loans | Credit Agreement | Maximum | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 3.75% | |||||||||||
Revolving loans | Credit Agreement, Matures On January 12, 2028 | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Facilities, maximum borrowing capacity | 405,000,000 | 337,500,000 | ||||||||||
Revolving loans | Credit Agreement, Matures On November 7, 2024 | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Facilities, maximum borrowing capacity | 162,500,000 | |||||||||||
Revolving loans | Credit Agreement, Financial Covenant Relief Period | Minimum | Base Rate | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 2.25% | |||||||||||
Revolving loans | Credit Agreement, Financial Covenant Relief Period | Minimum | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 3.25% | |||||||||||
Term loans | Credit Agreement | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Face amount | 895,000,000 | |||||||||||
Outstanding balance | $ 895,000,000 | $ 622,625,000 | 895,000,000 | |||||||||
Debt prepayment | $ 250,000,000 | |||||||||||
Derivative term | 5 years | 2 years 9 months | 5 years | |||||||||
Debt hedged by interest rate derivatives | $ 150,000,000 | $ 150,000,000 | $ 450,000,000 | $ 450,000,000 | $ 450,000,000 | |||||||
Term loans | Credit Agreement | Line of Credit | Triggering Event Two | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Quarterly amortization percentage | 1.875% | |||||||||||
Term loans | Credit Agreement | Line of Credit | Triggering Event One | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Quarterly amortization percentage | 1.25% | |||||||||||
Term loans | Credit Agreement | Line of Credit | Secured Overnight Financing Rate (SOFR) | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Basis spread on variable rate | 0.10% | |||||||||||
Letter of Credit | Credit Agreement | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Facilities, maximum borrowing capacity | 40,000,000 | |||||||||||
Bridge Loan | Credit Agreement | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Facilities, maximum borrowing capacity | $ 25,000,000 |
Long-Term Debt - Convertible Se
Long-Term Debt - Convertible Senior Notes due 2027 (Details) $ / shares in Units, shares in Millions | 12 Months Ended | ||||||
Oct. 21, 2022 USD ($) d $ / shares | Oct. 19, 2022 USD ($) $ / shares shares | Jan. 28, 2024 USD ($) | Jan. 29, 2023 USD ($) | Jan. 30, 2022 USD ($) | Oct. 12, 2022 USD ($) | Oct. 06, 2022 $ / shares shares | |
Line of Credit Facility [Line Items] | |||||||
Payments for derivative instrument | $ | $ 72,600,000 | ||||||
Number of securities called by warrants (in shares) | shares | 8.6 | 8.6 | |||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 51.15 | $ 51.15 | |||||
Proceeds from sale of warrants | $ | $ 42,900,000 | $ 0 | $ 42,909,000 | $ 0 | |||
Net cash premium | $ | $ 29,700,000 | ||||||
Convertible Senior Notes due 2027 | Convertible Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Face amount | $ | $ 19,500,000 | $ 300,000,000 | |||||
Debt instrument, stated rate | 1.625% | 1.625% | |||||
Conversion ratio | 0.02683 | ||||||
Debt instrument, conversion price (in dollars per share) | $ / shares | $ 37.27 | $ 37.27 | |||||
Amount not subject to redemption | $ | $ 75,000,000 | ||||||
Convertible Senior Notes due 2027 | Convertible Debt | Debt Conversion Terms One | |||||||
Line of Credit Facility [Line Items] | |||||||
Threshold trading days | d | 20 | ||||||
Threshold consecutive trading days | d | 30 | ||||||
Threshold percentage of stock price trigger | 130% | ||||||
Threshold trading day | d | 61 | ||||||
Redemption price, percentage | 100% | ||||||
Fundamental change repurchase | 100% | ||||||
Convertible Senior Notes due 2027 | Convertible Debt | Debt Conversion Terms Two | |||||||
Line of Credit Facility [Line Items] | |||||||
Threshold trading days | d | 5 | ||||||
Threshold consecutive trading days | d | 10 | ||||||
Threshold percentage of stock price trigger | 98% |
Long-Term Debt - Convertible _2
Long-Term Debt - Convertible Senior Notes due 2028 (Details) - Convertible Senior Notes due 2028 - Convertible Debt | Oct. 26, 2023 USD ($) d $ / shares | Oct. 21, 2022 d | Jan. 28, 2024 |
Line of Credit Facility [Line Items] | |||
Face amount | $ | $ 250,000,000 | ||
Debt instrument, stated rate | 4% | ||
Conversion ratio | 0.049081 | ||
Debt instrument, conversion price (in dollars per share) | $ / shares | $ 20.37 | ||
Amount not subject to redemption | $ | $ 75,000,000 | ||
Debt Conversion Terms One | |||
Line of Credit Facility [Line Items] | |||
Threshold trading days | 20 | ||
Threshold consecutive trading days | 30 | ||
Threshold percentage of stock price trigger | 130% | ||
Redemption price, percentage | 100% | ||
Fundamental change repurchase | 100% | ||
Debt Conversion Terms Two | |||
Line of Credit Facility [Line Items] | |||
Threshold trading days | 5 | ||
Threshold consecutive trading days | 10 | ||
Threshold percentage of stock price trigger | 98% |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | Jan. 28, 2024 | Aug. 02, 2022 |
Bridge Loan | ||
Line of Credit Facility [Line Items] | ||
Bridge commitment | $ 1,200,000,000 | |
Letter of Credit | ||
Line of Credit Facility [Line Items] | ||
Facilities, amount outstanding | $ 2,900,000 |
Long-Term Debt - Schedule of In
Long-Term Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Debt Disclosure [Abstract] | |||
Contractual interest | $ 94,233 | $ 11,187 | $ 3,665 |
Interest rate swap agreement | (10,186) | (2,217) | 945 |
Amortization of debt discount and issuance costs | 7,320 | 1,421 | 481 |
Write-off of deferred financing costs | 4,446 | 0 | 0 |
Debt commitment fee | 0 | 7,255 | 0 |
Total interest expense | $ 95,813 | $ 17,646 | $ 5,091 |
Share-Based Compensation - Allo
Share-Based Compensation - Allocation of Stock-based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 40,170 | $ 39,248 | $ 51,189 |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | 1,995 | 2,645 | 2,901 |
Selling, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | 25,331 | 21,493 | 32,578 |
Product development and engineering | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 12,844 | $ 15,110 | $ 15,710 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||||||
Jan. 08, 2021 | Mar. 05, 2019 | Oct. 29, 2023 | Jul. 30, 2023 | Apr. 30, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate unrecognized compensation for stock options | $ 3.4 | |||||||
Number of shares authorized per the equity incentive plan | 4,876,938 | |||||||
Options granted (in shares) | 541,530 | 0 | 0 | |||||
Expected lives, in years | 4 years | |||||||
Share Price | $ 20.59 | |||||||
Restricted Stock Units (RSUs) | Settled With Shares | Share-Based Payment Arrangement, Employee | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock units granted (in shares) | 2,173,582 | |||||||
Restricted Stock Units (RSUs) | Settled In Cash | Share-Based Payment Arrangement, Employee | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock units granted (in shares) | 9,432 | |||||||
Total Stockholder Return Market Condition Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Period over which aggregate unrecognized compensation will be recognized | 1 year 4 months 24 days | |||||||
Weighted average fair value units granted (in dollars per share) | $ 38.70 | |||||||
Aggregate unrecognized compensation | $ 3.2 | |||||||
Stock units granted (in shares) | 32,017 | 61,827 | 109,107 | 202,951 | 125,399 | 81,688 | ||
Total number of unvested shares (in shares) | 105,000 | 88,000 | ||||||
Shares vested (in shares) | 0 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 186,000 | |||||||
Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average fair value units granted (in dollars per share) | $ 49.55 | |||||||
Minimum closing share price used to determine market condition (usd per share) | $ 95 | |||||||
Stock units granted (in shares) | 22,535 | 54,928 | ||||||
Performance period | 30 days | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 18,309 | 14,084 | ||||||
Stock options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Period over which aggregate unrecognized compensation will be recognized | 1 year 9 months 18 days | |||||||
Employee stock unit awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average fair value units granted (in dollars per share) | $ 21.41 | |||||||
Stock units granted (in shares) | 2,183,000 | |||||||
Total number of unvested shares (in shares) | 2,599,000 | 1,639,000 | ||||||
Shares vested (in shares) | 763,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 460,000 | |||||||
Employee stock unit awards | Settled In Cash | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 3 years | |||||||
Financial Metric-Based Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Period over which aggregate unrecognized compensation will be recognized | 1 year 3 months 18 days | |||||||
Weighted average fair value units granted (in dollars per share) | $ 26.12 | |||||||
Aggregate unrecognized compensation | $ 1.5 | |||||||
Stock units granted (in shares) | 189,918 | |||||||
Total number of unvested shares (in shares) | 116,000 | 0 | ||||||
Shares vested (in shares) | 0 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 74,000 | |||||||
Minimum | Stock options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 3 years | |||||||
Contractual term of equity share options | 6 years | |||||||
Minimum | Employee stock unit awards | Settled With Shares | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 3 years | |||||||
Maximum | Stock options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Contractual term of equity share options | 10 years | |||||||
Maximum | Employee stock unit awards | Settled With Shares | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Maximum | Performance-based RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant | 405,902 | |||||||
Maximum | Financial Metric-Based Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant | 379,836 | |||||||
Subject to share settlement | Employee stock unit awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate unrecognized compensation for stock options | $ 58.1 | |||||||
Period over which aggregate unrecognized compensation will be recognized | 2 years 2 months 12 days | |||||||
Stock units granted (in shares) | 2,174,000 | |||||||
Total number of unvested shares (in shares) | 2,591,000 | 1,639,000 | ||||||
Shares vested (in shares) | 763,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 459,000 | |||||||
Subject to cash settlement | Employee stock unit awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate unrecognized compensation for stock options | $ 0.1 | |||||||
Period over which aggregate unrecognized compensation will be recognized | 2 years 1 month 6 days | |||||||
Stock units granted (in shares) | 9,000 | |||||||
Total number of unvested shares (in shares) | 8,000 | 0 | ||||||
Shares vested (in shares) | 0 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 1,000 | |||||||
Subject to cash settlement | Non-employee director stock unit awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 1 year | |||||||
Tranche One | Total Stockholder Return Market Condition Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average fair value units granted (in dollars per share) | $ 24.05 | $ 23.65 | $ 39.47 | |||||
Tranche One | Performance-based RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Performance period | 1 year | 1 year | ||||||
Tranche Two | Total Stockholder Return Market Condition Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average fair value units granted (in dollars per share) | $ 32.09 | 32.78 | 45.36 | |||||
Tranche Two | Performance-based RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Performance period | 2 years | 2 years | ||||||
Tranche Three | Total Stockholder Return Market Condition Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average fair value units granted (in dollars per share) | $ 37.51 | $ 38.65 | $ 49.79 | |||||
Tranche Three | Performance-based RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Performance period | 3 years | |||||||
Vesting January 31, 2021 | Total Stockholder Return Market Condition Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Awards expected to vest (in share) | 71,696 | |||||||
Employees | Tranche Two | Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Minimum closing share price used to determine market condition (usd per share) | $ 95 | |||||||
Employees | Tranche Three | Minimum | Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Minimum closing share price used to determine market condition (usd per share) | $ 71 | |||||||
Chief Executive Officer | Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Employee | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 3 years | |||||||
Stock units granted (in shares) | 123,652 | |||||||
Chief Executive Officer | Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock units granted (in shares) | 320,000 | |||||||
Total number of unvested shares (in shares) | 224,000 | |||||||
Chief Executive Officer | Tranche One | Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average fair value units granted (in dollars per share) | $ 44.32 | |||||||
Percentage of award that will vest upon satisfaction of performance condition | 30% | |||||||
Award performance period | 30 days | |||||||
Minimum closing share price used to determine market condition (usd per share) | $ 71 | |||||||
Shares vested (in shares) | 96,000 | |||||||
Chief Executive Officer | Tranche Two | Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average fair value units granted (in dollars per share) | $ 33.19 | |||||||
Award performance period | 30 days | |||||||
Minimum closing share price used to determine market condition (usd per share) | $ 95 | |||||||
Chief Executive Officer | Tranche Three | Minimum | Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Minimum closing share price used to determine market condition (usd per share) | 71 | |||||||
Chief Executive Officer | Tranche Three | Maximum | Market performance RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Minimum closing share price used to determine market condition (usd per share) | $ 95 | |||||||
Non-employee director stock unit awards | Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 1 year | |||||||
Weighted average fair value units granted (in dollars per share) | $ 24.21 | |||||||
Share-based compensation liability, long-term | $ 4.4 | |||||||
Stock units granted (in shares) | 80,000 | |||||||
Total number of unvested shares (in shares) | 76,000 | 32,000 | ||||||
Shares vested and unsettled (in shares) | 230,231 | |||||||
Shares vested (in shares) | 36,000 | |||||||
Non-employee director stock unit awards | Restricted Stock Units (RSUs) | Accrued liabilities | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation liability, long-term | $ 1.8 | |||||||
Non-employee director stock unit awards | Restricted Stock Units (RSUs) | Other long-term liabilities | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation liability, long-term | $ 2.6 | |||||||
Non-employee director stock unit awards | Subject to share settlement | Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock units granted (in shares) | 40,000 | |||||||
Total number of unvested shares (in shares) | 38,000 | 16,000 | ||||||
Shares vested (in shares) | 18,000 | |||||||
Non-employee director stock unit awards | Subject to cash settlement | Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock units granted (in shares) | 40,000 | |||||||
Total number of unvested shares (in shares) | 38,000 | 16,000 | ||||||
Shares vested (in shares) | 18,000 | |||||||
Former Chief Executive Officer | Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Employee | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 18 months | |||||||
Stock units granted (in shares) | 232,635 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of the Activity for Non-vested Restricted Stock Unit Awards (Details) - $ / shares | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Employee stock unit awards | |||
Number of Units | |||
Beginning balance (in shares) | 1,639,000 | ||
Stock units granted (in shares) | 2,183,000 | ||
Stock units vested (in shares) | (763,000) | ||
Stock units forfeited (in shares) | (460,000) | ||
Ending balance (in shares) | 2,599,000 | 1,639,000 | |
Weighted Average Grant Date Fair Value (per unit) | |||
Beginning balance (in dollars per share) | $ 52.91 | ||
Stock units granted (in dollars per share) | 21.41 | ||
Stock units vested (in dollars per share) | 49.67 | ||
Stock units forfeited (in dollars per share) | 40.32 | ||
Ending balance (in dollars per share) | $ 29.64 | $ 52.91 | |
Employee stock unit awards | Subject to share settlement | |||
Number of Units | |||
Beginning balance (in shares) | 1,639,000 | ||
Stock units granted (in shares) | 2,174,000 | ||
Stock units vested (in shares) | (763,000) | ||
Stock units forfeited (in shares) | (459,000) | ||
Ending balance (in shares) | 2,591,000 | 1,639,000 | |
Employee stock unit awards | Subject to cash settlement | |||
Number of Units | |||
Beginning balance (in shares) | 0 | ||
Stock units granted (in shares) | 9,000 | ||
Stock units vested (in shares) | 0 | ||
Stock units forfeited (in shares) | (1,000) | ||
Ending balance (in shares) | 8,000 | 0 | |
Market performance RSUs | |||
Number of Units | |||
Stock units granted (in shares) | 22,535 | 54,928 | |
Stock units forfeited (in shares) | (18,309) | (14,084) | |
Weighted Average Grant Date Fair Value (per unit) | |||
Stock units granted (in dollars per share) | $ 49.55 | ||
Restricted Stock Units (RSUs) | Non-employee director stock unit awards | |||
Number of Units | |||
Beginning balance (in shares) | 32,000 | ||
Stock units granted (in shares) | 80,000 | ||
Stock units vested (in shares) | (36,000) | ||
Ending balance (in shares) | 76,000 | 32,000 | |
Weighted Average Grant Date Fair Value (per unit) | |||
Beginning balance (in dollars per share) | $ 51.97 | ||
Stock units granted (in dollars per share) | 24.21 | ||
Stock units vested (in dollars per share) | 22.09 | ||
Ending balance (in dollars per share) | $ 24.76 | $ 51.97 | |
Restricted Stock Units (RSUs) | Subject to share settlement | Non-employee director stock unit awards | |||
Number of Units | |||
Beginning balance (in shares) | 16,000 | ||
Stock units granted (in shares) | 40,000 | ||
Stock units vested (in shares) | (18,000) | ||
Ending balance (in shares) | 38,000 | 16,000 | |
Restricted Stock Units (RSUs) | Subject to cash settlement | Non-employee director stock unit awards | |||
Number of Units | |||
Beginning balance (in shares) | 16,000 | ||
Stock units granted (in shares) | 40,000 | ||
Stock units vested (in shares) | (18,000) | ||
Ending balance (in shares) | 38,000 | 16,000 | |
Financial Metric-Based Restricted Stock Units (RSUs) | |||
Number of Units | |||
Beginning balance (in shares) | 0 | ||
Stock units granted (in shares) | 189,918 | ||
Stock units vested (in shares) | 0 | ||
Stock units forfeited (in shares) | (74,000) | ||
Ending balance (in shares) | 116,000 | 0 | |
Weighted Average Grant Date Fair Value (per unit) | |||
Beginning balance (in dollars per share) | $ 0 | ||
Stock units granted (in dollars per share) | 26.12 | ||
Stock units vested (in dollars per share) | 0 | ||
Stock units forfeited (in dollars per share) | 30.21 | ||
Ending balance (in dollars per share) | $ 23.53 | $ 0 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of the Activity for Stock Option Awards (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Number of Shares | |||
Beginning balance (in shares) | 608,000 | ||
Options granted (in shares) | 541,530 | 0 | 0 |
Options exercised (in shares) | 0 | ||
Options cancelled/forfeited (in shares) | (107,000) | ||
Ending balance (in shares) | 501,000 | 608,000 | |
Exercisable at end of the period (in shares) | 201,000 | ||
Weighted Average Exercise Price (per share) | |||
Beginning balance (in dollars per share) | $ 30.96 | ||
Options exercised (in dollars per share) | 0 | ||
Options cancelled/forfeited (in dollars per share) | 31.14 | ||
Ending balance (in dollars per share) | 30.92 | $ 30.96 | |
Exercisable at end of the period (in dollars per share) | $ 33.35 | ||
Aggregate Intrinsic Value | |||
Beginning balance | $ 2,151 | ||
Options exercised | 0 | ||
Ending balance | 8 | $ 2,151 | |
Exercisable at end of the period | $ 8 | ||
Number of Shares Exercisable | |||
Beginning balance (in shares) | 68,000 | ||
Ending balance (in shares) | 201,000 | 68,000 | |
Weighted Average Contractual Term | |||
Exercisable at end of the period | 4 years | ||
Vested and expected to vest after period end | 4 years 6 months | 5 years 4 months 24 days | |
Closing price of common stock (usd per share) | $ 20.59 |
Share-Based Compensation - Su_3
Share-Based Compensation - Summary of the Activity for Unvested Stock Option Awards (Details) - $ / shares | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Number of Shares | |||
Options granted (in shares) | 541,530 | 0 | 0 |
Weighted Average Exercise Price (per share) | |||
Beginning balance (in dollars per share) | $ 30.96 | ||
Options forfeited (in dollars per share) | 31.14 | ||
Ending balance (in dollars per share) | $ 30.92 | $ 30.96 | |
Unvested Stock Options Award | |||
Number of Shares | |||
Beginning balance (in shares) | 540,000 | ||
Options vested (in shares) | (155,000) | ||
Options forfeited (in shares) | (85,000) | ||
Ending balance (in shares) | 300,000 | 540,000 | |
Weighted Average Exercise Price (per share) | |||
Beginning balance (in dollars per share) | $ 29.30 | ||
Options vested (in dollars per share) | 29.30 | ||
Options forfeited (in dollars per share) | 29.30 | ||
Ending balance (in dollars per share) | 29.30 | $ 29.30 | |
Weighted Average Grant Date Fair Value (per share) | |||
Beginning balance (in dollars per share) | 12.77 | ||
Options vested (in dollars per share) | 12.77 | ||
Options forfeited (in dollars per share) | 12.77 | ||
Ending balance (in dollars per share) | $ 12.77 | $ 12.77 |
Share-Based Compensation - Su_4
Share-Based Compensation - Summary of the Activity for Performance-Based Restricted Stock Units (Details) - Total Stockholder Return Market Condition Restricted Stock Units - $ / shares | 3 Months Ended | 12 Months Ended | ||||
Oct. 29, 2023 | Jul. 30, 2023 | Apr. 30, 2023 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Units | ||||||
Beginning balance (in shares) | 88,000 | 88,000 | ||||
Performance units granted (in shares) | 32,017 | 61,827 | 109,107 | 202,951 | 125,399 | 81,688 |
Performance units vested (in shares) | 0 | |||||
Performance units cancelled/forfeited (in shares) | (186,000) | |||||
Ending balance (in shares) | 105,000 | 88,000 | ||||
Weighted Average Grant Date Fair Value (per share) | ||||||
Beginning balance (in dollars per share) | $ 75.18 | $ 75.18 | ||||
Weighted average fair value units granted (in dollars per share) | 38.70 | |||||
Performance units vested (in dollars per share) | 0 | |||||
Performance units cancelled/forfeited (in dollars per share) | 52.10 | |||||
Ending balance (in dollars per share) | $ 45.66 | $ 75.18 |
Share-Based Compensation - Su_5
Share-Based Compensation - Summary of Activity for Market Performance Units (Details) - Market Performance RSUs - $ / shares | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Number of Units | |||
Performance units granted (in shares) | 22,535 | 54,928 | |
Performance units cancelled/forfeited (in shares) | (18,309) | (14,084) | |
Weighted Average Grant Date Fair Value (per share) | |||
Weighted average fair value units granted (in dollars per share) | $ 49.55 |
Share-Based Compensation - Su_6
Share-Based Compensation - Summary of Employee Restricted Stock Unit Award Grants (Details) - Employee stock unit awards shares in Thousands | 12 Months Ended |
Jan. 28, 2024 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock units granted (in shares) | shares | 2,183 |
Weighted average fair value units granted (in dollars per share) | $ / shares | $ 21.41 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) $ in Thousands, SFr in Millions | 3 Months Ended | 12 Months Ended | ||||||
May 19, 2019 | Dec. 06, 2016 CHF (SFr) | Jul. 30, 2023 USD ($) | Jan. 28, 2024 USD ($) | Jan. 29, 2023 USD ($) | Jan. 30, 2022 USD ($) | Jan. 12, 2023 USD ($) | Jan. 31, 2021 USD ($) | |
Income Tax [Line Items] | ||||||||
Deferred Tax Liabilities, Undistributed Foreign Earnings | $ 0 | |||||||
Gross research credits available to offset taxable income | 78,593 | $ 61,699 | ||||||
Valuation allowance | $ 304,355 | 156,850 | $ 17,506 | $ 15,751 | ||||
Percentage of uncertain tax positions evaluating criteria | 50% | |||||||
Net tax benefits, if recognized, would impact the effective tax rate | $ 14,600 | 12,600 | ||||||
Unrecognized tax benefits, interest and penalties | 2,800 | |||||||
Net deferred tax assets | 17,184 | 58,719 | ||||||
Assumed valuation allowance from Sierra Wireless Acquisition | 0 | 116,528 | 0 | |||||
Change in valuation allowance | $ 52,800 | 149,200 | ||||||
Additions | 147,505 | 22,816 | $ 2,605 | |||||
Change in valuation allowance from Convertible Note Hedge Transaction | 1,700 | |||||||
Possible decrease in unrecognized tax benefits within next twelve months | 16,000 | |||||||
US, Canada, And France | ||||||||
Income Tax [Line Items] | ||||||||
Valuation allowance | 304,400 | 156,900 | ||||||
Net deferred tax assets | 321,500 | $ 215,600 | ||||||
Foreign | ||||||||
Income Tax [Line Items] | ||||||||
Reduction in statutory Cantonal tax rate, percentage | 70% | |||||||
Statutory Cantonal tax rate before tax holiday, percentage | 12.56% | |||||||
Statutory Cantonal tax rate after tax holiday, percentage | 3.77% | |||||||
Maximum after-tax profit subject to potential savings | SFr | SFr 500 | |||||||
Income tax holiday, initial term | 5 years | |||||||
Income tax holiday, possible additional term | 5 years | |||||||
Gross research credits available to offset taxable income | 44,200 | |||||||
Foreign | CANADA | ||||||||
Income Tax [Line Items] | ||||||||
Operating loss carryforwards | $ 40,000 | |||||||
Foreign | FRANCE | ||||||||
Income Tax [Line Items] | ||||||||
Operating loss carryforwards | 264,100 | |||||||
Foreign | LUXEMBOURG | ||||||||
Income Tax [Line Items] | ||||||||
Operating loss carryforwards | $ 17,500 | |||||||
Foreign | Sierra Wireless | ||||||||
Income Tax [Line Items] | ||||||||
Gross research credits available to offset taxable income | 32,400 | |||||||
Foreign | Swiss Federal Tax Administration (FTA) | ||||||||
Income Tax [Line Items] | ||||||||
Reduction in statutory Cantonal tax rate, percentage | 70% | |||||||
Income Tax, Statutory Cantonial Tax Rate | 0.0846 | |||||||
Statutory Cantonal tax rate before tax holiday, percentage | 12.56% | |||||||
Statutory Cantonal tax rate after tax holiday, percentage | 2.54% | |||||||
Federal | ||||||||
Income Tax [Line Items] | ||||||||
Operating loss carryforwards | 80,300 | |||||||
Gross research credits available to offset taxable income | 10,800 | |||||||
Federal | Sierra Wireless | ||||||||
Income Tax [Line Items] | ||||||||
Gross research credits available to offset taxable income | 6,600 | |||||||
State | ||||||||
Income Tax [Line Items] | ||||||||
Operating loss carryforwards | 131,100 | |||||||
Gross research credits available to offset taxable income | $ 24,400 | |||||||
Maximum | Foreign | ||||||||
Income Tax [Line Items] | ||||||||
Potential tax savings | SFr | SFr 44 |
Income Taxes - Regional Income
Income Taxes - Regional Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (306,039) | $ (59,961) | $ (16,593) |
Foreign | (735,516) | 138,428 | 155,662 |
(Loss) income before taxes and equity method income | $ (1,041,555) | $ 78,467 | $ 139,069 |
Income Taxes - Components of Pr
Income Taxes - Components of Provision for Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Current income tax provision (benefit) | |||
Federal | $ 1,758 | $ 8,291 | $ 1,078 |
State | 1 | 17 | 211 |
Foreign | 8,750 | 24,231 | 16,374 |
Subtotal | 10,509 | 32,539 | 17,663 |
Deferred income tax provision (benefit) | |||
Federal | 50,938 | (23,730) | (1,797) |
State | 51 | (28) | 0 |
Foreign | (10,979) | 8,563 | (327) |
Subtotal | 40,010 | (15,195) | (2,124) |
Provision for income taxes | $ 50,519 | $ 17,344 | $ 15,539 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of the Provision for Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Income Tax Disclosure [Abstract] | |||
Federal income tax at statutory rate | $ (218,726) | $ 16,478 | $ 29,194 |
State income taxes, net of federal benefit | (9,989) | (4,134) | 272 |
Foreign taxes differential, including withholding taxes | (36,408) | (11,636) | (6,611) |
Tax credits generated | (6,054) | (6,922) | (9,008) |
Changes in valuation allowance | 149,209 | 6,500 | 1,778 |
Gain on intra-entity asset transfer of intangible assets | 0 | (8,735) | 0 |
Changes in uncertain tax positions | 1,877 | 826 | 180 |
Equity compensation | 2,929 | 430 | (2,698) |
Revaluation of deferred tax assets and liabilities | 0 | 7,385 | 441 |
Impact of US Tax Reform | 0 | 13,729 | 0 |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Amount | 193,699 | 0 | 0 |
Nondeductible officers compensation | 741 | 1,326 | 3,052 |
Other | (26,759) | 2,097 | (1,061) |
Provision for income taxes | $ 50,519 | $ 17,344 | $ 15,539 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | Jan. 31, 2021 |
Non-current deferred tax assets: | ||||
Inventory reserve | $ 8,091 | $ 6,127 | ||
Bad debt reserve | 447 | 20 | ||
Foreign tax credits | 1,737 | 3,294 | ||
Research credit carryforward | 78,593 | 61,699 | ||
NOL carryforward | 107,030 | 95,955 | ||
Leasing deferred assets | 7,001 | 3,932 | ||
OID interest | 12,812 | 19,421 | ||
Other reserves | 1,176 | 8,255 | ||
Section 163(J) Limitation | 17,696 | 3,711 | ||
Payroll and related accruals | 8,253 | 10,433 | ||
Share-based compensation | 2,904 | 4,014 | ||
Foreign pension deferred | 632 | 474 | ||
Accrued sales reserves | 3,498 | 684 | ||
Research and development charges | 20,274 | 14,835 | ||
Other deferred assets | 4,181 | 554 | ||
Intangibles | 72,946 | 5,296 | ||
Valuation allowance | (304,355) | (156,850) | $ (17,506) | $ (15,751) |
Total non-current deferred tax assets | 42,916 | 81,854 | ||
Non-current deferred tax liabilities: | ||||
Property, plant and equipment | (7,937) | (7,952) | ||
Leasing deferred liabilities | (5,866) | (3,780) | ||
Other non-current deferred tax liabilities | (4,523) | (5,130) | ||
Total non-current deferred tax liabilities | (25,732) | (23,135) | ||
Net deferred tax assets | $ 17,184 | $ 58,719 |
Income Taxes - Summary of Chang
Income Taxes - Summary of Changes in the Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Income Tax Disclosure [Abstract] | |||
Beginning balance | $ 156,850 | $ 17,506 | $ 15,751 |
Assumed valuation allowance from Sierra Wireless Acquisition | 0 | 116,528 | 0 |
Additions | 147,505 | 22,816 | 2,605 |
Releases | 0 | 0 | (850) |
Ending balance | $ 304,355 | $ 156,850 | $ 17,506 |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Reconciliation of Unrecognized Tax Benefits [Roll Forward] | ||
Beginning balance | $ 31,471 | $ 27,051 |
Assumed uncertain tax positions related to Sierra Wireless Acquisition | 0 | 3,578 |
Net additions based on tax positions related to the current year | 1,016 | 700 |
Additions based on tax positions related to prior years | 5,227 | 533 |
Reductions as a result of lapsed statutes | (834) | 0 |
Reductions for settlements with tax authorities | (332) | (391) |
Ending balance | $ 36,548 | $ 31,471 |
Income Taxes - Liability for Un
Income Taxes - Liability for Uncertain Tax Positions (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Income Tax Contingency [Line Items] | ||
Total accrued taxes | $ 35,151 | $ 30,087 |
Noncurrent Deferred Tax Asset [Member] | ||
Income Tax Contingency [Line Items] | ||
Liability for uncertain tax positions - noncurrent | 20,519 | 17,446 |
Other Liabilities [Member] | ||
Income Tax Contingency [Line Items] | ||
Liability for uncertain tax positions - noncurrent | $ 14,632 | $ 12,641 |
Leases - Narrative (Details)
Leases - Narrative (Details) | 12 Months Ended |
Jan. 28, 2024 | |
Leases [Abstract] | |
Lessee, Operating Lease, Remaining Lease Term | 8 years |
Maximum renewal term | 5 years |
Termination period | 1 year |
Leases - The Components of Leas
Leases - The Components of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Leases [Abstract] | ||
Operating lease cost | $ 8,505 | $ 5,939 |
Short-term lease cost | 1,734 | 1,498 |
Sublease income | (644) | (170) |
Total lease cost | $ 9,595 | $ 7,267 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 28, 2024 | Jan. 29, 2023 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 8,523 | $ 5,759 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 3,086 | 16,772 |
Right-of-use asset impairment | $ 3,884 | $ 0 |
Weighted-average remaining lease term–operating leases | 5 years 4 months 24 days | |
Weighted-average discount rate on remaining lease payments–operating leases | 6.90% |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Leases [Abstract] | ||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other assets | Other assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued liabilities | Accrued liabilities |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long-term liabilities | Other long-term liabilities |
Right-of-use assets | $ 23,870 | $ 31,807 |
Lease liabilities | 6,560 | 6,209 |
Operating lease liabilities in "Other long-term liabilities" | 22,033 | 26,484 |
Total operating lease liabilities | $ 28,593 | $ 32,693 |
Leases - Maturity (Details)
Leases - Maturity (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Leases [Abstract] | ||
2025 | $ 8,351 | |
2026 | 7,075 | |
2027 | 5,215 | |
2028 | 4,570 | |
2029 | 3,717 | |
Thereafter | 5,856 | |
Total lease payments | 34,784 | |
Less: imputed interest | (6,191) | |
Lease liabilities | $ 28,593 | $ 32,693 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 14, 2022 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Loss Contingencies [Line Items] | ||||
Deferred compensation expense (benefit), net of forfeitures | $ 7,400 | $ (2,300) | $ 2,700 | |
Premiums paid for corporate-owned life insurance | 0 | (5,065) | (6,000) | |
Gain (loss) in cash surrender value of corporate-owned life insurance | 4,900 | (1,500) | 1,600 | |
Decrease in cash surrender value of life insurance | 4,000 | |||
Distributions used to settle payments related to the deferred compensation liability | 8,900 | |||
Increase (Decrease) In Market Value Of Life Insurance | 4,900 | |||
Denso Corporation | Sierra Wireless | ||||
Loss Contingencies [Line Items] | ||||
Damages sought | $ 84,000 | |||
Harman Becker Automotive Systems GmbH | Sierra Wireless | ||||
Loss Contingencies [Line Items] | ||||
Damages sought | $ 16,000 | |||
Total Return Swap | ||||
Loss Contingencies [Line Items] | ||||
Gain (Loss) on Hedging Activity | (100) | (500) | 1,500 | |
Swiss Plans | ||||
Loss Contingencies [Line Items] | ||||
Net periodic pension expense | 1,600 | 1,400 | ||
French Plan | ||||
Loss Contingencies [Line Items] | ||||
Net periodic pension expense | 100 | 100 | ||
United States | Defined Contribution Plan [Member] | ||||
Loss Contingencies [Line Items] | ||||
Employer contribution to defined contribution plan | 1,900 | 1,500 | 1,400 | |
Foreign Plan [Member] | Defined Contribution Plan [Member] | ||||
Loss Contingencies [Line Items] | ||||
Employer contribution to defined contribution plan | 1,700 | 900 | $ 800 | |
Foreign Plan [Member] | Pension Plan [Member] | Swiss Plans | ||||
Loss Contingencies [Line Items] | ||||
Unfunded net pension obligation | 5,200 | 3,100 | ||
Pension plan assets | 40,900 | 44,000 | ||
Projected benefit obligation of pension plan | 44,800 | 47,100 | ||
Contributions made by the Company | 1,800 | 1,800 | ||
Foreign Plan [Member] | Pension Plan [Member] | French Plan | ||||
Loss Contingencies [Line Items] | ||||
Unfunded net pension obligation | 1,100 | 900 | ||
Pension plan assets | 0 | 0 | ||
Projected benefit obligation of pension plan | 1,100 | 900 | ||
Contributions made by the Company | 500 | $ 600 | ||
Environmental Issue | ||||
Loss Contingencies [Line Items] | ||||
Payment towards remediation plan | 6,400 | |||
Environmental Issue | Minimum | ||||
Loss Contingencies [Line Items] | ||||
Estimate of probable loss | 7,900 | |||
Loss contingency accrual | 1,500 | |||
Environmental Issue | Maximum | ||||
Loss Contingencies [Line Items] | ||||
Estimate of probable loss | 9,400 | |||
Loss contingency accrual | $ 3,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Purchase Commitments (Details) $ in Thousands | Jan. 28, 2024 USD ($) |
Purchase Commitments [Line Items] | |
Purchase obligation due within one year | $ 257,721 |
Purchase obligations due in second and third years | 12,853 |
Total | 270,574 |
Open capital purchase commitments | |
Purchase Commitments [Line Items] | |
Purchase obligation due within one year | 5,457 |
Purchase obligations due in second and third years | 0 |
Total | 5,457 |
Other open purchase commitments | |
Purchase Commitments [Line Items] | |
Purchase obligation due within one year | 252,264 |
Purchase obligations due in second and third years | 12,853 |
Total | $ 265,117 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Liability for Deferred Compensation (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Schedule of liability for Deferred Compensation [Line Items] | ||
Deferred compensation liability, current | $ 7,412 | $ 4,714 |
Deferred Compensation Plan For Officers And Executives | ||
Schedule of liability for Deferred Compensation [Line Items] | ||
Total deferred compensation liabilities under this plan | 39,700 | 42,277 |
Accrued liabilities | Deferred Compensation Plan For Officers And Executives | ||
Schedule of liability for Deferred Compensation [Line Items] | ||
Deferred compensation liability, current | 7,412 | 4,714 |
Other long-term liabilities | Deferred Compensation Plan For Officers And Executives | ||
Schedule of liability for Deferred Compensation [Line Items] | ||
Deferred compensation liability, noncurrent | $ 32,288 | $ 37,563 |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Other Commitments [Line Items] | ||
Cash surrender value of life insurance | $ 29,636 | $ 33,676 |
Other current assets | ||
Other Commitments [Line Items] | ||
Cash surrender value of life insurance | 4,538 | 0 |
Other assets | ||
Other Commitments [Line Items] | ||
Cash surrender value of life insurance | $ 25,098 | $ 33,676 |
Concentration of Risk - Schedul
Concentration of Risk - Schedule of Significant Customers Accounting for at Least 10% of Net Sales During Period (Details) - Customer Concentration Risk | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Net sales revenue | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 100% | 100% | 100% |
Net sales revenue | Trend-tek Technology Ltd (and affiliates) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 16% | 17% | |
Net sales revenue | Frontek Technology Corporation (and affiliates) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | 13% | 18% |
Net sales revenue | CEAC International Limited | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 11% | 11% | |
Net sales revenue | Arrow Electronics (and affiliates) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | ||
Accounts Receivable | Frontek Technology Corporation (and affiliates) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 15% |
Concentration of Risk - Narrati
Concentration of Risk - Narrative (Details) | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Net sales revenue | Supplier Concentration Risk | Authorized Distributors | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 66% | 85% | 87% |
Segment Information - Narrative
Segment Information - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 USD ($) segment | Jan. 29, 2023 USD ($) | Jan. 30, 2022 USD ($) | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 868,758 | $ 756,533 | $ 740,858 |
Number of operating segments | segment | 4 | ||
Number of reportable segments | segment | 4 | ||
Net book value of equipment and machinery | $ 153,618 | 169,293 | |
Machinery and equipment | Foundry in China | |||
Segment Reporting Information [Line Items] | |||
Net book value of equipment and machinery | 5,800 | 8,300 | |
Machinery and equipment | Foundry In Malaysia [Member] | |||
Segment Reporting Information [Line Items] | |||
Net book value of equipment and machinery | $ 2,900 | $ 3,600 | |
Net sales revenue | |||
Segment Reporting Information [Line Items] | |||
Minimum concentration risk threshold | 10% |
Segment Information - Net Sales
Segment Information - Net Sales Activity by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Revenue from External Customer [Line Items] | |||
Net sales | $ 868,758 | $ 756,533 | $ 740,858 |
Gross profit | $ 296,250 | $ 478,558 | $ 461,139 |
Net sales revenue | Customer Concentration Risk | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 100% | 100% | 100% |
Signal Integrity | |||
Revenue from External Customer [Line Items] | |||
Net sales | $ 177,033 | $ 298,290 | $ 286,259 |
Gross profit | $ 101,245 | $ 208,510 | $ 195,984 |
Signal Integrity | Net sales revenue | Customer Concentration Risk | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 20% | 39% | 39% |
Analog Mixed Signal and Wireless | |||
Revenue from External Customer [Line Items] | |||
Net sales | $ 260,264 | $ 443,239 | $ 454,599 |
Gross profit | $ 146,598 | $ 274,515 | $ 274,215 |
Analog Mixed Signal and Wireless | Net sales revenue | Customer Concentration Risk | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 30% | 59% | 61% |
IoT Systems | |||
Revenue from External Customer [Line Items] | |||
Net sales | $ 334,904 | $ 9,811 | $ 0 |
Gross profit | $ 134,277 | $ 3,245 | $ 0 |
IoT Systems | Net sales revenue | Customer Concentration Risk | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 39% | 1% | 0% |
IoT Connected Services | |||
Revenue from External Customer [Line Items] | |||
Net sales | $ 96,557 | $ 5,193 | $ 0 |
Gross profit | $ 47,228 | $ 2,489 | $ 0 |
IoT Connected Services | Net sales revenue | Customer Concentration Risk | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 11% | 1% | 0% |
Unallocated costs, including share-based compensation, amortization of acquired technology and acquired technology impairments | |||
Revenue from External Customer [Line Items] | |||
Gross profit | $ (133,098) | $ (10,201) | $ (9,060) |
Segment Information - Revenue b
Segment Information - Revenue by Product Line (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Revenue from External Customer [Line Items] | |||
Net sales | $ 868,758 | $ 756,533 | $ 740,858 |
Net sales revenue | Customer Concentration Risk | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 100% | 100% | 100% |
Segment Information - Revenue_2
Segment Information - Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 868,758 | $ 756,533 | $ 740,858 |
Asia-Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 505,603 | 543,795 | 583,852 |
North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | 237,132 | 109,444 | 90,796 |
Europe | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net sales | $ 126,023 | $ 103,294 | $ 66,210 |
Net sales revenue | Customer Concentration Risk | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Concentration risk, percentage | 100% | 100% | 100% |
Net sales revenue | Asia-Pacific | Customer Concentration Risk | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Concentration risk, percentage | 58% | 72% | 79% |
Net sales revenue | North America | Customer Concentration Risk | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Concentration risk, percentage | 27% | 14% | 12% |
Net sales revenue | Europe | Customer Concentration Risk | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Concentration risk, percentage | 15% | 14% | 9% |
Segment Information - Revenue_3
Segment Information - Revenue by Country (Details) - Net sales revenue - Geographic Concentration Risk [Member] | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
China Including Hong Kong [Member] | |||
Geographic Information And Concentration Of Risk [Line Items] | |||
Concentration risk, percentage | 32% | 53% | 60% |
United States | |||
Geographic Information And Concentration Of Risk [Line Items] | |||
Concentration risk, percentage | 24% | 13% | 10% |
China And United States | |||
Geographic Information And Concentration Of Risk [Line Items] | |||
Concentration risk, percentage | 56% | 66% | 70% |
Segment Information - Long-live
Segment Information - Long-lived Assets by Region (Details) - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 153,618 | $ 169,293 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 67,773 | 73,695 |
Rest of North America [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 52,284 | 58,307 |
Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 18,883 | 18,932 |
Asia and All Others | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 14,678 | $ 18,359 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) - USD ($) | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |||
Restructuring | $ 24,634,000 | $ 11,975,000 | $ 0 |
Restructuring - Restructuring R
Restructuring - Restructuring Reserve Rollforward (Details) - USD ($) | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Restructuring Reserve [Roll Forward] | |||
Beginning balance | $ 4,039,000 | $ 0 | $ 0 |
Charges | 24,634,000 | 11,975,000 | 0 |
Assumed restructuring liability in Sierra Wireless Acquisition | 586,000 | ||
Cash payments | (22,396,000) | (8,522,000) | |
Ending balance | 6,277,000 | 4,039,000 | 0 |
Reduction In Workforce Plan | |||
Restructuring Reserve [Roll Forward] | |||
Charges | 6,000,000 | ||
One-time employee termination benefits | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | 4,027,000 | 0 | 0 |
Charges | 17,793,000 | 11,320,000 | |
Assumed restructuring liability in Sierra Wireless Acquisition | 586,000 | ||
Cash payments | (16,021,000) | (7,879,000) | |
Ending balance | 5,799,000 | 4,027,000 | 0 |
Contract commitments | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | 12,000 | 0 | 0 |
Charges | 6,841,000 | 655,000 | |
Assumed restructuring liability in Sierra Wireless Acquisition | 0 | ||
Cash payments | (6,375,000) | (643,000) | |
Ending balance | $ 478,000 | $ 12,000 | $ 0 |
Restructuring - Included in the
Restructuring - Included in the Statement of Income (Details) - USD ($) | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | $ 24,634,000 | $ 11,975,000 | $ 0 |
Reduction In Workforce Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 6,000,000 | ||
Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 859,000 | 417,000 | 0 |
Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | $ 23,775,000 | $ 11,558,000 | $ 0 |
Stock Repurchase Program - Narr
Stock Repurchase Program - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 11, 2021 | Jan. 29, 2023 | Jan. 30, 2022 | Jan. 28, 2024 | |
Equity [Abstract] | ||||
Repurchased shares of common stock, cost | $ 50,000 | $ 129,746 | ||
Remaining authorization under stock repurchase program | $ 209,400 | |||
Stock repurchase program, increase in authorized amount | $ 350,000 |
Stock Repurchase Program - Summ
Stock Repurchase Program - Summary of Stock Repurchase Activities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Equity, Class of Treasury Stock [Line Items] | |||
Repurchased shares of common stock, cost | $ 50,000 | $ 129,746 | |
Shares repurchased under the 2011 program | |||
Equity, Class of Treasury Stock [Line Items] | |||
Repurchases (in shares) | 0 | 762,093 | 1,768,772 |
Repurchased shares of common stock, cost | $ 0 | $ 50,000 | $ 129,746 |
Derivatives and Hedging Activ_3
Derivatives and Hedging Activities - Summary of Outstanding Foreign Currency Contracts (Details) £ in Thousands, $ in Thousands, $ in Thousands | Jan. 28, 2024 USD ($) instrument | Jan. 28, 2024 CAD ($) instrument | Jan. 28, 2024 GBP (£) instrument | Jan. 29, 2023 USD ($) instrument | Jan. 29, 2023 CAD ($) instrument | Jan. 29, 2023 GBP (£) instrument |
Derivative [Line Items] | ||||||
Number of Instruments | instrument | 10 | 10 | 10 | 27 | 27 | 27 |
Sell USD/Buy GBP Forward Contract | ||||||
Derivative [Line Items] | ||||||
Number of Instruments | instrument | 0 | 0 | 0 | 18 | 18 | 18 |
Sell USD/Buy GBP Forward Contract | Sell | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Notional Amount | $ | $ 0 | $ 3,801 | ||||
Sell USD/Buy GBP Forward Contract | Buy | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Notional Amount | £ | £ 0 | £ 3,406 | ||||
Sell USD/Buy CAD Forward Contract [Member] | ||||||
Derivative [Line Items] | ||||||
Number of Instruments | instrument | 10 | 10 | 10 | 9 | 9 | 9 |
Sell USD/Buy CAD Forward Contract [Member] | Sell | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Notional Amount | $ | $ 12,899 | $ 9,965 | ||||
Sell USD/Buy CAD Forward Contract [Member] | Buy | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Notional Amount | $ | $ 17,550 | $ 13,643 |
Derivatives and Hedging Activ_4
Derivatives and Hedging Activities - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Apr. 30, 2023 | Apr. 26, 2020 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Revolving loans | |||||
Derivative [Line Items] | |||||
Debt fixed rate | 7.43% | ||||
Fixed interest, amount | $ 150 | ||||
Revolving loans | Triggering Event One | |||||
Derivative [Line Items] | |||||
LIBOR portion of fixed rate | 5.34% | 0.73% | |||
Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Derivative term | 3 years | ||||
Gain (loss) on derivative | $ 10.2 | $ 2.2 | $ (0.9) | ||
Total Return Swap | |||||
Derivative [Line Items] | |||||
Gain (loss) on derivative | $ (0.1) | (0.5) | $ 1.5 | ||
Derivative, notional Amount | 5.2 | ||||
Derivative asset | $ (0.1) |
Derivatives and Hedging Activ_5
Derivatives and Hedging Activities - Summary of the Carrying Values of Derivative Instruments (Details) - Designated as Hedging Instrument - USD ($) $ in Thousands | Jan. 28, 2024 | Jan. 29, 2023 |
Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | $ 7,312 | $ 6,784 |
Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 178 | 0 |
Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 7 | 6,432 |
Interest Rate Swap | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 7,144 | 6,067 |
Interest Rate Swap | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | 178 | 0 |
Interest Rate Swap | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Fair Value, Gross Liability | 7 | 6,432 |
Foreign Currency Hedge | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Fair Value, Gross Asset | $ 168 | $ 717 |
Schedule II - Valuation And Q_2
Schedule II - Valuation And Qualifying Accounts (Details) - Allowance for doubtful accounts and other sales allowances - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | |
Change in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 3,881 | $ 747 | $ 721 |
Additions | 280 | 3,134 | 26 |
Deductions | 0 | 0 | 0 |
Balance at End of Year | 4,161 | $ 3,881 | $ 747 |
Sierra Wireless | |||
Change in Valuation Allowances and Reserves [Roll Forward] | |||
Additions | $ 3,000 |