Cover Page
Cover Page - shares | 6 Months Ended | |
Jul. 28, 2024 | Aug. 23, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 28, 2024 | |
Document Transition Report | false | |
Contained File Information, File Number | 001-06395 | |
Entity Registrant Name | SEMTECH CORP | |
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 $0.01 per share | |
Trading Symbol | SMTC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 75,227,342 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2025 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0000088941 | |
Current Fiscal Year End Date | --01-26 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Income Statement [Abstract] | ||||
Net sales | $ 215,355 | $ 238,372 | $ 421,460 | $ 474,911 |
Cost of sales | 107,612 | 127,071 | 211,844 | 249,809 |
Amortization of acquired technology | 2,279 | 10,573 | 4,560 | 21,428 |
Total cost of sales | 109,891 | 137,644 | 216,404 | 271,237 |
Gross profit | 105,464 | 100,728 | 205,056 | 203,674 |
Operating expenses, net: | ||||
Selling, general and administrative | 55,789 | 59,579 | 108,058 | 117,359 |
Product development and engineering | 40,084 | 47,433 | 81,688 | 98,034 |
Intangible amortization | 282 | 4,871 | 589 | 9,753 |
Restructuring | 1,541 | 9,399 | 3,810 | 10,962 |
Goodwill impairment | 0 | 279,555 | 0 | 279,555 |
Total operating expenses, net | 97,696 | 400,837 | 194,145 | 515,663 |
Operating income (loss) | 7,768 | (300,109) | 10,911 | (311,989) |
Interest expense | (28,578) | (24,171) | (51,807) | (44,681) |
Interest income | 433 | 674 | 975 | 1,743 |
Loss on extinguishment of debt | (144,688) | 0 | (144,688) | 0 |
Non-operating expense, net | (1,015) | (1,566) | (615) | (2,039) |
Investment impairments and credit loss reserves, net | 0 | (227) | (1,109) | (260) |
Loss before taxes and equity method (loss) income | (166,080) | (325,399) | (186,333) | (357,226) |
Provision for income taxes | 4,215 | 56,592 | 7,171 | 54,175 |
Net loss before equity method (loss) income | (170,295) | (381,991) | (193,504) | (411,401) |
Equity method (loss) income | 0 | (12) | 50 | (19) |
Net loss | (170,295) | (382,003) | (193,454) | (411,420) |
Net loss attributable to noncontrolling interest | 0 | (1) | 0 | (3) |
Net loss attributable to common stockholders | $ (170,295) | $ (382,002) | $ (193,454) | $ (411,417) |
Loss per share: | ||||
Basic (in dollars per share) | $ (2.61) | $ (5.97) | $ (2.98) | $ (6.43) |
Diluted (in dollars per share) | $ (2.61) | $ (5.97) | $ (2.98) | $ (6.43) |
Weighted-average number of shares used in computing loss per share: | ||||
Basic (in shares) | 65,281 | 64,005 | 64,895 | 63,964 |
Diluted (in shares) | 65,281 | 64,005 | 64,895 | 63,964 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Of Comprehensive Income (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Net loss | $ (170,295) | $ (382,003) | $ (193,454) | $ (411,420) |
Other comprehensive (loss) income, net: | ||||
Cumulative translation adjustment | 1,270 | (6,697) | 232 | (7,698) |
Change in defined benefit plans, net | (17) | (52) | (34) | (102) |
Other comprehensive (loss) income, net: | (7,940) | 5,116 | 263 | 2,492 |
Comprehensive loss | (178,235) | (376,887) | (193,191) | (408,928) |
Comprehensive loss attributable to noncontrolling interest | 0 | (1) | 0 | (3) |
Comprehensive loss attributable to common stockholders | (178,235) | (376,886) | (193,191) | (408,925) |
Foreign Exchange Contract | ||||
Other comprehensive (loss) income, net: | ||||
Unrealized (loss) gain on cash flow hedges, net | (51) | 96 | (174) | (27) |
Reclassifications of realized gain (loss) on cash flow hedges, net to net income | 13 | (164) | (9) | (276) |
Interest Rate Swap | ||||
Other comprehensive (loss) income, net: | ||||
Unrealized (loss) gain on cash flow hedges, net | (6,959) | 13,769 | 4,641 | 14,187 |
Reclassifications of realized gain (loss) on cash flow hedges, net to net income | $ (2,196) | $ (1,836) | $ (4,393) | $ (3,592) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Current assets: | ||
Cash and cash equivalents | $ 115,928 | $ 128,585 |
Accounts receivable, less allowances of $5,580 and $4,161, respectively | 152,976 | 134,322 |
Inventories | 156,011 | 144,992 |
Prepaid taxes | 15,375 | 11,969 |
Other current assets | 101,453 | 114,329 |
Total current assets | 541,743 | 534,197 |
Non-current assets: | ||
Property, plant and equipment, net of accumulated depreciation of $300,081 and $283,725, respectively | 139,525 | 153,618 |
Deferred tax assets | 18,017 | 18,014 |
Goodwill | 541,104 | 541,227 |
Other intangible assets, net | 35,354 | 35,566 |
Other assets | 92,257 | 91,113 |
TOTAL ASSETS | 1,368,000 | 1,373,735 |
Current liabilities: | ||
Accounts payable | 75,760 | 45,051 |
Accrued liabilities | 148,913 | 172,105 |
Total current liabilities | 224,673 | 217,156 |
Non-current liabilities: | ||
Deferred tax liabilities | 0 | 829 |
Long-term debt | 1,192,865 | 1,371,039 |
Other long-term liabilities | 91,899 | 91,961 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity (deficit) : | ||
Common stock, $0.01 par value, 250,000,000 shares authorized, 88,514,575 issued and 75,118,173 outstanding and 78,136,144 issued and 64,415,861 outstanding, respectively | 885 | 785 |
Treasury stock, at cost, 13,396,402 shares and 13,720,283 shares, respectively | (548,619) | (556,888) |
Additional paid-in capital | 836,271 | 485,452 |
Retained deficit | (427,244) | (233,790) |
Accumulated other comprehensive loss, net | (2,730) | (2,993) |
Total stockholders’ deficit | (141,437) | (307,434) |
Noncontrolling interest | 0 | 184 |
Total deficit | (141,437) | (307,250) |
TOTAL LIABILITIES AND EQUITY (DEFICIT) | $ 1,368,000 | $ 1,373,735 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts, receivables | $ 5,580 | $ 4,161 |
Accumulated depreciation | $ 300,081 | $ 283,725 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 88,514,575 | 78,136,144 |
Common stock, shares outstanding (in shares) | 75,118,173 | 64,415,861 |
Treasury stock (in shares) | 13,396,402 | 13,720,283 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (unaudited) - USD ($) $ in Thousands | Total | Stockholders’ Equity (Deficit) | Common Stock | Treasury Stock, at Cost | Additional Paid-in Capital | Retained Earnings (Deficit) | Accumulated Other Comprehensive Income (Loss), Net | Noncontrolling Interest |
Beginning balance (in shares) at Jan. 29, 2023 | 63,870,581 | |||||||
Beginning balance at Jan. 29, 2023 | $ 756,035 | $ 755,852 | $ 785 | $ (577,907) | $ 471,374 | $ 858,240 | $ 3,360 | $ 183 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (411,420) | (411,417) | (411,417) | (3) | ||||
Other comprehensive income (loss) | 2,492 | 2,492 | 2,492 | |||||
Share-based compensation | 22,323 | 22,323 | 22,323 | |||||
Treasury stock reissued (in shares) | 159,631 | |||||||
Treasury stock reissued to settle share-based awards | (2,415) | (2,415) | 4,917 | (7,332) | ||||
Ending balance (in shares) at Jul. 30, 2023 | 64,030,212 | |||||||
Ending balance at Jul. 30, 2023 | 367,015 | 366,835 | $ 785 | (572,990) | 486,365 | 446,823 | 5,852 | 180 |
Beginning balance (in shares) at Apr. 30, 2023 | 63,957,748 | |||||||
Beginning balance at Apr. 30, 2023 | 733,209 | 733,028 | $ 785 | (575,317) | 477,999 | 828,825 | 736 | 181 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (382,003) | (382,002) | (382,002) | (1) | ||||
Other comprehensive income (loss) | 5,116 | 5,116 | 5,116 | |||||
Share-based compensation | 11,503 | 11,503 | 11,503 | |||||
Treasury stock reissued (in shares) | 72,464 | |||||||
Treasury stock reissued to settle share-based awards | (810) | (810) | 2,327 | (3,137) | ||||
Ending balance (in shares) at Jul. 30, 2023 | 64,030,212 | |||||||
Ending balance at Jul. 30, 2023 | $ 367,015 | 366,835 | $ 785 | (572,990) | 486,365 | 446,823 | 5,852 | 180 |
Beginning balance (in shares) at Jan. 28, 2024 | 64,415,861 | 64,415,861 | ||||||
Beginning balance at Jan. 28, 2024 | $ (307,250) | (307,434) | $ 785 | (556,888) | 485,452 | (233,790) | (2,993) | 184 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (193,454) | (193,454) | (193,454) | |||||
Other comprehensive income (loss) | 263 | 263 | 263 | |||||
Distribution to outside interest upon liquidation of a consolidated subsidiary | (184) | (184) | ||||||
Issuance of common stock upon exchange of 2028 Notes (as defined in Note 9) (in shares) | 10,378,431 | |||||||
Issuance of common stock upon exchange of 2028 Notes (as defined in Note 9) | 333,255 | 333,255 | $ 100 | 333,155 | ||||
Share-based compensation | 29,475 | 29,475 | 29,475 | |||||
Treasury stock reissued (in shares) | 323,881 | |||||||
Treasury stock reissued to settle share-based awards | $ (3,542) | (3,542) | 8,269 | (11,811) | ||||
Ending balance (in shares) at Jul. 28, 2024 | 75,118,173 | 75,118,173 | ||||||
Ending balance at Jul. 28, 2024 | $ (141,437) | (141,437) | $ 885 | (548,619) | 836,271 | (427,244) | (2,730) | 0 |
Beginning balance (in shares) at Apr. 28, 2024 | 64,594,260 | |||||||
Beginning balance at Apr. 28, 2024 | (313,098) | (313,098) | $ 785 | (552,651) | 490,507 | (256,949) | 5,210 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (170,295) | (170,295) | (170,295) | |||||
Other comprehensive income (loss) | (7,940) | (7,940) | (7,940) | |||||
Issuance of common stock upon exchange of 2028 Notes (as defined in Note 9) (in shares) | 10,378,431 | |||||||
Issuance of common stock upon exchange of 2028 Notes (as defined in Note 9) | 333,255 | 333,255 | $ 100 | 333,155 | ||||
Share-based compensation | 17,993 | 17,993 | 17,993 | |||||
Treasury stock reissued (in shares) | 145,482 | |||||||
Treasury stock reissued to settle share-based awards | $ (1,352) | (1,352) | 4,032 | (5,384) | ||||
Ending balance (in shares) at Jul. 28, 2024 | 75,118,173 | 75,118,173 | ||||||
Ending balance at Jul. 28, 2024 | $ (141,437) | $ (141,437) | $ 885 | $ (548,619) | $ 836,271 | $ (427,244) | $ (2,730) | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 28, 2024 | Jul. 30, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (193,454) | $ (411,420) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 23,071 | 46,565 |
Amortization of right-of-use assets | 3,189 | 3,282 |
Investment impairments and credit loss reserves, net | 1,109 | 260 |
Goodwill impairment | 0 | 279,555 |
Accretion of deferred financing costs | 4,758 | 3,103 |
Write-off of deferred financing costs | 5,497 | 771 |
Loss on extinguishment of debt | 143,467 | 0 |
Deferred income taxes | (934) | 50,542 |
Share-based compensation | 32,372 | 21,803 |
Loss (gain) on disposition of business operations and assets | 91 | (17) |
Equity method (income) loss | (50) | 19 |
Gain from sale of investments | (277) | 0 |
Corporate-owned life insurance, net | 1,670 | 3,212 |
Amortization of inventory step-up | 0 | 3,314 |
Changes in assets and liabilities: | ||
Accounts receivable, net | (18,701) | 2,725 |
Inventories | (11,031) | 22,094 |
Other assets | 3,705 | (11,179) |
Accounts payable | 31,084 | (37,730) |
Accrued liabilities | (26,660) | (71,211) |
Other liabilities | (3,990) | (7,680) |
Net cash used in operating activities | (5,084) | (101,992) |
Cash flows from investing activities: | ||
Proceeds from sales of property, plant and equipment | 73 | 42 |
Purchase of property, plant and equipment | (4,745) | (20,897) |
Proceeds from sale of investments | 2,650 | 0 |
Purchase of investments | (434) | (930) |
Purchase of intangibles | (5,018) | (292) |
Proceeds from corporate-owned life insurance | 4,802 | 2,500 |
Net cash used in investing activities | (2,672) | (19,577) |
Cash flows from financing activities: | ||
Proceeds from revolving line of credit | 0 | 60,000 |
Payments of term loans | 0 | (11,187) |
Deferred financing costs | (824) | (11,671) |
Payments for employee share-based compensation payroll taxes | (4,185) | (2,415) |
Proceeds from exercise of stock options | 643 | 0 |
Distributions to noncontrolling interest | (184) | 0 |
Net cash (used in) provided by financing activities | (4,550) | 34,727 |
Effect of foreign exchange rate changes on cash and cash equivalents | (351) | (756) |
Net decrease in cash and cash equivalents | (12,657) | (87,598) |
Cash and cash equivalents at beginning of period | 128,585 | 235,510 |
Cash and cash equivalents at end of period | 115,928 | 147,912 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 42,352 | 40,912 |
Income taxes paid | 3,809 | 15,612 |
Non-cash investing and financing activities: | ||
Accounts payable related to capital expenditures | 269 | 1,640 |
Accrued deferred financing costs | 383 | 349 |
Debt extinguished in exchange for common stock | $ 188,050 | $ 0 |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jul. 28, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Nature of Business 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 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. The other quarters generally end on the last Sunday of April, July and October. All quarters consist of 13 weeks except for one 14-week period in the fourth quarter of 53-week years. The second quarter of fiscal years 2025 and 2024 each consisted of 13 weeks. Principles of Consolidation The accompanying interim unaudited condensed consolidated financial statements include the accounts of the Company and its majority-owned subsidiaries and have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and on the same basis as the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 28, 2024 ("Annual Report"). The Company’s interim unaudited condensed consolidated statements of operations are referred to herein as the "Statements of Operations," the Company’s interim unaudited condensed consolidated balance sheets are referred to herein as the "Balance Sheets," and the Company's interim unaudited condensed consolidated statements of cash flows are referred to herein as the "Statements of Cash Flows." In the opinion of the Company, these interim unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly, in all material respects, the financial position and results of operations of the Company for the interim periods presented. All intercompany balances have been eliminated. Because the interim unaudited condensed consolidated financial statements do not include all of the information and notes required by GAAP for a complete set of consolidated financial statements, they should be read in conjunction with the audited consolidated financial statements and notes included in the Company's Annual Report. The results reported in these interim unaudited condensed consolidated financial statements should not be regarded as indicative of results that may be expected for any subsequent period or for the entire year. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications During the third quarter of fiscal year 2024, the Company reclassified restructuring costs that were included in "Selling, general and administrative" and "Product development and engineering" within "Total operating expenses, net" in the Statements of Operations to be separately presented in "Restructuring" within "Total operating expenses, net" in the Statements of Operations. This was applied retrospectively and resulted in the reclassification of $5.4 million and $5.8 million of restructuring costs for the three and six months ended July 30, 2023, respectively, from "Selling, general and administrative" and $4.0 million and $5.2 million of restructuring costs for the three and six months ended July 30, 2023, respectively, from "Product development and engineering" to "Restructuring" in the Statements of Operations. 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. Liquidity The accompanying interim unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Management evaluated whether there are any conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern over the next twelve months from the issuance of the accompanying interim unaudited condensed consolidated financial statements. As of July 28, 2024, the Company was in compliance with the financial covenants in the Credit Agreement (as defined in Note 9, Long-Term Debt). Based on the Company’s current amount of debt outstanding and financial projections, management believes the Company will maintain compliance with its financial covenants in the Credit Agreement (as defined in Note 9, Long-Term Debt), and that the Company’s existing cash, projected operating cash flows and available borrowing capacity under its Revolving Credit Facility (as defined in Note 9, Long-Term Debt) are adequate to meet its operating needs, liabilities and commitments over the next twelve months from the issuance of the accompanying interim unaudited condensed consolidated financial statements. Recent Accounting Pronouncements In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("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 representing 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 the 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. |
Acquisition
Acquisition | 6 Months Ended |
Jul. 28, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisition Acquisition of Sierra Wireless, Inc. On January 12, 2023 (the "Acquisition Date"), the Company completed the acquisition of all of the issued and outstanding common shares of Sierra Wireless, Inc. ("Sierra Wireless") in an all-cash transaction representing a total purchase consideration of approximately $1.3 billion (the "Sierra Wireless Acquisition"). The results of operations of Sierra Wireless have been included in the Statements of Operations since the Acquisition Date. The transaction was accounted for as a business combination in accordance with Accounting Standards Codification ("ASC") 805, "Business Combinations." The purchase price allocation for the Sierra Wireless Acquisition was completed during the third quarter of fiscal year 2024. The fair values of acquired intangibles were determined based on estimates and assumptions that were deemed reasonable by the Company. In the fourth quarter of 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. During the first three quarters of 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 have been 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. 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 adjustment 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 |
Loss per Share
Loss per Share | 6 Months Ended |
Jul. 28, 2024 | |
Earnings Per Share [Abstract] | |
Loss per Share | Loss per Share The computation of basic and diluted loss per share was as follows: Three Months Ended Six Months Ended (in thousands, except per share data) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Net loss attributable to common stockholders $ (170,295) $ (382,002) $ (193,454) $ (411,417) Weighted-average shares outstanding–basic 65,281 64,005 64,895 63,964 Weighted-average shares outstanding–diluted 65,281 64,005 64,895 63,964 Loss per share: Basic $ (2.61) $ (5.97) $ (2.98) $ (6.43) Diluted $ (2.61) $ (5.97) $ (2.98) $ (6.43) Anti-dilutive shares not included in the above calculations: Share-based compensation 911 2,593 888 2,462 Warrants 8,573 8,573 8,573 8,573 Total anti-dilutive shares 9,484 11,166 9,461 11,035 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 non-qualified stock options and the vesting of restricted stock units, market-condition restricted stock units and financial metric-based restricted stock units 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 the three and six months ended July 28, 2024, all shares underlying stock options and restricted stock units are considered anti-dilutive. Any dilutive effect of the Warrants (as defined in Note 9, Long-Term Debt) is calculated using the treasury-stock method. During the three and six months ended July 28, 2024, 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 periods and due to net loss in such reporting periods. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jul. 28, 2024 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Share-Based Compensation | Share-Based Compensation Financial Statement Effects and Presentation Pre-tax share-based compensation was included in the Statements of Operations as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Cost of sales $ 714 $ 525 $ 1,396 $ 888 Selling, general and administrative 12,982 9,409 24,373 13,911 Product development and engineering 3,442 3,465 6,603 7,004 Total share-based compensation $ 17,138 $ 13,399 $ 32,372 $ 21,803 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 (typically between 1 and 4 years). 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 the six months ended July 28, 2024, the Company granted to certain employees 893,114 restricted stock units that settle in shares with a weighted-average grant date fair value of $27.64. 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 who are not employed by the Company or any of its subsidiaries. Under the Company's director compensation program, a portion of the restricted 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 generally 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. In the six months ended July 28, 2024, the Company granted to certain non-employee directors 25,713 restricted stock units that settle in cash and 25,713 restricted stock units that settle in shares with a weighted-average grant date fair value of $31.50. 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. In the six months ended July 28, 2024, $1.4 million was paid to settle the vesting of 44,018 cash-settled restricted stock unit awards upon the separation of service of a former director. As of July 28, 2024, the total number of vested, but unsettled, shares subject to cash-settled restricted stock unit awards was 208,392 and the liability associated with these awards was $5.9 million, of which $2.2 million was included in "Accrued liabilities" in the Balance Sheets relating to two previous non-employee directors currently serving short-term non-employee consultancies for the Company. The remaining $3.7 million was included in "Other long-term liabilities" in the Balance Sheets as of July 28, 2024. As of January 28, 2024, the total number of vested, but unsettled, shares subject to cash-settled restricted stock unit awards was 230,231 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 relating 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 as of January 28, 2024. Financial Metric-Based Restricted Stock Units with a Market Condition The Company grants financial metric-based restricted stock units with a market condition (the "Performance Awards") to certain executives of the Company, which are settled in shares and accounted for as equity awards. The Performance Awards have both a financial metric-based performance condition and a pre-defined market condition, which together determine the number of shares that ultimately vest, in addition to the condition of continued service. The number of vested shares for each of the three tranches of the awards, which are the one two ("TSR") benchmarked against the TSR of an index over the three-year performance period. For fiscal year 2025 grants, the benchmark was against the Russell 3000 Index. The market condition functions as a catch-up provision in determining the vesting of the third tranche of the awards based on the performance over the full three-year performance period. Generally, the award recipients must be employed for the entire performance period and be an active employee at the time of vesting of the awards. The grant-date fair values of the first and second tranches of the Performance Awards are valued using the closing stock price on the grant date and the grant-date fair value of the third tranche of the Performance Awards is valued using a Monte Carlo simulation, which takes into consideration the possible outcomes pertaining to the TSR market condition. The compensation cost of the Performance Awards 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 the six months ended July 28, 2024, the Company granted 443,943 Performance Awards. The weighted-average grant-date fair values for each of the one, two and three-year performance periods over which the Performance Awards vest were $36.26, $36.26 and $57.08, respectively. Under the terms of these awards, 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 2025, 2026 and 2027 performance periods would be 887,886 shares. 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 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. In the first quarter of fiscal year 2025, the Performance Period ended and the remaining 22,535 Market-Condition Awards were canceled as the target achievement level was not met. |
Available-for-sale securities
Available-for-sale securities | 6 Months Ended |
Jul. 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: July 28, 2024 January 28, 2024 (in thousands) Fair Value Amortized Gross Fair Value Amortized Gross Convertible debt investments $ 12,294 $ 14,303 $ (2,009) $ 12,117 $ 14,454 $ (2,337) Total available-for-sale securities $ 12,294 $ 14,303 $ (2,009) $ 12,117 $ 14,454 $ (2,337) The following table summarizes the maturities of the Company’s available-for-sale securities: July 28, 2024 (in thousands) Fair Value Amortized Cost Within 1 year $ 12,294 $ 14,303 After 1 year through 5 years — — Total available-for-sale securities $ 12,294 $ 14,303 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 28, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following fair value hierarchy is applied for disclosure of the inputs used to measure fair value and prioritizes the inputs into three levels as follows: 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 and 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. 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: July 28, 2024 January 28, 2024 (in thousands) Total (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Financial assets: Interest rate swap agreement $ 7,636 $ — $ 7,636 $ — $ 7,321 $ — $ 7,321 $ — Convertible debt investments 12,294 — — 12,294 12,117 — — 12,117 Foreign currency forward contracts — — — — 169 — 169 — Total financial assets $ 19,930 $ — $ 7,636 $ 12,294 $ 19,607 $ — $ 7,490 $ 12,117 Financial liabilities: Interest rate swap agreement $ — $ — $ — $ — $ 7 $ — $ 7 $ — Foreign currency forward contracts 80 — 80 — — — — — Total financial liabilities $ 80 $ — $ 80 $ — $ 7 $ — $ 7 $ — During the six months ended July 28, 2024, the Company had no transfers of financial assets or liabilities between Level 1, Level 2 or Level 3. As of July 28, 2024 and January 28, 2024, 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 six months ended July 28, 2024: (in thousands) Balance at January 28, 2024 $ 12,117 Sales (222) Interest accrued 399 Balance at July 28, 2024 $ 12,294 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. The foreign currency forward contracts are measured at fair value using readily available foreign currency forward and interest rate curves (Level 2 inputs). The fair value of each contract is determined by comparing the contract rate to the forward rate and discounting to the present value. Contracts in a gain position are recorded in "Other current assets" in the Balance Sheets and the value of contracts in a loss position are recorded in "Accrued liabilities" in the Balance Sheets. See Note 17, 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 Term Loans (as defined in Note 9, 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 9, 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: July 28, 2024 January 28, 2024 (in thousands) Fair Value Hierarchy Carrying Value Fair Value Carrying Value Fair Value 1.625% convertible senior notes due 2027, net (1) Level 2 $ 311,768 $ 357,696 $ 310,563 $ 262,571 4.00% convertible senior notes due 2028, net (2) Level 2 60,139 98,212 241,829 313,299 Total long-term debt, net of debt issuance costs $ 371,907 $ 455,908 $ 552,392 $ 575,870 (1) The 1.625% convertible senior notes due 2027, net, are reflected net of $7.7 million and $8.9 million of unamortized debt issuance costs as of July 28, 2024 and January 28, 2024, respectively. (2) The 4.00% convertible senior notes due 2028, net, are reflected net of $1.8 million and $8.2 million of unamortized debt issuance costs as of July 28, 2024 and January 28, 2024, respectively. Assets and Liabilities Recorded at Fair Value on a Non-Recurring Basis The Company reduces the carrying amounts of its intangible assets, long-lived assets and non-marketable equity securities to fair value when it determines they are impaired. Investment Impairments and Credit Loss Reserves The total credit loss reserve for the Company's held-to-maturity debt securities and available-for-sale debt securities remained flat at $4.5 million as of July 28, 2024 and January 28, 2024. In the six months ended July 28, 2024, the Company recorded an other-than-temporary impairment of $1.1 million 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 are included in "Other current assets" in the Balance Sheets. |
Inventories
Inventories | 6 Months Ended |
Jul. 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) July 28, 2024 January 28, 2024 Raw materials and electronic components $ 48,797 $ 46,425 Work in progress 83,396 69,404 Finished goods 23,818 29,163 Total inventories $ 156,011 $ 144,992 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jul. 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 segment were as follows: (in thousands) Signal Integrity Analog Mixed Signal and Wireless IoT Systems and Connectivity Total Balance at January 28, 2024 $ 267,205 $ 83,101 $ 190,921 $ 541,227 Cumulative translation adjustment — — (123) (123) Balance at July 28, 2024 $ 267,205 $ 83,101 $ 190,798 $ 541,104 In the first quarter of fiscal year 2025, as a result of organizational restructuring, the Company combined the IoT Systems operating segment and the IoT Connected Services operating segment into the newly formed IoT Systems and Connectivity operating segment. There was no change to the reporting units. See Note 15, Segment Information, for further discussion of the Company's operating segments. 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. As of July 28, 2024, there was no indication of impairment of the Company's goodwill balances and no goodwill impairment was recorded in the six months ended July 28, 2024. During the second quarter of fiscal year 2024, as a result of reduced earnings forecasts associated with the business acquired from Sierra Wireless and macroeconomic conditions, including a rising 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 System–Modules and IoT System–Routers reporting units). The interim impairment test resulted in $279.6 million of total pre-tax non-cash goodwill impairment charges recorded in the Statements of Operations 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 System–Modules reporting unit and $100.7 million goodwill impairment for the IoT System–Routers reporting unit. 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. Purchased and Other Intangibles The following table sets forth the Company’s finite-lived intangible assets, which are amortized over their estimated useful lives: July 28, 2024 (in thousands, except estimated useful life) Estimated Gross Accumulated Accumulated Impairment Net Carrying Core technologies 1-8 years $ 154,797 $ (39,525) $ (91,792) $ 23,480 Customer relationships 1-10 years 52,117 (13,476) (34,777) 3,864 Trade name 2-10 years 9,000 (3,058) (4,816) 1,126 Capitalized development costs 3 years 295 (49) — 246 Total finite-lived intangible assets $ 216,209 $ (56,108) $ (131,385) $ 28,716 January 28, 2024 (in thousands, except estimated useful life) Estimated Gross Accumulated 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 Amortization expense of finite-lived intangible assets was as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Core technologies $ 2,279 $ 10,573 $ 4,560 $ 21,428 Customer relationships 114 4,080 228 8,170 Trade name 168 791 361 1,583 Capitalized development costs 49 — 49 — Total amortization expense $ 2,610 $ 15,444 $ 5,198 $ 31,181 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 expenses, net" in the Statements of Operations. Amortization expense of finite-lived intangible assets related to capitalized development costs was recorded in "Cost of sales" in the Statements of Operations. Future amortization expense of finite-lived intangible assets is expected as follows: (in thousands) Core Technologies Customer Relationships Trade Name Capitalized Development Costs Total 2025 (remaining six months) $ 4,542 $ 228 $ 66 $ 49 $ 4,885 2026 8,598 457 133 98 9,286 2027 3,707 457 133 99 4,396 2028 3,550 457 133 — 4,140 2029 3,083 382 133 — 3,598 Thereafter — 1,883 528 — 2,411 Total expected amortization expense $ 23,480 $ 3,864 $ 1,126 $ 246 $ 28,716 Also in "Other intangible assets, net" in the Balance Sheets, are finite-lived intangible assets to be amortized upon placement in service. The following table sets forth the Company’s finite-lived intangible assets not yet placed in service: (in thousands) Capitalized Development Costs Software Licenses Total Balance at January 28, 2024 $ 1,000 $ 915 $ 1,915 Additions 468 4,550 5,018 Placed in service (295) — (295) Balance at July 28, 2024 $ 1,173 $ 5,465 $ 6,638 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jul. 28, 2024 | |
Debt Instruments [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt and the current period interest rates were as follows: (in thousands, except percentages) July 28, 2024 January 28, 2024 Revolving loans $ 215,000 $ 215,000 Term loans 622,625 622,625 1.625% convertible senior notes due 2027 319,500 319,500 4.00% convertible senior notes due 2028 61,950 250,000 Total debt $ 1,219,075 $ 1,407,125 Debt issuance costs (26,210) (36,086) Total long-term debt, net of debt issuance costs $ 1,192,865 $ 1,371,039 Weighted-average effective interest rate (1) 6.15 % 5.86 % (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 July 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 5.35% plus a margin and spread of 3.86% (total floating rate of 9.21%), (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 Term 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 5.35% plus a margin and spread of 3.85% (total floating rate of 9.20%), (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 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 Term 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%. 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). As of July 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 2027 Notes and the 2028 Notes if such 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 2027 Notes and 2028 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 Second Amendment. Effective June 6, 2023, in connection with 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 the Second Amendment, 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. In the third quarter of fiscal year 2024, the Company made a $250 million prepayment on the Term Loans 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 July 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 us and existing letters of credit may be required to be cash collateralized. 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 the 2027 Notes in accordance with the procedures described in the 2027 Indenture, per $1,000 principal amount of the 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 July 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 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 Accounting Standards Codification ("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. As of July 28, 2024, approximately $62.0 million of the 2028 Notes remained outstanding. 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 ended 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 July 28, 2024, one of the conditions allowing the holders of the 2028 Notes to convert had been met. The trading price of the Company’s common stock remained above 130% of the applicable $20.37 conversion price for at least 20 trading days during the 30 consecutive-trading day period ending on, and including July 26, 2024 (the last trading day of the fiscal quarter ended July 28, 2024) resulting in the right of the holders of the 2028 Notes to convert the 2028 Notes beginning July 29, 2024 through October 25, 2024 (the last trading day of the fiscal quarter ending October 27, 2024). In addition, 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, holders of the 2028 Notes may convert all or a portion of their 2028 Notes, regardless of the foregoing conditions. Upon conversion, the 2028 Notes will be settled in cash up to the aggregate principal amount of the 2028 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 2028 Notes being converted. The Company may not redeem the 2028 Notes prior to November 5, 2026. The Company may redeem for cash all or any portion of the 2028 Notes (subject to the limitation described below), at the Company’s option, on or after November 5, 2026 and before the 41st 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 |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 28, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective tax rate differs from the statutory federal income tax rate of 21% primarily due to the regional mix of income, changes in valuation allowance, research and development ("R&D") tax credits and nondeductible loss on extinguishment of debt. The Tax Cuts and Jobs Act requires R&D costs incurred for tax years beginning after December 31, 2021 to be capitalized and amortized ratably over five or fifteen years for tax purposes, depending on where the research activities are conducted. The Company has elected to treat global intangible low-taxed income ("GILTI") as a period cost and the additional capitalization of R&D costs within GILTI increases the Company's provision for income taxes. In December 2021, the Organization for Economic Cooperation and Development ("OECD") published a framework for a new global minimum tax of 15% ("Pillar Two") on income arising in low-tax jurisdictions, and certain governments in countries where the Company operates have enacted local Pillar Two legislation, with an effective date from January 1, 2024. The Company currently does not expect Pillar Two to have a material impact on its provision for income taxes; however, any future changes in OECD guidance or interpretations could adversely impact the Company’s initial assessment. 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 in 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 the federal impact of state items) is as follows: (in thousands) Balance at January 28, 2024 $ 36,548 Additions based on tax positions related to the current fiscal year 588 Decreases based on tax positions related to prior fiscal years (33) Balance at July 28, 2024 $ 37,103 Included in the balance of gross unrecognized tax benefits at July 28, 2024 and January 28, 2024 are $14.8 million and $14.6 million, respectively, of net tax benefits (after the federal impact of state items), that, if recognized, would impact the effective tax rate, prior to consideration of any required valuation allowance. The liability for UTP is reflected in the Balance Sheets as follows: (in thousands) July 28, 2024 January 28, 2024 Deferred tax assets - non-current $ 20,901 $ 20,519 Other long-term liabilities 14,798 14,632 Total accrued taxes $ 35,699 $ 35,151 The Company’s policy is to include net interest and penalties related to unrecognized tax benefits in the "Provision (benefit) for income taxes" in the Statements of Operations. Tax years prior to 2013 (the Company’s fiscal year 2014) are generally not subject to examination by the U.S. Internal Revenue Service 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 calendar 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. The Company’s regional income or loss before taxes and equity method income or loss was as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Domestic $ (170,591) $ (73,470) $ (189,460) $ (92,311) Foreign 4,511 (251,929) 3,127 (264,915) Total $ (166,080) $ (325,399) $ (186,333) $ (357,226) |
Leases
Leases | 6 Months Ended |
Jul. 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 approximately 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: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Operating lease cost $ 1,807 $ 2,167 $ 3,697 $ 4,316 Short-term lease cost 19 484 163 1,093 Sublease income (140) (162) (296) (320) Total lease cost $ 1,686 $ 2,489 $ 3,564 $ 5,089 Supplemental cash flow information related to leases was as follows: Six Months Ended (in thousands) July 28, 2024 July 30, 2023 Cash paid for amounts included in the measurement of lease liabilities $ 4,035 $ 4,280 Right-of-use assets obtained in exchange for new operating lease liabilities $ 2,428 $ 2,696 July 28, 2024 Weighted-average remaining lease term–operating leases (in years) 5.1 Weighted-average discount rate on remaining lease payments–operating leases 7.0 % Supplemental balance sheet information related to leases was as follows: (in thousands) July 28, 2024 January 28, 2024 Operating lease right-of-use assets in "Other assets" $ 23,501 $ 23,870 Operating lease liabilities in "Accrued liabilities" $ 6,599 $ 6,560 Operating lease liabilities in "Other long-term liabilities" 20,692 22,033 Total operating lease liabilities $ 27,291 $ 28,593 Maturities of lease liabilities as of July 28, 2024 are as follows: (in thousands) Fiscal Year Ending: 2025 (remaining six months) $ 4,560 2026 7,495 2027 5,603 2028 5,073 2029 4,193 Thereafter 5,966 Total lease payments 32,890 Less: imputed interest (5,599) Total $ 27,291 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 28, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies 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 intellectual property, 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 financial condition and results of operations in any given reporting period. 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 asserted 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 alleged 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 Denso to be made in four quarterly installments. The final installment payment was made in June 2024 and the case was dismissed with prejudice. 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 asserted 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 alleged 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 $7.3 million in payments towards the remedial action plan. As of July 28, 2024, the estimated range of probable loss remaining was between $0.6 million and $2.1 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 July 28, 2024, has a remaining accrual of $0.6 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. 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. The Company's liability for the deferred compensation plan is presented below: (in thousands) July 28, 2024 January 28, 2024 Accrued liabilities $ 4,015 $ 7,412 Other long-term liabilities 33,160 32,288 Total deferred compensation liabilities under this plan $ 37,175 $ 39,700 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. The cash surrender value of the Company's corporate-owned life insurance is presented below: (in thousands) July 28, 2024 January 28, 2024 Other current assets $ — $ 4,538 Other assets 27,451 25,098 Total cash surrender value of corporate-owned life insurance $ 27,451 $ 29,636 |
Restructuring
Restructuring | 6 Months Ended |
Jul. 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 had restructuring charges of $1.5 million and $3.8 million in the three and six months ended July 28, 2024, respectively, compared to restructuring charges of $9.8 million and $11.8 million in the three and six months ended July 30, 2023, respectively. 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 28, 2024 $ 5,799 $ 478 $ 6,277 Charges 3,706 104 3,810 Cash payments (7,487) (548) (8,035) Balance at July 28, 2024 $ 2,018 $ 34 $ 2,052 Restructuring charges were included in the Statements of Operations as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Cost of sales $ — $ 362 $ — $ 859 Restructuring 1,541 9,399 3,810 10,962 Total restructuring charges $ 1,541 $ 9,761 $ 3,810 $ 11,821 |
Concentration of Risk
Concentration of Risk | 6 Months Ended |
Jul. 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: Three Months Ended Six Months Ended (percentage of net sales) (1) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Frontek Technology Corporation (and affiliates) 13% * 13% * Trend-tek Technology Ltd. (and affiliates) 10% * 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) July 28, 2024 January 28, 2024 Frontek Technology Corporation (and affiliates) 14% 15% Trend-tek Technology Ltd (and affiliates) 12% * (1) In each period with an asterisk, the customer represented less than 10% of the Company's total net receivables. 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 | 6 Months Ended |
Jul. 28, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company’s Chief Executive Officer 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 three operating segments—Signal Integrity, Analog Mixed Signal and Wireless, and IoT Systems and Connectivity—that represent three separate reportable segments. Prior to the fourth quarter of fiscal year 2024, the Company had four operating segments—Signal Integrity, Advanced Protection and Sensing, IoT Systems and IoT Connected Services. In the fourth quarter of fiscal year 2024, as a result of organizational restructuring, the wireless business, which was previously included in the former IoT Systems operating segment, and the software defined video over ethernet 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. In the first quarter of fiscal year 2025, as a result of organizational restructuring, the Company combined the IoT Systems operating segment and the IoT Connected Services operating segment into the newly formed IoT Systems and Connectivity operating segment. As a result of the reorganization, the Company has three 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: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Net sales: Signal Integrity $ 59,434 28 % $ 46,126 19 % $ 117,733 28 % $ 87,017 18 % Analog Mixed Signal and Wireless 79,311 37 % 69,989 29 % 154,655 37 % 129,608 27 % IoT Systems and Connectivity 76,610 35 % 122,257 52 % 149,072 35 % 258,286 55 % Total net sales $ 215,355 100 % $ 238,372 100 % $ 421,460 100 % $ 474,911 100 % Gross profit: Signal Integrity $ 36,768 $ 27,606 $ 71,529 $ 52,093 Analog Mixed Signal and Wireless 45,399 43,123 86,103 79,597 IoT Systems and Connectivity 27,111 47,349 54,205 101,157 Unallocated costs, including share-based compensation and amortization of acquired technology (3,814) (17,350) (6,781) (29,173) Total gross profit $ 105,464 $ 100,728 $ 205,056 $ 203,674 Geographic Information Net sales activity by geographic region was as follows: Three Months Ended Six Months Ended (percentage of total net sales) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Asia-Pacific 65% 62% 64% 57% North America 21% 24% 22% 28% Europe 14% 14% 14% 15% 100% 100% 100% 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: Three Months Ended Six Months Ended (percentage of total net sales) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 China (including Hong Kong) 45% 29% 44% 27% United States 20% 23% 20% 25% Although a large percentage of the Company's products is shipped into the Asia-Pacific region, a significant number of products produced by these customers and incorporating the Company's semiconductor products are then sold outside this region. Sales by Revenue Type Net sales by revenue type were as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Net sales: Product sales $ 185,966 86 % $ 210,196 88 % $ 363,455 86 % $ 417,577 88 % Service revenue 29,389 14 % 28,176 12 % 58,005 14 % 57,334 12 % Total net sales $ 215,355 100 % $ 238,372 100 % $ 421,460 100 % $ 474,911 100 % |
Stock Repurchase Program
Stock Repurchase Program | 6 Months Ended |
Jul. 28, 2024 | |
Equity [Abstract] | |
Stock Repurchase Program | Stock Repurchase ProgramThe 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. There was no activity under the stock repurchase program during the three and six months ended July 28, 2024 and July 30, 2023. As of July 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. |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 3 Months Ended |
May 02, 2021 | |
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 the U.S. Dollar ("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: July 28, 2024 January 28, 2024 (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 4 $ 5,115 $ 6,950 10 $ 12,899 $ 17,550 Total 4 10 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, net" ("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. The interest rate swap agreements have been designated as 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 $2.8 million for the three months ended July 28, 2024, compared to a realized gain of $2.4 million for the three months ended July 30, 2023. The interest rate swap agreements resulted in a realized gain of $5.6 million for the six months ended July 28, 2024, compared to a realized gain of $4.6 million for the six months ended July 30, 2023. The fair values of the Company's instruments that qualify as cash flow hedges in the Balance Sheets were as follows: (in thousands) July 28, 2024 January 28, 2024 Interest rate swap agreement $ 6,774 $ 7,144 Foreign currency forward contracts — 168 Total other current assets $ 6,774 $ 7,312 Interest rate swap agreement $ 862 $ 178 Total other long-term assets $ 862 $ 178 Foreign currency forward contracts $ 80 $ — Total accrued liabilities $ 80 $ — Interest rate swap agreement — 7 Total other long-term liabilities $ — $ 7 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net loss attributable to common stockholders | $ (170,295) | $ (382,002) | $ (193,454) | $ (411,417) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jul. 28, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policy) | 6 Months Ended |
Jul. 28, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 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. The other quarters generally end on the last Sunday of April, July and October. All quarters consist of 13 weeks except for one 14-week period in the fourth quarter of 53-week years. The second quarter of fiscal years 2025 and 2024 each consisted of 13 weeks. |
Principles of Consolidation | Principles of Consolidation The accompanying interim unaudited condensed consolidated financial statements include the accounts of the Company and its majority-owned subsidiaries and have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and on the same basis as the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 28, 2024 ("Annual Report"). The Company’s interim unaudited condensed consolidated statements of operations are referred to herein as the "Statements of Operations," the Company’s interim unaudited condensed consolidated balance sheets are referred to herein as the "Balance Sheets," and the Company's interim unaudited condensed consolidated statements of cash flows are referred to herein as the "Statements of Cash Flows." In the opinion of the Company, these interim unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly, in all material respects, the financial position and results of operations of the Company for the interim periods presented. All intercompany balances have been eliminated. Because the interim unaudited condensed consolidated financial statements do not include all of the information and notes required by GAAP for a complete set of consolidated financial statements, they should be read in conjunction with the audited consolidated financial statements and notes included in the Company's Annual Report. The results reported in these interim unaudited condensed consolidated financial statements should not be regarded as indicative of results that may be expected for any subsequent period or for the entire year. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications During the third quarter of fiscal year 2024, the Company reclassified restructuring costs that were included in "Selling, general and administrative" and "Product development and engineering" within "Total operating expenses, net" in the Statements of Operations to be separately presented in "Restructuring" within "Total operating expenses, net" in the Statements of Operations. This was applied retrospectively and resulted in the reclassification of $5.4 million and $5.8 million of restructuring costs for the three and six months ended July 30, 2023, respectively, from "Selling, general and administrative" and $4.0 million and $5.2 million of restructuring costs for the three and six months ended July 30, 2023, respectively, from "Product development and engineering" to "Restructuring" in the Statements of Operations. 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. |
Earnings Per Share | Diluted earnings or loss per share incorporates the incremental shares issuable, calculated using the treasury stock method, upon the assumed exercise of non-qualified stock options and the vesting of restricted stock units, market-condition restricted stock units and financial metric-based restricted stock units 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 the three and six months ended July 28, 2024, all shares underlying stock options and restricted stock units are considered anti-dilutive. |
Inventory | 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 |
Interest and Penalties on Unrecognized Tax Benefits | The Company’s policy is to include net interest and penalties related to unrecognized tax benefits in the "Provision (benefit) for income taxes" in the Statements of Operations. |
Commitments and Contingencies | 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 financial condition and results of operations in any given reporting period. 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. |
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. |
Derivatives | 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 the U.S. Dollar ("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. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("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 representing 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 the 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. |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | 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 adjustment 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 |
Loss per Share (Tables)
Loss per Share (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Common Share | The computation of basic and diluted loss per share was as follows: Three Months Ended Six Months Ended (in thousands, except per share data) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Net loss attributable to common stockholders $ (170,295) $ (382,002) $ (193,454) $ (411,417) Weighted-average shares outstanding–basic 65,281 64,005 64,895 63,964 Weighted-average shares outstanding–diluted 65,281 64,005 64,895 63,964 Loss per share: Basic $ (2.61) $ (5.97) $ (2.98) $ (6.43) Diluted $ (2.61) $ (5.97) $ (2.98) $ (6.43) Anti-dilutive shares not included in the above calculations: Share-based compensation 911 2,593 888 2,462 Warrants 8,573 8,573 8,573 8,573 Total anti-dilutive shares 9,484 11,166 9,461 11,035 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Allocation Of Stock-Based Compensation | Pre-tax share-based compensation was included in the Statements of Operations as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Cost of sales $ 714 $ 525 $ 1,396 $ 888 Selling, general and administrative 12,982 9,409 24,373 13,911 Product development and engineering 3,442 3,465 6,603 7,004 Total share-based compensation $ 17,138 $ 13,399 $ 32,372 $ 21,803 |
Available-for-sale securities (
Available-for-sale securities (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Investments [Abstract] | |
Summary of Investments | The following table summarizes the values of the Company’s available-for-sale securities: July 28, 2024 January 28, 2024 (in thousands) Fair Value Amortized Gross Fair Value Amortized Gross Convertible debt investments $ 12,294 $ 14,303 $ (2,009) $ 12,117 $ 14,454 $ (2,337) Total available-for-sale securities $ 12,294 $ 14,303 $ (2,009) $ 12,117 $ 14,454 $ (2,337) |
Schedule of Investments, Classified by Maturity Period | The following table summarizes the maturities of the Company’s available-for-sale securities: July 28, 2024 (in thousands) Fair Value Amortized Cost Within 1 year $ 12,294 $ 14,303 After 1 year through 5 years — — Total available-for-sale securities $ 12,294 $ 14,303 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on 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: July 28, 2024 January 28, 2024 (in thousands) Total (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Financial assets: Interest rate swap agreement $ 7,636 $ — $ 7,636 $ — $ 7,321 $ — $ 7,321 $ — Convertible debt investments 12,294 — — 12,294 12,117 — — 12,117 Foreign currency forward contracts — — — — 169 — 169 — Total financial assets $ 19,930 $ — $ 7,636 $ 12,294 $ 19,607 $ — $ 7,490 $ 12,117 Financial liabilities: Interest rate swap agreement $ — $ — $ — $ — $ 7 $ — $ 7 $ — Foreign currency forward contracts 80 — 80 — — — — — Total financial liabilities $ 80 $ — $ 80 $ — $ 7 $ — $ 7 $ — |
Fair Value, Assets Measured on Recurring Basis | The following table presents a reconciliation of the changes in convertible debt investments in the six months ended July 28, 2024: (in thousands) Balance at January 28, 2024 $ 12,117 Sales (222) Interest accrued 399 Balance at July 28, 2024 $ 12,294 |
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: July 28, 2024 January 28, 2024 (in thousands) Fair Value Hierarchy Carrying Value Fair Value Carrying Value Fair Value 1.625% convertible senior notes due 2027, net (1) Level 2 $ 311,768 $ 357,696 $ 310,563 $ 262,571 4.00% convertible senior notes due 2028, net (2) Level 2 60,139 98,212 241,829 313,299 Total long-term debt, net of debt issuance costs $ 371,907 $ 455,908 $ 552,392 $ 575,870 (1) The 1.625% convertible senior notes due 2027, net, are reflected net of $7.7 million and $8.9 million of unamortized debt issuance costs as of July 28, 2024 and January 28, 2024, respectively. (2) The 4.00% convertible senior notes due 2028, net, are reflected net of $1.8 million and $8.2 million of unamortized debt issuance costs as of July 28, 2024 and January 28, 2024, respectively. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jul. 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) July 28, 2024 January 28, 2024 Raw materials and electronic components $ 48,797 $ 46,425 Work in progress 83,396 69,404 Finished goods 23,818 29,163 Total inventories $ 156,011 $ 144,992 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amounts of Goodwill | The carrying amounts of goodwill by applicable operating segment were as follows: (in thousands) Signal Integrity Analog Mixed Signal and Wireless IoT Systems and Connectivity Total Balance at January 28, 2024 $ 267,205 $ 83,101 $ 190,921 $ 541,227 Cumulative translation adjustment — — (123) (123) Balance at July 28, 2024 $ 267,205 $ 83,101 $ 190,798 $ 541,104 |
Schedule of Acquired Finite-Lived Intangible Assets | The following table sets forth the Company’s finite-lived intangible assets, which are amortized over their estimated useful lives: July 28, 2024 (in thousands, except estimated useful life) Estimated Gross Accumulated Accumulated Impairment Net Carrying Core technologies 1-8 years $ 154,797 $ (39,525) $ (91,792) $ 23,480 Customer relationships 1-10 years 52,117 (13,476) (34,777) 3,864 Trade name 2-10 years 9,000 (3,058) (4,816) 1,126 Capitalized development costs 3 years 295 (49) — 246 Total finite-lived intangible assets $ 216,209 $ (56,108) $ (131,385) $ 28,716 January 28, 2024 (in thousands, except estimated useful life) Estimated Gross Accumulated 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 |
Finite-lived Intangible Assets Amortization Expense | Amortization expense of finite-lived intangible assets was as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Core technologies $ 2,279 $ 10,573 $ 4,560 $ 21,428 Customer relationships 114 4,080 228 8,170 Trade name 168 791 361 1,583 Capitalized development costs 49 — 49 — Total amortization expense $ 2,610 $ 15,444 $ 5,198 $ 31,181 |
Schedule of Future Amortization of Intangible Asset | Future amortization expense of finite-lived intangible assets is expected as follows: (in thousands) Core Technologies Customer Relationships Trade Name Capitalized Development Costs Total 2025 (remaining six months) $ 4,542 $ 228 $ 66 $ 49 $ 4,885 2026 8,598 457 133 98 9,286 2027 3,707 457 133 99 4,396 2028 3,550 457 133 — 4,140 2029 3,083 382 133 — 3,598 Thereafter — 1,883 528 — 2,411 Total expected amortization expense $ 23,480 $ 3,864 $ 1,126 $ 246 $ 28,716 |
Schedule of Finite-Lived Intangible Assets | The following table sets forth the Company’s finite-lived intangible assets not yet placed in service: (in thousands) Capitalized Development Costs Software Licenses Total Balance at January 28, 2024 $ 1,000 $ 915 $ 1,915 Additions 468 4,550 5,018 Placed in service (295) — (295) Balance at July 28, 2024 $ 1,173 $ 5,465 $ 6,638 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Debt Instruments [Abstract] | |
Schedule of Long-term Debt | Long-term debt and the current period interest rates were as follows: (in thousands, except percentages) July 28, 2024 January 28, 2024 Revolving loans $ 215,000 $ 215,000 Term loans 622,625 622,625 1.625% convertible senior notes due 2027 319,500 319,500 4.00% convertible senior notes due 2028 61,950 250,000 Total debt $ 1,219,075 $ 1,407,125 Debt issuance costs (26,210) (36,086) Total long-term debt, net of debt issuance costs $ 1,192,865 $ 1,371,039 Weighted-average effective interest rate (1) 6.15 % 5.86 % (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 July 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 5.35% plus a margin and spread of 3.86% (total floating rate of 9.21%), (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 Term 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 5.35% plus a margin and spread of 3.85% (total floating rate of 9.20%), (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 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 Term 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%. |
Schedule Of Interest Expense | Interest expense was comprised of the following components for the periods presented: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Contractual interest $ 23,502 $ 24,156 $ 47,147 $ 45,397 Interest swap agreement (2,800) (2,445) (5,595) (4,590) Amortization of deferred financing costs 2,379 1,689 4,758 3,103 Write-off of deferred financing costs 5,497 771 5,497 771 Total interest expense $ 28,578 $ 24,171 $ 51,807 $ 44,681 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Income Tax Disclosure [Abstract] | |
Summary of Income Tax Contingencies | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits (before the federal impact of state items) is as follows: (in thousands) Balance at January 28, 2024 $ 36,548 Additions based on tax positions related to the current fiscal year 588 Decreases based on tax positions related to prior fiscal years (33) Balance at July 28, 2024 $ 37,103 |
Liability For Uncertain Tax Positions | The liability for UTP is reflected in the Balance Sheets as follows: (in thousands) July 28, 2024 January 28, 2024 Deferred tax assets - non-current $ 20,901 $ 20,519 Other long-term liabilities 14,798 14,632 Total accrued taxes $ 35,699 $ 35,151 |
Regional Income (Loss) From Continuing Operations Before Income Taxes | The Company’s regional income or loss before taxes and equity method income or loss was as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Domestic $ (170,591) $ (73,470) $ (189,460) $ (92,311) Foreign 4,511 (251,929) 3,127 (264,915) Total $ (166,080) $ (325,399) $ (186,333) $ (357,226) |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Leases [Abstract] | |
Lease, Cost | The components of lease expense were as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Operating lease cost $ 1,807 $ 2,167 $ 3,697 $ 4,316 Short-term lease cost 19 484 163 1,093 Sublease income (140) (162) (296) (320) Total lease cost $ 1,686 $ 2,489 $ 3,564 $ 5,089 Supplemental cash flow information related to leases was as follows: Six Months Ended (in thousands) July 28, 2024 July 30, 2023 Cash paid for amounts included in the measurement of lease liabilities $ 4,035 $ 4,280 Right-of-use assets obtained in exchange for new operating lease liabilities $ 2,428 $ 2,696 July 28, 2024 Weighted-average remaining lease term–operating leases (in years) 5.1 Weighted-average discount rate on remaining lease payments–operating leases 7.0 % |
Assets And Liabilities, Lessee | Supplemental balance sheet information related to leases was as follows: (in thousands) July 28, 2024 January 28, 2024 Operating lease right-of-use assets in "Other assets" $ 23,501 $ 23,870 Operating lease liabilities in "Accrued liabilities" $ 6,599 $ 6,560 Operating lease liabilities in "Other long-term liabilities" 20,692 22,033 Total operating lease liabilities $ 27,291 $ 28,593 |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities as of July 28, 2024 are as follows: (in thousands) Fiscal Year Ending: 2025 (remaining six months) $ 4,560 2026 7,495 2027 5,603 2028 5,073 2029 4,193 Thereafter 5,966 Total lease payments 32,890 Less: imputed interest (5,599) Total $ 27,291 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Liability for Deferred Compensation | The Company's liability for the deferred compensation plan is presented below: (in thousands) July 28, 2024 January 28, 2024 Accrued liabilities $ 4,015 $ 7,412 Other long-term liabilities 33,160 32,288 Total deferred compensation liabilities under this plan $ 37,175 $ 39,700 |
Schedule of Other Assets | The cash surrender value of the Company's corporate-owned life insurance is presented below: (in thousands) July 28, 2024 January 28, 2024 Other current assets $ — $ 4,538 Other assets 27,451 25,098 Total cash surrender value of corporate-owned life insurance $ 27,451 $ 29,636 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | Restructuring activity is summarized as follows: (in thousands) One-time employee termination benefits Other restructuring Total Balance at January 28, 2024 $ 5,799 $ 478 $ 6,277 Charges 3,706 104 3,810 Cash payments (7,487) (548) (8,035) Balance at July 28, 2024 $ 2,018 $ 34 $ 2,052 Restructuring charges were included in the Statements of Operations as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Cost of sales $ — $ 362 $ — $ 859 Restructuring 1,541 9,399 3,810 10,962 Total restructuring charges $ 1,541 $ 9,761 $ 3,810 $ 11,821 |
Concentration of Risk (Tables)
Concentration of Risk (Tables) | 6 Months Ended |
Jul. 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: Three Months Ended Six Months Ended (percentage of net sales) (1) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Frontek Technology Corporation (and affiliates) 13% * 13% * Trend-tek Technology Ltd. (and affiliates) 10% * 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) July 28, 2024 January 28, 2024 Frontek Technology Corporation (and affiliates) 14% 15% Trend-tek Technology Ltd (and affiliates) 12% * (1) In each period with an asterisk, the customer represented less than 10% of the Company's total net receivables. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Segment Reporting [Abstract] | |
Net Sales by Segment | Net sales and gross profit by reportable segment were as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Net sales: Signal Integrity $ 59,434 28 % $ 46,126 19 % $ 117,733 28 % $ 87,017 18 % Analog Mixed Signal and Wireless 79,311 37 % 69,989 29 % 154,655 37 % 129,608 27 % IoT Systems and Connectivity 76,610 35 % 122,257 52 % 149,072 35 % 258,286 55 % Total net sales $ 215,355 100 % $ 238,372 100 % $ 421,460 100 % $ 474,911 100 % Gross profit: Signal Integrity $ 36,768 $ 27,606 $ 71,529 $ 52,093 Analog Mixed Signal and Wireless 45,399 43,123 86,103 79,597 IoT Systems and Connectivity 27,111 47,349 54,205 101,157 Unallocated costs, including share-based compensation and amortization of acquired technology (3,814) (17,350) (6,781) (29,173) Total gross profit $ 105,464 $ 100,728 $ 205,056 $ 203,674 |
Net Sales Activity By Geographic Region | Net sales activity by geographic region was as follows: Three Months Ended Six Months Ended (percentage of total net sales) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Asia-Pacific 65% 62% 64% 57% North America 21% 24% 22% 28% Europe 14% 14% 14% 15% 100% 100% 100% 100% |
Summary Of Sales Activity To Countries That Represented Greater Than 10% Of Total Net 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: Three Months Ended Six Months Ended (percentage of total net sales) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 China (including Hong Kong) 45% 29% 44% 27% United States 20% 23% 20% 25% |
Net Sales by Type | Net sales by revenue type were as follows: Three Months Ended Six Months Ended (in thousands) July 28, 2024 July 30, 2023 July 28, 2024 July 30, 2023 Net sales: Product sales $ 185,966 86 % $ 210,196 88 % $ 363,455 86 % $ 417,577 88 % Service revenue 29,389 14 % 28,176 12 % 58,005 14 % 57,334 12 % Total net sales $ 215,355 100 % $ 238,372 100 % $ 421,460 100 % $ 474,911 100 % |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Tables) | 6 Months Ended |
Jul. 28, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of the Carrying Values of Derivative Instruments | he Company's foreign currency forward contracts had the following outstanding balances: July 28, 2024 January 28, 2024 (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 4 $ 5,115 $ 6,950 10 $ 12,899 $ 17,550 Total 4 10 The fair values of the Company's instruments that qualify as cash flow hedges in the Balance Sheets were as follows: (in thousands) July 28, 2024 January 28, 2024 Interest rate swap agreement $ 6,774 $ 7,144 Foreign currency forward contracts — 168 Total other current assets $ 6,774 $ 7,312 Interest rate swap agreement $ 862 $ 178 Total other long-term assets $ 862 $ 178 Foreign currency forward contracts $ 80 $ — Total accrued liabilities $ 80 $ — Interest rate swap agreement — 7 Total other long-term liabilities $ — $ 7 |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Organization And Basis Of Presentation [Line Items] | ||||
Total amortization expense | $ 2,279 | $ 10,573 | $ 4,560 | $ 21,428 |
Restructuring | $ 1,541 | 9,761 | $ 3,810 | 11,821 |
Revision of Prior Period, Reclassification, Adjustment | Selling, General and Administrative Expenses | ||||
Organization And Basis Of Presentation [Line Items] | ||||
Restructuring | 5,400 | 5,800 | ||
Revision of Prior Period, Reclassification, Adjustment | Research And Development | ||||
Organization And Basis Of Presentation [Line Items] | ||||
Restructuring | $ 4,000 | $ 5,200 |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Jan. 12, 2023 | Oct. 29, 2023 | Jan. 28, 2024 | Jan. 26, 2025 | Jul. 28, 2024 | Jan. 29, 2023 | |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 541,227 | $ 541,104 | ||||
Maximum | Forecast | Financial Metric-Based Restricted Stock Units (RSUs) | ||||||
Business Acquisition [Line Items] | ||||||
Maximum potential number of shares that can be earned (in shares) | 887,886 | |||||
Sierra Wireless | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid to to acquire business | $ 1,300,000 | |||||
Goodwill | $ 931,397 | 955,300 | $ 955,322 | $ 931,400 | ||
Measurement period adjustment | $ 23,925 | $ 23,900 |
Acquisition - Schedule of Measu
Acquisition - Schedule of Measurement Period Adjustments (Details) - USD ($) $ in Thousands | 9 Months Ended | 10 Months Ended | 12 Months Ended | |||
Jan. 12, 2023 | Oct. 29, 2023 | Oct. 29, 2023 | Jan. 28, 2024 | Jul. 28, 2024 | Jan. 29, 2023 | |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 541,227 | $ 541,104 | ||||
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 | ||||
Accounts receivable, net | 92,633 | 92,633 | ||||
Inventories | 96,339 | 94,440 | ||||
Measurement period adjustment, inventories | $ (1,899) | |||||
Other current assets | 72,724 | 77,727 | ||||
Increase to related insurance receivables recorded in other current assets | 5,003 | |||||
Property, plant and equipment | 29,086 | 26,458 | ||||
Measurement period adjustment, property, plant, and equipment | (2,628) | |||||
Intangible assets | 214,780 | 214,780 | ||||
Prepaid taxes | 3,001 | 3,001 | ||||
Deferred tax assets | 22,595 | 22,880 | ||||
Measurement period adjustment, deferred tax assets | 285 | |||||
Other assets | 14,878 | 14,878 | ||||
Accounts payable | 50,413 | 50,623 | ||||
Measurement period adjustment, accounts payable | 210 | |||||
Accrued liabilities | 148,654 | 174,886 | ||||
Measurement period adjustment, accrued liabilities | 26,232 | |||||
Deferred tax liabilities | 4,824 | 5,174 | ||||
Measurement period adjustment, deferred tax liabilities | 350 | |||||
Other long-term liabilities | 32,785 | 30,679 | ||||
Measurement period adjustment, other long-term liabilities | (2,106) | |||||
Net assets acquired, excluding goodwill | 309,360 | 285,435 | ||||
Measurement period adjustment, net assets acquired, excluding goodwill | (23,925) | |||||
Goodwill | $ 931,397 | 955,300 | $ 955,322 | $ 931,400 | ||
Measurement period adjustment | $ 23,925 | $ 23,900 |
Loss per Share - Computation of
Loss per Share - Computation of Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net loss attributable to common stockholders | $ (170,295) | $ (382,002) | $ (193,454) | $ (411,417) |
Weighted average common shares outstanding - basic (in shares) | 65,281 | 64,005 | 64,895 | 63,964 |
Weighted average common shares outstanding - diluted (in shares) | 65,281 | 64,005 | 64,895 | 63,964 |
Basic earnings (loss) per common share (in dollars per share) | $ (2.61) | $ (5.97) | $ (2.98) | $ (6.43) |
Diluted earnings (loss) per common share (in dollars per share) | $ (2.61) | $ (5.97) | $ (2.98) | $ (6.43) |
Anti-dilutive shares not included in the above calculations (in shares) | 9,484 | 11,166 | 9,461 | 11,035 |
Share-based compensation | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Dilutive effect of share-based compensation (in shares) | 911 | 2,593 | 888 | 2,462 |
Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Warrants (in shares) | 8,573 | 8,573 | 8,573 | 8,573 |
Share-Based Compensation - Allo
Share-Based Compensation - Allocation of Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 17,138 | $ 13,399 | $ 32,372 | $ 21,803 |
Cost of sales | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 714 | 525 | 1,396 | 888 |
Selling, general and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 12,982 | 9,409 | 24,373 | 13,911 |
Product development and engineering | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 3,442 | $ 3,465 | $ 6,603 | $ 7,004 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jul. 28, 2024 | Jul. 28, 2024 | Jan. 28, 2024 | Jan. 29, 2023 | Jan. 30, 2022 | Jan. 26, 2025 | |
Restricted Stock Units | Non Employee Director Stock Unit Awards | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 1 year | |||||
Share liabilities paid to settle shares | $ 1.4 | |||||
Shares settled | 44,018 | |||||
Number of vested but unsettled awards (in shares) | 208,392 | 208,392 | 230,231 | |||
Liability associated with awards vested but unsettled | $ 5.9 | $ 5.9 | $ 4.4 | |||
Restricted Stock Units | Non Employee Director Stock Unit Awards | Accrued liabilities | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Liability associated with awards vested but unsettled | 2.2 | 2.2 | 1.8 | |||
Restricted Stock Units | Non Employee Director Stock Unit Awards | Other long-term liabilities | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Liability associated with awards vested but unsettled | $ 3.7 | $ 3.7 | $ 2.6 | |||
Restricted Stock Units | Settled With Shares | Employees | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity awards granted (in units) | 893,114 | |||||
Grant date fair value per unit (in dollars per share) | $ 27.64 | |||||
Restricted Stock Units (RSUs), Cash Settlement | Non-Employee Directors | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity awards granted (in units) | 25,713 | |||||
Restricted Stock Units (RSUs), Share Settlement | Non-Employee Directors | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity awards granted (in units) | 25,713 | |||||
Grant date fair value per unit (in dollars per share) | $ 31.50 | |||||
Employee Stock Unit Awards | Settled In Cash | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 3 years | |||||
Employee Stock Unit Awards | Minimum | Settled With Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 1 year | |||||
Employee Stock Unit Awards | Maximum | Settled With Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 4 years | |||||
Financial Metric-Based Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity awards granted (in units) | 443,943 | |||||
Performance level percentage | 200% | |||||
Financial Metric-Based Restricted Stock Units (RSUs) | Performance Period One | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Grant date fair value per unit (in dollars per share) | $ 36.26 | |||||
Performance period | 1 year | |||||
Financial Metric-Based Restricted Stock Units (RSUs) | Performance Period Two | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Grant date fair value per unit (in dollars per share) | $ 36.26 | |||||
Performance period | 2 years | |||||
Financial Metric-Based Restricted Stock Units (RSUs) | Performance Period Three | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Grant date fair value per unit (in dollars per share) | $ 57.08 | |||||
Performance period | 3 years | |||||
Financial Metric-Based Restricted Stock Units (RSUs) | Maximum | Forecast | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum potential number of shares that can be earned (in shares) | 887,886 | |||||
Market Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity awards granted (in units) | 54,928 | |||||
Grant date fair value per unit (in dollars per share) | $ 49.55 | |||||
Performance period | 30 days | |||||
Closing share price used to determine market condition | $ 95 | |||||
Shares forfeited | 22,535 | 18,309 | 14,084 | |||
Market Performance Shares | Performance Period One | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting rights, percentage | 33.33% | |||||
Market Performance Shares | Performance Period Two | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting rights, percentage | 33.33% | |||||
Market Performance Shares | Performance Period Three | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting rights, percentage | 33.33% |
Available-for-sale securities -
Available-for-sale securities - Summary Of Investments (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | $ 12,294 | $ 12,117 |
Total available-for-sale securities | 14,303 | 14,454 |
Gross Unrealized Loss | (2,009) | (2,337) |
Convertible debt | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 12,294 | 12,117 |
Total available-for-sale securities | 14,303 | 14,454 |
Gross Unrealized Loss | $ (2,009) | $ (2,337) |
Available-for-sale securities_2
Available-for-sale securities - Summary of Maturities of Available-for-sale Securities (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Fair Value | ||
Within 1 year | $ 12,294 | |
After 1 year through 5 years | 0 | |
Total available-for-sale securities | 12,294 | $ 12,117 |
Amortized Cost | ||
Within 1 year | 14,303 | |
After 1 year through 5 years | 0 | |
Total available-for-sale securities | $ 14,303 | $ 14,454 |
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 | Jul. 28, 2024 | Jan. 28, 2024 |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Convertible debt investments | $ 12,294 | $ 12,117 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total financial assets | 19,930 | 19,607 |
Total financial liabilities | 80 | 7 |
Fair Value, Measurements, Recurring | (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total financial assets | 0 | 0 |
Total financial liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total financial assets | 7,636 | 7,490 |
Total financial liabilities | 80 | 7 |
Fair Value, Measurements, Recurring | (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total financial assets | 12,294 | 12,117 |
Total financial liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Convertible debt | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Convertible debt investments | 12,294 | 12,117 |
Fair Value, Measurements, Recurring | Convertible debt | (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Convertible debt investments | 0 | 0 |
Fair Value, Measurements, Recurring | Convertible debt | (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Convertible debt investments | 0 | 0 |
Fair Value, Measurements, Recurring | Convertible debt | (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Convertible debt investments | 12,294 | 12,117 |
Interest Rate Swap | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 7,636 | 7,321 |
Financial liabilities | 0 | 7 |
Interest Rate Swap | Fair Value, Measurements, Recurring | (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 0 | 0 |
Financial liabilities | 0 | 0 |
Interest Rate Swap | Fair Value, Measurements, Recurring | (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 7,636 | 7,321 |
Financial liabilities | 0 | 7 |
Interest Rate Swap | Fair Value, Measurements, Recurring | (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 0 | 0 |
Financial liabilities | 0 | 0 |
Foreign Exchange Contract | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 0 | 169 |
Financial liabilities | 80 | 0 |
Foreign Exchange Contract | Fair Value, Measurements, Recurring | (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 0 | 0 |
Financial liabilities | 0 | 0 |
Foreign Exchange Contract | Fair Value, Measurements, Recurring | (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 0 | 169 |
Financial liabilities | 80 | 0 |
Foreign Exchange Contract | Fair Value, Measurements, Recurring | (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Derivative asset | 0 | 0 |
Financial liabilities | $ 0 | $ 0 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Changes in Debt Securities (Details) $ in Thousands | 6 Months Ended |
Jul. 28, 2024 USD ($) | |
Debt Securities, Available For Sale, Reconciliation [Roll Forward] | |
Balance at January 28, 2024 | $ 12,117 |
Sales | (222) |
Interest accrued | 399 |
Balance at July 28, 2024 | $ 12,294 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Value and Fair Value of Debt (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 | Oct. 12, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term debt | $ 1,192,865 | $ 1,371,039 | |
Debt issuance costs | 26,210 | 36,086 | |
Convertible Debt | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term debt | 371,907 | 552,392 | |
Fair Value | 455,908 | 575,870 | |
Convertible Senior Notes Due 2027 | Convertible Debt | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term debt | 311,768 | 310,563 | |
Fair Value | $ 357,696 | $ 262,571 | |
Fixed interest rate | 1.625% | 1.625% | 1.625% |
Debt issuance costs | $ 7,700 | $ 8,900 | |
Convertible Senior Notes Due 2028 | Convertible Debt | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-term debt | 60,139 | 241,829 | |
Fair Value | $ 98,212 | $ 313,299 | |
Fixed interest rate | 4% | 4% | |
Debt issuance costs | $ 1,800 | $ 8,200 |
Fair Value Measurements - Inves
Fair Value Measurements - Investment Impairments and Credit Loss Reserves (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | Jan. 28, 2024 | |
Fair Value Disclosures [Abstract] | |||||
Credit loss reserve for held-to-maturity debt securities and available for sale debt securities | $ 4,500 | $ 4,500 | $ 4,500 | ||
Investment impairments and credit loss reserves, net | $ 0 | $ (227) | (1,109) | $ (260) | |
Impairment of equity method investment | $ 1,100 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Inventory Disclosure [Abstract] | ||
Raw materials and electronic components | $ 48,797 | $ 46,425 |
Work in progress | 83,396 | 69,404 |
Finished goods | 23,818 | 29,163 |
Inventories | $ 156,011 | $ 144,992 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in Carrying Amounts of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jul. 28, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 541,227 |
Cumulative translation adjustment | (123) |
Ending balance | 541,104 |
Operating Segments | Signal Integrity | |
Goodwill [Roll Forward] | |
Beginning balance | 267,205 |
Cumulative translation adjustment | 0 |
Ending balance | 267,205 |
Operating Segments | Analog Mixed Signal and Wireless | |
Goodwill [Roll Forward] | |
Beginning balance | 83,101 |
Cumulative translation adjustment | 0 |
Ending balance | 83,101 |
Operating Segments | IoT Systems and Connectivity | |
Goodwill [Roll Forward] | |
Beginning balance | 190,921 |
Cumulative translation adjustment | (123) |
Ending balance | $ 190,798 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Goodwill [Line Items] | ||||
Goodwill impairment | $ 0 | $ 279,555 | $ 0 | $ 279,555 |
IoT System, Modules | ||||
Goodwill [Line Items] | ||||
Goodwill impairment | 109,900 | |||
IoT System, Routers | ||||
Goodwill [Line Items] | ||||
Goodwill impairment | 100,700 | |||
Operating Segments | IoT Connected Services | ||||
Goodwill [Line Items] | ||||
Goodwill impairment | $ 69,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 216,209 | $ 216,257 |
Accumulated Amortization | (56,108) | (51,221) |
Accumulated Impairment | (131,385) | (131,385) |
Total expected amortization expense | 28,716 | 33,651 |
Core technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 154,797 | 154,985 |
Accumulated Amortization | (39,525) | (35,130) |
Accumulated Impairment | (91,792) | (91,792) |
Total expected amortization expense | $ 23,480 | 28,063 |
Core technologies | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 1 year | |
Core technologies | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 8 years | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 52,117 | 52,272 |
Accumulated Amortization | (13,476) | (13,391) |
Accumulated Impairment | (34,777) | (34,777) |
Total expected amortization expense | $ 3,864 | 4,104 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 1 year | |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 10 years | |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 9,000 | 9,000 |
Accumulated Amortization | (3,058) | (2,700) |
Accumulated Impairment | (4,816) | (4,816) |
Total expected amortization expense | $ 1,126 | $ 1,484 |
Trade name | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 2 years | |
Trade name | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 10 years | |
Capitalized Development Costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 3 years | |
Gross Carrying Amount | $ 295 | |
Accumulated Amortization | (49) | |
Accumulated Impairment | 0 | |
Total expected amortization expense | $ 246 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Asset Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Total amortization expense | $ 2,610 | $ 15,444 | $ 5,198 | $ 31,181 |
Core technologies | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total amortization expense | 2,279 | 10,573 | 4,560 | 21,428 |
Customer relationships | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total amortization expense | 114 | 4,080 | 228 | 8,170 |
Trade name | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total amortization expense | 168 | 791 | 361 | 1,583 |
Capitalized Development Costs | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total amortization expense | $ 49 | $ 0 | $ 49 | $ 0 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Schedule of Future Amortization Expense (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Finite-Lived Intangible Assets [Line Items] | ||
2025 (remaining six months) | $ 4,885 | |
2026 | 9,286 | |
2027 | 4,396 | |
2028 | 4,140 | |
2029 | 3,598 | |
Thereafter | 2,411 | |
Total expected amortization expense | 28,716 | $ 33,651 |
Core technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
2025 (remaining six months) | 4,542 | |
2026 | 8,598 | |
2027 | 3,707 | |
2028 | 3,550 | |
2029 | 3,083 | |
Thereafter | 0 | |
Total expected amortization expense | 23,480 | 28,063 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
2025 (remaining six months) | 228 | |
2026 | 457 | |
2027 | 457 | |
2028 | 457 | |
2029 | 382 | |
Thereafter | 1,883 | |
Total expected amortization expense | 3,864 | 4,104 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
2025 (remaining six months) | 66 | |
2026 | 133 | |
2027 | 133 | |
2028 | 133 | |
2029 | 133 | |
Thereafter | 528 | |
Total expected amortization expense | 1,126 | $ 1,484 |
Capitalized Development Costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
2025 (remaining six months) | 49 | |
2026 | 98 | |
2027 | 99 | |
2028 | 0 | |
2029 | 0 | |
Thereafter | 0 | |
Total expected amortization expense | $ 246 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets - Schedule of Construction in Process (Details) $ in Thousands | 6 Months Ended |
Jul. 28, 2024 USD ($) | |
Capitalized Development Costs | |
Finite-Lived Intangible Assets [Roll Forward] | |
Value at January 28, 2024 | $ 1,000 |
Additions | 468 |
Placed in service | (295) |
Value at July 28, 2024 | 1,173 |
Software Licenses | |
Finite-Lived Intangible Assets [Roll Forward] | |
Value at January 28, 2024 | 915 |
Additions | 4,550 |
Placed in service | 0 |
Value at July 28, 2024 | 5,465 |
Total | |
Finite-Lived Intangible Assets [Roll Forward] | |
Value at January 28, 2024 | 1,915 |
Additions | 5,018 |
Placed in service | (295) |
Value at July 28, 2024 | $ 6,638 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Apr. 28, 2024 | Jun. 06, 2023 | Feb. 24, 2023 | Apr. 30, 2023 | Jan. 29, 2023 | Jul. 28, 2024 | Jan. 28, 2024 | Jul. 30, 2023 | Oct. 12, 2022 | |
Debt Instrument [Line Items] | |||||||||
Outstanding balance | $ 1,219,075 | $ 1,407,125 | |||||||
Debt issuance costs | (26,210) | (36,086) | |||||||
Long-term debt | $ 1,192,865 | $ 1,371,039 | |||||||
Weighted-average effective interest rate | 6.15% | 5.86% | |||||||
Triggering Event Two | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable rate spread | 3.58% | 3.44% | 3.58% | ||||||
Spread rate | 3.85% | 3.85% | |||||||
Derivative fixed rate | 7.29% | 7.29% | |||||||
Triggering Event Three | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable rate spread | 5.35% | 5.34% | |||||||
Floating rate | 9.19% | 9.20% | |||||||
Spread rate | 3.85% | 3.85% | |||||||
Convertible Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt | $ 371,907 | $ 552,392 | |||||||
Convertible Debt | Convertible Senior Notes Due 2027 | |||||||||
Debt Instrument [Line Items] | |||||||||
Outstanding balance | 319,500 | 319,500 | |||||||
Debt issuance costs | (7,700) | (8,900) | |||||||
Long-term debt | $ 311,768 | $ 310,563 | |||||||
Debt instrument stated rate | 1.625% | 1.625% | 1.625% | ||||||
Convertible Debt | Convertible Senior Notes Due 2028 | |||||||||
Debt Instrument [Line Items] | |||||||||
Outstanding balance | $ 61,950 | $ 250,000 | |||||||
Debt issuance costs | (1,800) | (8,200) | |||||||
Long-term debt | $ 60,139 | $ 241,829 | |||||||
Debt instrument stated rate | 4% | 4% | |||||||
Revolving loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt fixed rate | 7.43% | 7.43% | |||||||
Revolving loans | Triggering Event One | |||||||||
Debt Instrument [Line Items] | |||||||||
LIBOR portion of fixed rate | 5.35% | 5.34% | |||||||
Floating rate | 9.21% | 9.20% | |||||||
Revolving loans | Secured Overnight Financing Rate (SOFR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument margin | 3.85% | 3.85% | |||||||
Revolving loans | Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Outstanding balance | $ 215,000 | $ 215,000 | |||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument margin | 2.50% | ||||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Triggering Event One | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument margin | 3.86% | 3.86% | |||||||
Secured Debt | Line of Credit | Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Outstanding balance | $ 622,625 | $ 622,625 | |||||||
Derivative term | 2 years 9 months | 5 years | |||||||
Debt outstanding | $ 150,000 | $ 450,000 | $ 150,000 | ||||||
Secured Debt | Line of Credit | Credit Agreement | Secured Overnight Financing Rate (SOFR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument margin | 0.10% |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||||||
Jun. 06, 2023 | Feb. 24, 2023 | Jul. 28, 2024 | Jan. 28, 2024 | Apr. 30, 2023 | Jan. 29, 2023 | Jan. 12, 2023 | Nov. 07, 2019 | |
Line of Credit Facility [Line Items] | ||||||||
Outstanding balance | $ 1,219,075,000 | $ 1,407,125,000 | ||||||
Triggering Event Three | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate spread | 5.35% | 5.34% | ||||||
Triggering Event Two | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate spread | 3.58% | 3.58% | 3.44% | |||||
Revolving loans | Secured Overnight Financing Rate (SOFR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 3.85% | 3.85% | ||||||
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 | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Facilities, maximum borrowing capacity | 600,000,000 | 500,000,000 | ||||||
Outstanding balance | $ 215,000,000 | $ 215,000,000 | ||||||
Long-term Debt | 215,000,000 | |||||||
Undrawn revolving commitments | $ 282,200,000 | |||||||
Maximum amount that can be used to obtain revolving loans and letters of credit in alternative currencies | 75,000,000 | |||||||
Annual amortization | 7.50% | |||||||
Number of days before maturity date if not extended | 91 | |||||||
Number of days after maturity date | 91 | |||||||
Debt Instrument, Covenant, Non-Extended Notes And Certain Replacement Debt, Threshold | $ 50,000,000 | |||||||
Line Of Credit, Decrease In Maximum Borrowing Capacity | 100,000,000 | |||||||
Debt Instrument, Covenant, Minimum Consolidated Liquidity | $ 150,000,000 | |||||||
Revolving loans | Credit Agreement | Triggering Event Three | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 8.17 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 1.66 | |||||||
Revolving loans | Credit Agreement | Triggering Event Four | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 10.27 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 1.40 | |||||||
Revolving loans | Credit Agreement | Triggering Event Five | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 10.21 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 1.37 | |||||||
Revolving loans | Credit Agreement | Triggering Event Six | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 9.93 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 1.41 | |||||||
Revolving loans | Credit Agreement | Triggering Event Seven | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 8.42 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 1.73 | |||||||
Revolving loans | Credit Agreement | Triggering Event Eight | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 7.68 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 1.90 | |||||||
Revolving loans | Credit Agreement | Triggering Event Nine | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 6.75 | |||||||
Debt instrument, covenant, leverage ratio, maximum, increase limit | 4.25 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 2.14 | |||||||
Revolving loans | Credit Agreement | Triggering Event Ten | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 6.28 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 2.37 | |||||||
Revolving loans | Credit Agreement | Triggering Event Eleven | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 5.81 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 2.68 | |||||||
Revolving loans | Credit Agreement | Triggering Event Twelve | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 5.30 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 3.01 | |||||||
Revolving loans | Credit Agreement | Triggering Event Thirteen | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, covenant, leverage ratio, maximum | 3.75 | |||||||
Debt Instrument, Covenant, Liquidity Ratio Required, Minimum | 3.50 | |||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 2.50% | |||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Triggering Event One | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 3.86% | 3.86% | ||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Debt Instrument, One Month Interest Period | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 0.11% | |||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Debt Instrument, Three Month Interest Period | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 0.26% | |||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Debt Instrument, Six Month Interest Period | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 0.43% | |||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Minimum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 1.25% | |||||||
Revolving loans | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Maximum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 3.75% | |||||||
Revolving loans | Credit Agreement | Base Rate | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 1.50% | |||||||
Revolving loans | Credit Agreement | Base Rate | Minimum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 0.25% | |||||||
Revolving loans | Credit Agreement | Base Rate | Maximum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 2.75% | |||||||
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 | Secured Overnight Financing Rate (SOFR) | Minimum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 3.25% | |||||||
Revolving loans | Credit Agreement, Financial Covenant Relief Period | Base Rate | Minimum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 2.25% | |||||||
Secured Debt | Credit Agreement | Line of Credit | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Face amount | $ 895,000,000 | |||||||
Outstanding balance | $ 622,625,000 | $ 622,625,000 | ||||||
Payment on Term Loans in connection with Third Amendment | $ 250,000,000 | |||||||
Secured Debt | Credit Agreement | Line of Credit | Triggering Event Two | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Quarterly amortization percentage | 1.875% | |||||||
Secured Debt | Credit Agreement | Line of Credit | Triggering Event One | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Quarterly amortization percentage | 1.25% | |||||||
Secured Debt | Credit Agreement | Line of Credit | Secured Overnight Financing Rate (SOFR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument margin | 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 | Oct. 21, 2022 USD ($) d numberOfLeases $ / shares | Oct. 19, 2022 USD ($) $ / shares shares | Jul. 28, 2024 | Jan. 28, 2024 | Oct. 12, 2022 USD ($) | Oct. 06, 2022 $ / shares shares |
Debt Instrument [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 | |||||
Net cash premium | $ 29,700,000 | |||||
Convertible Senior Notes Due 2027 | Convertible Debt | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | $ 19,500,000 | $ 300,000,000 | ||||
Fixed interest rate | 1.625% | 1.625% | 1.625% | |||
Debt instrument, conversion price (in dollars per share) | $ / shares | $ 37.27 | $ 37.27 | ||||
Amount not subject to redemption | $ 75,000,000 | |||||
Conversion ratio | 0.0268325 | |||||
Convertible Senior Notes Due 2027 | Convertible Debt | Debt Conversion Terms One | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days | d | 20 | |||||
Threshold consecutive trading days | d | 30 | |||||
Threshold percentage of stock price trigger | 130% | |||||
Threshold trading day | numberOfLeases | 61 | |||||
Redemption price, percentage | 100% | |||||
Fundamental change repurchase | 100% | |||||
Convertible Senior Notes Due 2027 | Convertible Debt | Debt Conversion Terms Two | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days | d | 5 | |||||
Threshold consecutive trading days | d | 10 | |||||
Threshold percentage of stock price trigger | 98% |
Long-Term Debt - Schedule of In
Long-Term Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Debt Instrument [Line Items] | ||||
Contractual interest | $ 23,502 | $ 24,156 | $ 47,147 | $ 45,397 |
Amortization of deferred financing costs | 2,379 | 1,689 | 4,758 | 3,103 |
Write-off of deferred financing costs | 5,497 | 771 | 5,497 | 771 |
Total interest expense | 28,578 | 24,171 | 51,807 | 44,681 |
Interest Rate Swap | ||||
Debt Instrument [Line Items] | ||||
Interest swap agreement | $ (2,800) | $ (2,445) | $ (5,595) | $ (4,590) |
Long-Term Debt - Convertible _2
Long-Term Debt - Convertible Senior Notes due 2028 (Details) | 3 Months Ended | 6 Months Ended | ||||||
Jul. 15, 2024 USD ($) shares | Oct. 26, 2023 USD ($) d $ / shares | Oct. 21, 2022 d | Jul. 28, 2024 USD ($) | Jul. 30, 2023 USD ($) | Jul. 28, 2024 USD ($) | Jul. 30, 2023 USD ($) | Jan. 28, 2024 USD ($) | |
Debt Instrument [Line Items] | ||||||||
Outstanding balance | $ 1,219,075,000 | $ 1,219,075,000 | $ 1,407,125,000 | |||||
Write-off of deferred financing costs | 5,497,000 | $ 771,000 | 5,497,000 | $ 771,000 | ||||
Loss on extinguishment of debt | 144,688,000 | $ 0 | 144,688,000 | $ 0 | ||||
Letter of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Facilities, amount outstanding | 2,900,000 | 2,900,000 | 2,900,000 | |||||
Swingline Loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Facilities, amount outstanding | 2,900,000 | 2,900,000 | 2,900,000 | |||||
Revolving Loans and Non US Dollars LC | ||||||||
Debt Instrument [Line Items] | ||||||||
Facilities, amount outstanding | $ 2,900,000 | $ 2,900,000 | $ 2,900,000 | |||||
Convertible Senior Notes Due 2028 | Convertible Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 250,000,000 | |||||||
Fixed interest rate | 4% | 4% | 4% | |||||
Outstanding balance | $ 61,950,000 | $ 61,950,000 | $ 250,000,000 | |||||
Conversion ratio | 0.049081 | |||||||
Debt instrument, conversion price (in dollars per share) | $ / shares | $ 20.37 | |||||||
Amount not subject to redemption | $ 75,000,000 | |||||||
Aggregate principal amount exchanged | $ 188,100,000 | |||||||
Shares of common stock exchanged with 2028 Notes | shares | 10,378,431 | |||||||
Write-off of deferred financing costs | 5,500,000 | 5,500,000 | ||||||
Loss on extinguishment of debt | $ 144,700,000 | $ 144,700,000 | ||||||
Convertible Senior Notes Due 2028 | Convertible Debt | Debt Conversion Terms One | ||||||||
Debt Instrument [Line Items] | ||||||||
Threshold trading days | d | 20 | |||||||
Threshold consecutive trading days | d | 30 | |||||||
Threshold percentage of stock price trigger | 130% | |||||||
Redemption price, percentage | 100% | |||||||
Fundamental change repurchase | 100% | |||||||
Convertible Senior Notes Due 2028 | Convertible Debt | Debt Conversion Terms Two | ||||||||
Debt Instrument [Line Items] | ||||||||
Threshold trading days | d | 5 | |||||||
Threshold consecutive trading days | d | 10 | |||||||
Threshold percentage of stock price trigger | 98% |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Contingencies (Details) $ in Thousands | 6 Months Ended |
Jul. 28, 2024 USD ($) | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |
Balance at January 28, 2024 | $ 36,548 |
Additions based on tax positions related to the current fiscal year | 588 |
Decreases based on tax positions related to prior fiscal years | (33) |
Balance at July 28, 2024 | $ 37,103 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | Jul. 28, 2024 | Jan. 28, 2024 |
Income Tax Disclosure [Abstract] | ||
Net tax benefits, if recognized, would impact the effective tax rate | $ 14.8 | $ 14.6 |
Income Taxes - Liability For Un
Income Taxes - Liability For Uncertain Tax Positions (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Income Tax Contingency [Line Items] | ||
Total accrued taxes | $ 35,699 | $ 35,151 |
Deferred tax assets - non-current | ||
Income Tax Contingency [Line Items] | ||
Total accrued taxes | 20,901 | 20,519 |
Other long-term liabilities | ||
Income Tax Contingency [Line Items] | ||
Total accrued taxes | $ 14,798 | $ 14,632 |
Income Taxes - Regional Income
Income Taxes - Regional Income (Loss) From Continuing Operations Before Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Domestic | $ (170,591) | $ (73,470) | $ (189,460) | $ (92,311) |
Foreign | 4,511 | (251,929) | 3,127 | (264,915) |
Loss before taxes and equity method (loss) income | $ (166,080) | $ (325,399) | $ (186,333) | $ (357,226) |
Leases - Narrative (Details)
Leases - Narrative (Details) | 6 Months Ended |
Jul. 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 | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Leases [Abstract] | ||||
Operating lease cost | $ 1,807 | $ 2,167 | $ 3,697 | $ 4,316 |
Short-term lease cost | 19 | 484 | 163 | 1,093 |
Sublease income | (140) | (162) | (296) | (320) |
Total lease cost | $ 1,686 | $ 2,489 | $ 3,564 | $ 5,089 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 28, 2024 | Jul. 30, 2023 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 4,035 | $ 4,280 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 2,428 | $ 2,696 |
Weighted-average remaining lease term–operating leases (in years) | 5 years 1 month 6 days | |
Weighted-average discount rate on remaining lease payments–operating leases | 7% |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
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 |
Operating lease right-of-use assets in "Other assets" | $ 23,501 | $ 23,870 |
Operating lease liabilities in "Accrued liabilities" | 6,599 | 6,560 |
Operating lease liabilities in "Other long-term liabilities" | 20,692 | 22,033 |
Total operating lease liabilities | $ 27,291 | $ 28,593 |
Leases - Maturity (Details)
Leases - Maturity (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Leases [Abstract] | ||
2025 (remaining six months) | $ 4,560 | |
2026 | 7,495 | |
2027 | 5,603 | |
2028 | 5,073 | |
2029 | 4,193 | |
Thereafter | 5,966 | |
Total lease payments | 32,890 | |
Less: imputed interest | (5,599) | |
Total | $ 27,291 | $ 28,593 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 14, 2022 | Mar. 25, 2022 | Jul. 28, 2024 | |
Environmental Issue | |||
Commitments and Contingencies [Line Items] | |||
Loss contingency, estimate of probable loss | $ 0.6 | ||
Aggregate payments towards remediation plan to date | 7.3 | ||
Minimum | Environmental Issue | |||
Commitments and Contingencies [Line Items] | |||
Loss contingency, estimate of probable loss | 7.9 | ||
Loss Contingency Accrual | 0.6 | ||
Maximum | Environmental Issue | |||
Commitments and Contingencies [Line Items] | |||
Loss contingency, estimate of probable loss | 9.4 | ||
Loss Contingency Accrual | $ 2.1 | ||
Denso Corporation | Sierra Wireless | |||
Commitments and Contingencies [Line Items] | |||
Loss Contingency, Damages Sought, Value | $ 84 | ||
Harman Becker Automotive Systems GmbH | Sierra Wireless | |||
Commitments and Contingencies [Line Items] | |||
Loss Contingency, Damages Sought, Value | $ 16 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Liability for Deferred Compensation (Details) (Details) - Deferred Compensation Plan For Officers And Executives - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Loss Contingencies [Line Items] | ||
Total deferred compensation liabilities under this plan | $ 37,175 | $ 39,700 |
Accrued liabilities | ||
Loss Contingencies [Line Items] | ||
Accrued liabilities | 4,015 | 7,412 |
Other long-term liabilities | ||
Loss Contingencies [Line Items] | ||
Other long-term liabilities | $ 33,160 | $ 32,288 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Jul. 28, 2024 | Jan. 28, 2024 |
Other Commitments [Line Items] | ||
Total cash surrender value of corporate-owned life insurance | $ 27,451 | $ 29,636 |
Other current assets | ||
Other Commitments [Line Items] | ||
Total cash surrender value of corporate-owned life insurance | 0 | 4,538 |
Other assets | ||
Other Commitments [Line Items] | ||
Total cash surrender value of corporate-owned life insurance | $ 27,451 | $ 25,098 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring expense | $ 1,541 | $ 9,761 | $ 3,810 | $ 11,821 |
Restructuring - Activity (Detai
Restructuring - Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Restructuring Reserve [Roll Forward] | ||||
Balance at January 28, 2024 | $ 6,277 | |||
Restructuring | $ 1,541 | $ 9,761 | 3,810 | $ 11,821 |
Cash payments | (8,035) | |||
Balance at July 28, 2024 | 2,052 | 2,052 | ||
One-time employee termination benefits | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at January 28, 2024 | 5,799 | |||
Restructuring | 3,706 | |||
Cash payments | (7,487) | |||
Balance at July 28, 2024 | 2,018 | 2,018 | ||
Other restructuring | ||||
Restructuring Reserve [Roll Forward] | ||||
Balance at January 28, 2024 | 478 | |||
Restructuring | 104 | |||
Cash payments | (548) | |||
Balance at July 28, 2024 | $ 34 | $ 34 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring | $ 1,541 | $ 9,761 | $ 3,810 | $ 11,821 |
Cost of sales | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring | 0 | 362 | 0 | 859 |
Restructuring | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring | $ 1,541 | $ 9,399 | $ 3,810 | $ 10,962 |
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 | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | Jan. 28, 2024 | |
Net sales | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 100% | 100% | 100% | 100% | |
Net sales | Frontek Technology Corporation (and affiliates) | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 13% | 13% | |||
Net sales | Trend-tek Technology Ltd. (and affiliates) | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 10% | 10% | |||
Accounts Receivable | Frontek Technology Corporation (and affiliates) | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 14% | 15% | |||
Accounts Receivable | Trend-tek Technology Ltd. (and affiliates) | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 12% |
Segment Information - Narrative
Segment Information - Narrative (Details) - segment | 6 Months Ended | 12 Months Ended |
Jul. 28, 2024 | Jan. 28, 2024 | |
Segment Reporting [Abstract] | ||
Number of operating segments | 3 | 4 |
Number of reportable segments | 3 |
Segment Information - Net Sales
Segment Information - Net Sales Activity by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Revenue from External Customer [Line Items] | ||||
Net sales | $ 215,355 | $ 238,372 | $ 421,460 | $ 474,911 |
Gross profit | $ 105,464 | $ 100,728 | $ 205,056 | $ 203,674 |
Net sales | Customer Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
Net sales | Product Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
Signal Integrity | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 59,434 | $ 46,126 | $ 117,733 | $ 87,017 |
Gross profit | $ 36,768 | $ 27,606 | $ 71,529 | $ 52,093 |
Signal Integrity | Net sales | Customer Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 28% | 19% | 28% | 18% |
Analog Mixed Signal and Wireless | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 79,311 | $ 69,989 | $ 154,655 | $ 129,608 |
Gross profit | $ 45,399 | $ 43,123 | $ 86,103 | $ 79,597 |
Analog Mixed Signal and Wireless | Net sales | Customer Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 37% | 29% | 37% | 27% |
IoT Systems and Connectivity | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 76,610 | $ 122,257 | $ 149,072 | $ 258,286 |
Gross profit | $ 27,111 | $ 47,349 | $ 54,205 | $ 101,157 |
IoT Systems and Connectivity | Net sales | Customer Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 35% | 52% | 35% | 55% |
Unallocated costs, including share-based compensation and amortization of acquired technology | ||||
Revenue from External Customer [Line Items] | ||||
Gross profit | $ (3,814) | $ (17,350) | $ (6,781) | $ (29,173) |
Segment Information - Net Sal_2
Segment Information - Net Sales Activity by Geographic Region (Details) - Net sales - Geographic Concentration Risk | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
Asia-Pacific | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 65% | 62% | 64% | 57% |
North America | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 21% | 24% | 22% | 28% |
Europe | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 14% | 14% | 14% | 15% |
Segment Information - Summary o
Segment Information - Summary of Sales Activity to Countries that Represented Greater than 10% of Total Net Sales (Details) - Geographic Concentration Risk - Net sales | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
China (including Hong Kong) | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 45% | 29% | 44% | 27% |
United States | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 20% | 23% | 20% | 25% |
Segment Information - Net Sal_3
Segment Information - Net Sales by Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 28, 2024 | Jul. 30, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | |
Revenue from External Customer [Line Items] | ||||
Net sales | $ 215,355 | $ 238,372 | $ 421,460 | $ 474,911 |
Net sales | Product Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
Product sales | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 185,966 | $ 210,196 | $ 363,455 | $ 417,577 |
Product sales | Net sales | Product Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 86% | 88% | 86% | 88% |
Service revenue | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ 29,389 | $ 28,176 | $ 58,005 | $ 57,334 |
Service revenue | Net sales | Product Concentration Risk | ||||
Revenue from External Customer [Line Items] | ||||
Concentration risk, percentage | 14% | 12% | 14% | 12% |
Stock Repurchase Program - Narr
Stock Repurchase Program - Narrative (Details) - USD ($) | Mar. 11, 2021 | Jul. 28, 2024 |
Equity [Abstract] | ||
Additional stock repurchase amount authorized | $ 350,000,000 | |
Remaining authorization under stock repurchase program | $ 209,400,000 |
Derivatives and Hedging Activ_3
Derivatives and Hedging Activities - Summary of Open Foreign Currency Contracts (Details) $ in Thousands, $ in Thousands | Jul. 28, 2024 USD ($) instrument | Jul. 28, 2024 CAD ($) instrument | Jan. 28, 2024 USD ($) instrument | Jan. 28, 2024 CAD ($) instrument |
Derivative [Line Items] | ||||
Number of Instruments | instrument | 4 | 4 | 10 | 10 |
Sell USD/Buy CAD Forward Contract | ||||
Derivative [Line Items] | ||||
Number of Instruments | instrument | 4 | 4 | 10 | 10 |
Sell Notional Value | Sell USD/Buy CAD Forward Contract | ||||
Derivative [Line Items] | ||||
Notional value | $ | $ 5,115 | $ 12,899 | ||
Buy Notional Value | Sell USD/Buy CAD Forward Contract | ||||
Derivative [Line Items] | ||||
Notional value | $ | $ 6,950 | $ 17,550 |
Derivatives and Hedging Activ_4
Derivatives and Hedging Activities - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jul. 28, 2024 | Jul. 30, 2023 | Apr. 30, 2023 | Jan. 29, 2023 | Jul. 28, 2024 | Jul. 30, 2023 | Jan. 28, 2024 | |
Triggering Event Two | |||||||
Derivative [Line Items] | |||||||
Variable rate spread | 3.58% | 3.44% | 3.58% | ||||
Secured Debt | Credit Agreement | Line of Credit | |||||||
Derivative [Line Items] | |||||||
Derivative term | 2 years 9 months | 5 years | |||||
Debt outstanding | $ 150,000 | $ 150,000 | $ 450,000 | $ 150,000 | |||
Interest Rate Swap | |||||||
Derivative [Line Items] | |||||||
Interest swap agreement | $ 2,800 | 2,445 | $ 5,595 | 4,590 | |||
Total Return Swap | |||||||
Derivative [Line Items] | |||||||
Interest swap agreement | $ 300 | $ 200 |
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 | Jul. 28, 2024 | Jan. 28, 2024 |
Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | $ 6,774 | $ 7,312 |
Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 862 | 178 |
Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | 80 | 0 |
Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | 0 | 7 |
Interest Rate Swap | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 6,774 | 7,144 |
Interest Rate Swap | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 862 | 178 |
Interest Rate Swap | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | 0 | 7 |
Foreign Exchange Contract | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 0 | 168 |
Foreign Exchange Contract | Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ 80 | $ 0 |