What changed in this filing

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Item 1. Financial Statements

2024-11-05 compared with 2024-05-08 · 175 added, 211 removed, 706 unchanged (35% of the section changed)

3 unchanged sentences

(Unaudited, in thousands except par value per share)

September 30,

2024 June 30,

4 unchanged sentences

Inventories 184,968 195,750

Contract assets 3,050 —

Other current assets 13,906 14,165

31 unchanged sentences

issued and outstanding:

none at March 31, 2024 and June 30, 2023

none at September 30, 2024 and June 30, 2024

Common shares, par value $ 0.002 per share:

1 unchanged sentence

issued and outstanding:

35,836 shares and 28,697 shares, respectively at March 31, 2024 and 34,811 shares and 27,654 shares, respectively at June 30, 2023

36,162 shares and 29,024 shares, respectively at September 30, 2024 and 36,107 shares and 28,969 shares, respectively at June 30, 2024

Treasury shares at cost:

7,139 shares at March 31, 2024 and 7,157 shares at June 30, 2023

7,138 shares at September 30, 2024 and 7,138 shares at June 30, 2024

( 79,213 ) ( 79,213 )

9 unchanged sentences

(Unaudited, in thousands except per share data)

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

Three Months Ended September 30,

Revenue $ 181,887 $ 180,633

7 unchanged sentences

Other income (loss), net ( 650 ) 26

Interest income (expense), net 271 5 774 ( 1,000 )

Interest income, net 453 229

Net income (loss) before income taxes ( 449 ) 9,636

Income tax expense 1,040 1,138

Net income (loss) before income (loss) from equity method investment ( 10,536 ) ( 17,427 ) ( 4,264 ) 11,935

Equity method investment income (loss) from equity investee ( 676 ) ( 1,480 ) ( 4,085 ) 1,533

Net income (loss) before loss from equity method investment ( 1,489 ) 8,498

Equity method investment loss from equity investee ( 1,007 ) ( 2,712 )

Net income (loss) $ ( 2,496 ) $ 5,786

9 unchanged sentences

(Unaudited, in thousands)

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

Three Months Ended September 30,

Net income (loss) $ ( 2,496 ) $ 5,786

Other comprehensive income (loss), net of tax

Other comprehensive loss, net of tax

Foreign currency translation adjustment ( 159 ) ( 5,407 )

6 unchanged sentences

Common Shares Treasury Shares Additional Paid-In Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Total Shareholders' Equity

Balance, December 31, 2022 34,181 $ 68 ( 6,616 ) $ ( 65,990 ) $ 316,141 $ ( 12,904 ) $ 662,359 $ 899,674

Exercise of common stock options and release of restricted stock units 611 1 — — 531 — — 532

Reissuance of treasury stock upon exercise of common stock options and release of RSUs — — 6 50 — — ( 50 ) —

Withholding tax on restricted stock units ( 217 ) — — — ( 5,556 ) — — ( 5,556 )

Repurchase of common shares under shares repurchase program — — ( 107 ) ( 2,665 ) — — — ( 2,665 )

Share-based compensation — — — — 10,432 — — 10,432

Net loss — — — — — — ( 18,907 ) ( 18,907 )

Foreign currency translation adjustment, net of tax — — — — — 3,748 — 3,748

Balance, March 31, 2023 34,575 $ 69 ( 6,717 ) $ ( 68,605 ) $ 321,548 $ ( 9,156 ) $ 643,402 $ 887,258

Common Shares Treasury Shares Additional Paid-In Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Total Shareholders' Equity

Balance, June 30, 2023 34,811 $ 70 ( 7,157 ) $ ( 79,365 ) $ 329,034 $ ( 8,111 ) $ 642,291 $ 883,919

Exercise of common stock options and release of restricted stock units 104 — — — 446 — — 446

Reissuance of treasury stock upon exercise of common stock options and release of RSUs — — 7 60 — — ( 60 ) —

Withholding tax on restricted stock units ( 12 ) — — — ( 383 ) — — ( 383 )

Issuance of shares under ESPP 137 — — — 4,080 — — 4,080

Repurchase of common shares under shares repurchase program — — ( 107 ) ( 2,665 ) — — — ( 2,665 )

Share-based compensation — — — — 918 — — 918

1 unchanged sentence

Foreign currency translation adjustment, net of tax — — — — — ( 5,407 ) — ( 5,407 )

Balance, March 31, 2023 34,575 $ 69 ( 6,717 ) $ ( 68,605 ) $ 321,548 $ ( 9,156 ) $ 643,402 $ 887,258

See accompanying notes to these condensed consolidated financial statements.

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(Unaudited, in thousands)

Common Shares Treasury Shares Additional Paid-In Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Total Shareholders' Equity

Balance, December 31, 2023 35,205 $ 70 ( 7,154 ) $ ( 79,343 ) $ 342,636 $ ( 13,937 ) $ 645,132 $ 894,558

Exercise of common stock options and release of restricted stock units 918 2 — — 1,053 — — 1,055

Reissuance of treasury stock upon exercise of common stock options and release of RSUs — 15 123 — — ( 123 ) —

Withholding tax on restricted stock units ( 287 ) — — — ( 6,741 ) — — ( 6,741 )

Issuance of shares under ESPP — — — — — — — —

Share-based compensation — — — — 8,465 — — 8,465

Net income — — — — — — ( 11,212 ) ( 11,212 )

Foreign currency translation adjustment, net of tax — — — — — 2,812 — 2,812

Balance, March 31, 2024 35,836 $ 72 ( 7,139 ) $ ( 79,220 ) $ 345,413 $ ( 11,125 ) $ 633,797 $ 888,937

Balance, September 30, 2023 34,903 $ 70 ( 7,157 ) $ ( 79,365 ) $ 330,015 $ ( 13,518 ) $ 648,077 $ 885,279

Common Shares Treasury Shares Additional Paid-In Capital Accumulated Other Comprehensive Loss

2 unchanged sentences

Exercise of common stock options and release of restricted stock units 73 — — — 91 — — 91

Reissuance of treasury stock upon exercise of common stock options and release of RSUs — — 18 145 — — ( 145 ) —

Withholding tax on restricted stock units ( 18 ) — — — ( 673 ) — — ( 673 )

Issuance of shares under ESPP 177 — — — 3,423 — — 3,423

Share-based compensation — — — — 6,902 — — 6,902

Net income — — — — — — ( 8,349 ) ( 8,349 )

— — — — — — ( 2,496 ) ( 2,496 )

Foreign currency translation adjustment, net of tax — — — — — ( 159 ) — ( 159 )

Balance, March 31, 2024 35,836 $ 72 ( 7,139 ) $ ( 79,220 ) $ 345,413 $ ( 11,125 ) $ 633,797 $ 888,937

Balance, September 30, 2024 36,162 $ 72 ( 7,138 ) $ ( 79,213 ) $ 359,429 $ ( 13,578 ) $ 628,562 $ 895,272

See accompanying notes to these condensed consolidated financial statements.

2 unchanged sentences

(Unaudited, in thousands)

Nine Months Ended March 31,

Three Months Ended September 30,

Cash flows from operating activities

2 unchanged sentences

Depreciation and amortization 14,562 12,951

Loss (income) from equity investment 4,085 ( 1,533 )

Loss from equity investment 1,007 2,712

Share-based compensation expense 6,902 918

1 unchanged sentence

Loss on disposal of property and equipment 15 6

Impairment of privately-held investment 100 —

Changes in operating assets and liabilities

1 unchanged sentence

Inventories 10,782 ( 4,504 )

Contract assets ( 3,050 ) —

Other current and long-term assets 137 ( 1,302 )

7 unchanged sentences

Purchases of property and equipment ( 6,918 ) ( 12,510 )

Proceeds from sale of property and equipment 357 27

Government grant related to equipment 180 —

2 unchanged sentences

Withholding tax on restricted stock units ( 673 ) ( 383 )

Proceeds from exercise of stock options and ESPP 5,650 4,631

Payment for repurchases of common shares — ( 2,665 )

Proceeds from borrowings — 8,632

Proceeds from exercise of stock options and released of restricted stock 91 446

Repayments of borrowings ( 2,897 ) ( 2,851 )

2 unchanged sentences

Effect of exchange rate changes on cash, cash equivalents and restricted cash 105 ( 135 )

Net decrease in cash, cash equivalents and restricted cash ( 21,008 ) ( 48,487 )

Net increase (decrease) in cash, cash equivalents and restricted cash 682 ( 1,821 )

Cash, cash equivalents and restricted cash at beginning of period 175,540 195,603

21 unchanged sentences

In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the results of operations for the periods presented have been included in the interim periods.

Operating results for the nine months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2024 or any other interim period.

Operating results for the three months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2025 or any other interim period.

The consolidated balance sheet at June 30, 2024 is derived from the audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2024.

5 unchanged sentences

Subsequently, the Company has accounted for its investment in the JV Company using the equity method of accounting.

As of June 30, 2023, the percentage of outstanding JV equity interest beneficially owned by the Company was reduced to 42.2 %.

In February 2024, the JV Company repurchased certain shares that were previously issued to employees under the employee equity incentive plan for $ 5.4 million, which

increased the Company’s percentage of equity ownership in the JV Company by 0.54 %.

As of March 31, 2024, the percentage of outstanding JV equity interest beneficially owned by the Company was 42.8 %.

As of September 30, 2024, the percentage of outstanding JV equity interest beneficially owned by the Company was 42.8 %.

Use of Estimates

1 unchanged sentence

GAAP requires the Company to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses.

To the extent there are material differences between these estimates and actual results, the Company's consolidated financial statements will be affected.

To the extent there are material differences between these estimates and actual results, the consolidated financial statements will be affected.

On an ongoing basis, the Company evaluates the estimates, judgments and assumptions including those related to stock rotation returns, price adjustments, allowance for doubtful accounts, inventory reserves, warranty accrual, income taxes, leases, share-based compensation, recoverability of and useful lives for property, plant and equipment and intangible assets.

The Company determines if an arrangement is a lease at inception.

Operating leases are included in operating lease right-of-use (“ROU”) assets, current operating lease liabilities and long-term operating lease liabilities on the Company's

Operating leases are included in operating lease right-of-use (“ROU”) assets, current operating lease liabilities and long-term operating lease liabilities on the consolidated balance sheets.

Finance leases are included in property, plant and equipment, finance lease liabilities and long-term finance leases liabilities on the consolidated balance sheets.

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

consolidated balance sheets.

Finance leases are included in property, plant and equipment, finance lease liabilities and long-term finance leases liabilities on the consolidated balance sheets.

Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date.

29 unchanged sentences

License and Development Revenue Recognition

In February 2023, the Company entered into a license agreement with a customer, pursuant to which the Company agreed to license its proprietary Silicon Carbide (SiC) technology to the customer and engineering and development services for 24 months for a total fee of $ 45.0 million, consisting of fees of $ 18.0 million, $ 6.8 million and $ 9.0 million paid to the Company in March 2023, July 2023 and February 2024, respectively, with the remaining amount to be paid upon the achievement of specified engineering services and product milestones.

In February 2023, the Company entered into a license agreement with a customer, pursuant to which the Company agreed to license its proprietary Silicon Carbide (SiC) technology to the customer and engineering and development services for 24 months for a total fee of $ 45.0 million, consisting of an upfront fee and milestone payments of $ 18.0 million, $ 6.8 million and $ 9.0 million paid to the Company in March 2023, July 2023 and February 2024, respectively, with the remaining amount to be paid upon the achievement of specified engineering services and product milestones.

The license and development fee is determined to be one performance obligation and is recognized over the 24 months during which the Company performs the engineering and development services.

The Company uses the input method to measure progress, which method represents a faithful depiction of the transfer of services.

During the three and nine months ended March 31, 2024, the Company recorded license and development revenue of $ 5.1 million and $ 16.2 million, respectively.

During the three and nine months ended March 31, 2023, the Company recorded $ 3.6 million of license and development revenue.

During the three months ended September 30, 2024 and 2023, the Company recorded license and development revenue of $ 5.6 million and $ 5.6 million, respectively.

The amount of contract liability is recorded as deferred revenue on the consolidated balance sheets.

As of March 31, 2024, the Company had recorded a total of $ 26.1 million of license and development revenue.

As of September 30, 2024, the Company had recorded a total of $ 36.8 million of license and development revenue.

When our performance under the contract precedes our receipt of consideration from the customer, and the receipt of consideration is conditional upon factors other than the passage of time, a contract asset is recorded.

In addition, the Company also entered an accompanying supply agreement to provide limited wafer supply to the customer.

Share-based Compensation Expense

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Share-based Compensation Expense

The Company maintains an equity-settled, share-based compensation plan to grant restricted share units and stock options.

7 unchanged sentences

The Company maintains restricted cash in connection with cash balances temporarily restricted for regular business operations.

These balances have been excluded from the Company’s cash and cash equivalents balance and are classified as restricted cash in the Company’s Condensed Consolidated Balance Sheets.

As of March 31, 2024 and June 30, 2023, the amount of restricted cash was $ 0.2 million and $ 0.4 million, respectively.

These balances have been excluded from the Company’s cash and cash equivalents balance and are classified as restricted cash in the Condensed Consolidated Balance Sheets.

As of September 30, 2024 and June 30, 2024, the amount of restricted cash was $ 0.2 million and $ 0.4 million, respectively.

Equity method investment

The Company uses the equity method of accounting when it has the ability to exercise significant influence, but not control, as determined in accordance with generally accepted accounting principles, over the operating and financial policies of the investee.

Effective December 1, 2021, the Company reduced its equity interest in the JV Company and no longer controls the JV Company.

As a result, beginning December 2, 2021, the Company records its investment under the equity method of accounting.

Effective December 1, 2021, the Company reduced its equity interest in the JV Company and no longer controlled the JV Company.

As a result, beginning December 2, 2021, the Company recorded its investment under the equity method of accounting.

Since the Company is unable to obtain accurate financial information from the JV Company in a timely manner, the Company records its share of earnings or losses of such affiliate on a one quarter lag.

17 unchanged sentences

Cash equivalents consist primarily of short-term bank deposits.

The carrying values of financial instruments such as cash and cash equivalents, accounts

The carrying values of financial instruments such as cash and cash equivalents, accounts receivable and accounts payable approximate their carrying values due to their short-term maturities.

The carrying value of the

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

receivable and accounts payable approximate their carrying values due to their short-term maturities.

The carrying value of the Company's debt is considered a reasonable estimate of fair value which is estimated by considering the current rates available to the Company for debt of the same remaining maturities, structure, credit risk and terms of the debts.

Company's debt is considered a reasonable estimate of fair value which is estimated by considering the current rates available to the Company for debt of the same remaining maturities, structure, credit risk and terms of the debts.

Government Grants

3 unchanged sentences

The Company records such grants either as a reduction of the related expense, a reduction of the cost of the related asset, or as other income depending upon the nature of the grant.

As a result of such grants, during the three and nine months ended March 31, 2024, the Company reduced property, plant and equipment by $ 0.4 million and $ 0.8 million, respectively.

During the three and nine months ended March 31, 2023, the Company reduced property, plant and equipment by nil and $ 0.6 million, and operating expenses by $ 0.0 million and $ 0.1 million, respectively.

As a result of such grants, during the three months ended September 30, 2024, the Company reduced property, plant and equipment by $ 0.2 million.

During the three months ended September 30, 2023, the Company did not receive any grants.

Accounting for income taxes

Income tax expense or benefit is based on income or loss before income taxes.

The Company’s interim period tax provision for (benefit from) income taxes is determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any, that arise during the period.

Each quarter, the Company updates its estimate of the annual effective tax rate, and if the estimated annual effective tax rate changes, the Company makes a cumulative adjustment in such period.

The Company’s quarterly tax provision and estimate of its annual effective tax rate are subject to variation due to several factors, including variability in accurately predicting its pre-tax income or loss and the mix of jurisdictions to which they relate, and changes in how the Company does business.

Deferred tax assets and liabilities are recognized principally for the expected tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts.

16 unchanged sentences

The Company considers evidence such as our past operating results, the existence of cumulative losses in recent years and our forecast of future taxable income.

The Financial Accounting Standards Board (FASB), issued guidance which clarifies the accounting for income taxes by prescribing a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized.

The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position.

The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position.

The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely to be realized upon ultimate settlement.

9 unchanged sentences

When evaluating long-lived assets, if the Company concludes that the estimated undiscounted cash flows attributable to the assets are less than their carrying value, the Company recognizes an impairment loss based on the excess of the carrying amount of the assets over their respective fair values, which could adversely affect its results of operations.

Comprehensive Income

Comprehensive income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources.

The Company's accumulated other comprehensive income consists of cumulative foreign currency translation adjustments.

Total comprehensive income is presented in the Condensed Consolidated Statements of Comprehensive Income.

Comprehensive Income (Loss)

Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources.

The Company’s accumulated other comprehensive income (loss) consists of cumulative foreign currency translation adjustments.

Total comprehensive income (loss) is presented in the condensed consolidated statements of comprehensive Income (loss).

Recent Accounting Pronouncements

12 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Equity Method Investment in Equity Investee

3 unchanged sentences

Also, the Company’s right to designate directors on the board of JV Company was reduced to three (3) out of seven (7) directors, from four (4) directors prior to the Transaction.

As a result of the Transaction and other factors, the Company no longer has a controlling financial interest in the JV Company and has determined that the JV Company was deconsolidated from the Company’s Consolidated Financial Statements effective as of the Closing Date.

As a result of the Transaction and other factors, the Company no longer has a controlling financial interest in the JV Company.

The JV Company was deconsolidated from the consolidated financial statements effective as of the Closing Date.

On December 24, 2021, the Company entered into a share transfer agreement with another third-party investor, pursuant to which the Company sold to this investor 1.1 % of outstanding equity interest held by the Company in the JV Company.

4 unchanged sentences

Following the closing of the Investment and as of June 30, 2022, the percentage of outstanding JV equity interest beneficially owned by the Company was reduced to 42.2 %.

In February 2024, the JV Company repurchased certain shares that were previously issued to employees under the employee equity incentive plan for $ 5.4 million, which increased the Company’s percentage of equity ownership in the JV Company by 0.54 %.

As of March 31, 2024, the percentage of outstanding JV equity interest beneficially owned by the Company was 42.8 %.

In February 2024, the JV Company repurchased certain shares that were previously issued to employees under the employee equity incentive plan, which increased the Company’s percentage of equity ownership in the JV Company by 0.54 %.

As of September 30, 2024 and June 30, 2024, the percentage of outstanding JV equity interest beneficially owned by the Company was 42.8 %.

The Company accounts for its investment in the JV Company as an equity method investment and reports its equity in earnings or loss of the JV Company on a three-month lag due to an inability to timely obtain financial information of the JV Company.

During the three and nine months ended March 31, 2024, the Company recorded a $ 0.7 million loss and $ 4.1 million loss of its equity share of the JV Company, respectively, using lag reporting.

During the three and nine months ended March 31, 2023, the Company recorded $ 1.5 million in loss and a $ 1.5 million income of its equity in income of the JV Company, respectively, using lag reporting.

During the three months ended September 30, 2024 and 2023, the Company recorded a $ 1.0 million loss and $ 2.7 million loss of its equity share of the JV Company, respectively, using lag reporting.

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

1 unchanged sentence

Related Party Transactions

As of March 31, 2024, the Company owned a 42.8 % equity interest in the JV Company, which, by definition, is a related party to the Company.

As of September 30, 2024, the Company owned a 42.8 % equity interest in the JV Company, which, by definition, is a related party to the Company.

The JV Company supplies 12-inch wafers and provides assembly and testing services to AOS.

AOS previously sold 8-inch wafers to the JV Company for further assembly and testing services until January 1, 2023, when it changed to consign the 8-inch wafers to the JV Company.

Due to the right of offset of receivables and payables with the JV Company, as of March 31, 2024, AOS recorded the net amount of $ 14.3 million as payable related to equity investee, net, in the Condensed Consolidated Balance Sheet.

The purchases by AOS for the three and nine months ended March 31, 2024 were $ 22.4 million and $ 80.8 million, respectively, and the sales by AOS for the three and nine months ended March 31, 2024 were $ 2.6 million and $ 6.3 million, respectively.

The purchases by AOS for the three and nine months ended March 31, 2023 were $ 20.2 million and $ 106.1 million, respectively, and the sales by AOS for the three and nine months ended March 31, 2023 were $ 4.0 million and $ 34.4 million, respectively.

Due to the right of offset of receivables and payables with the JV Company, as of September 30, 2024, AOS recorded the net amount of $ 17.2 million as payable related to equity investee, net, in the Condensed Consolidated Balance Sheet.

The purchases by AOS for the three months ended September 30, 2024 and 2023 were $ 28.3 million and $ 29.8 million, respectively, and the sales by AOS for the three months ended September 30, 2024 and 2023 were $ 2.2 million and $ 0.8 million, respectively.

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

2 unchanged sentences

The following table presents the calculation of basic and diluted net income (loss) per share attributable to common shareholders:

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

Three Months Ended September 30,

(in thousands, except per share data)

9 unchanged sentences

29,004 29,786

Net income (loss) per share:

Net income (loss) per common share:

Basic $ ( 0.09 ) $ 0.21

Diluted $ ( 0.09 ) $ 0.19

The following potential dilutive securities were excluded from the computation of diluted net income (loss) per share as their effect would have been anti-dilutive:

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

(in thousands) (in thousands)

The following potential dilutive securities were excluded from the computation of diluted net income (loss) per common share as their effect would have been anti-dilutive:

Three Months Ended September 30,

(in thousands)

Employee stock options and RSUs 2,583 63

ESPP 1,008 767 1,046 279

Total potential dilutive securities 3,287 233

8 unchanged sentences

Summarized below are individual customers whose revenue or accounts receivable balances were 10% or higher than the respective total consolidated amounts:

Three Months Ended March 31, Nine Months Ended March 31,

Three Months Ended September 30,

Percentage of revenue 2024 2023

1 unchanged sentence

Customer B 51.5 % 46.6 %

Customer D * 17.9 % * 14.1 %

September 30,

2024 June 30,

Percentage of accounts receivable

Customer A * 15.3 %

Customer B 51.0 % *

6 unchanged sentences

Accounts receivable, net:

September 30,

2024 June 30,

4 unchanged sentences

Accounts receivable, net $ 24,591 $ 12,546

September 30,

2024 June 30,

5 unchanged sentences

Other current assets:

September 30,

2024 June 30,

7 unchanged sentences

Interest receivable 399 383

Short term deposit 187 21

Other receivables 2,694 2,697

3 unchanged sentences

Property, plant and equipment, net:

September 30,

2024 June 30,

13 unchanged sentences

Intangible assets, net:

September 30,

2024 June 30,

13 unchanged sentences

Other long-term assets:

September 30,

2024 June 30,

9 unchanged sentences

Accrued liabilities:

September 30,

2024 June 30,

12 unchanged sentences

Short-term customer deposits are payments received from customers for securing future product shipments.

As of March 31, 2024, $ 10.0 million were from Customer A, $ 8.9 million were from Customer B, and $ 14.2 million were from other customers.

As of September 30, 2024, $ 9.0 million were from Customer A, $ 5.5 million were from Customer B, and $ 11.1 million were from other customers.

As of June 30, 2024, $ 9.0 million were from Customer A, $ 8.9 million were from Customer B, and $ 14.3 million were from other customers.

The activities in the warranty accrual, included in accrued liabilities, are as follows:

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands)

6 unchanged sentences

The activities in the stock rotation accrual, included in accrued liabilities, are as follows:

Nine Months Ended March 31,

Three Months Ended September 30,

(in thousands)

4 unchanged sentences

Other long-term liabilities:

September 30,

2024 June 30,

1 unchanged sentence

Customer deposits $ 14,661 $ 19,661

Computer software liabilities 1,223 4,644

Other long-term liabilities $ 14,661 $ 19,661

Customer deposits are payments received from customers for securing future product shipments.

As of March 31, 2024, $ 12.0 million were from Customer A, $ 3.0 million were from Customer B, and $ 7.4 million were from other customers.

As of September 30, 2024, $ 8.0 million were from Customer A, $ 2.0 million were from Customer B, and $ 4.7 million were from other customers.

As of June 30, 2024, $ 12.0 million were from Customer A, $ 2.0 million were from Customer B, and $ 5.7 million were from other customers.

3 unchanged sentences

Short-term borrowings

In March 2024, one of the Company's subsidiaries in China entered into a line of credit facility with Bank of Communications Limited in China.

In March 2024, Bank of Communications Limited in China provided a line of credit facility to one of the Company’s

subsidiaries in China.

The purpose of the credit facility is to provide working capital borrowings.

The Company could borrow up to approximately RMB 140 million or $ 20.0 million based on currency exchange rate between RMB and U.S.

Dollar on March 31, 2024 with a maturity date of March 15, 2025.

As of March 31, 2024, there was no outstanding balance for this loan.

In December 2023, one of the Company's subsidiaries in China entered into a line of credit facility with Industrial and Commercial Bank of China.

Dollar on September 30, 2024 with a maturity date of March 15, 2025.

As of September 30, 2024, there was no outstanding balance for this loan.

In December 2023, Industrial and Commercial Bank of China provided a line of credit facility to one of the Company’s

subsidiaries in China.

The purpose of the credit facility was to provide working capital borrowings.

The Company could borrow up to approximately RMB 72.0 million, or $ 10.3 million based on currency exchange rate between RMB and U.S.

Dollar on December 31, 2023, with a maturity date of December 31, 2024.

As of March 31, 2024, there was no outstanding balance for this loan .

In September 2023, one of the Company's subsidiaries in China entered into a line of credit facility with China Construction Bank.

Dollar on September 30, 2024, with a maturity date of December 31, 2024.

As of September 30, 2024, there was no outstanding balance for this loan.

In September 2023, China Construction Bank provided a line of credit facility to one of the Company’s subsidiaries in

The purpose of the credit facility is to provide working capital borrowings.

1 unchanged sentence

Dollar on September 30, 2024 with a maturity date of September 8, 2025.

As of March 31, 2024, there was no outstanding balance for this loan.

As of September 30, 2024, there was no outstanding balance for this loan.

Accounts Receivable Factoring Agreement

On August 9, 2019, one of the Company's wholly-owned subsidiaries (the “Borrower”) entered into a factoring agreement with the Hongkong and Shanghai Banking Corporation Limited (“HSBC”), whereby the Borrower assigns certain of its accounts receivable with recourse.

On August 9, 2019, one of the Company’s wholly-owned subsidiaries (the “Borrower”) entered into a factoring agreement with Hongkong and Shanghai Banking Corporation Limited (“HSBC”), whereby the Borrower assigns certain of its accounts receivable with recourse.

This factoring agreement allows the Borrower to borrow up to 70 % of the net amount of its eligible accounts receivable of the Borrower with a maximum amount of $ 30.0 million.

6 unchanged sentences

Other terms remain the same.

As of March 31, 2024, the Borrower was in compliance with these covenants.

As of March 31, 2024, there was no outstanding balance and the Company had unused credit of approximately $ 8.0 million.

As of September 30, 2024, the Borrower was in compliance with these covenants.

As of September 30, 2024, there was no outstanding balance and the Company had unused credit of approximately $ 8.0 million.

Debt financing

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The purchase price of this hardware was $ 0.2 million.

The financing arrangement is secured by this equipment and other equipment which had the net book value of $ 14.0 million as of March 31, 2024.

As of March 31, 2024, the outstanding balance of this debt financing was $ 9.8 million.

The financing arrangement is secured by this equipment and other equipment which had the net book value of $ 13.2 million as of September 30, 2024.

As of September 30, 2024, the outstanding balance of this debt financing was $ 8.5 million.

Long-term bank borrowings

On August 18, 2021, Jireh entered into a term loan agreement with a financial institution (the “Bank”) in an amount up to $ 45.0 million for the purpose of expanding and upgrading the Company’s fabrication facility located in Oregon.

The obligation under the loan agreement is secured by substantially all assets of Jireh and guaranteed by the Company.

The agreement has a

The obligation

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

5.5 year term and matures on February 16, 2027.

under the loan agreement is secured by substantially all assets of Jireh and guaranteed by the Company.

The agreement has a 5.5 year term and matures on February 16, 2027.

Jireh is required to make consecutive quarterly payments of principal and interest.

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Jireh drew down $ 45.0 million on February 16, 2022 with the first payment of principal beginning in October 2022.

As of March 31, 2024, Jireh was in compliance with these covenants and the outstanding balance of this loan wa s $ 31.5 million.

As of September 30, 2024, Jireh was in compliance with these covenants and the outstanding balance of this loan wa s $ 27.0 million.

Maturities of short-term debt and long-term debt were as follows (in thousands):

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The Company evaluates contracts for lease accounting at contract inception and assesses lease classification at the lease commencement date.

Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities and operating lease liabilities - long-term on the Company's Condensed Consolidated Balance Sheets.

Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities and operating lease liabilities - long-term on the Condensed Consolidated Balance Sheets.

Finance leases are included in property, plant and equipment, finance lease liabilities and finance lease liabilities-long-term on the Condensed Consolidated Balance Sheets.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

Three Months Ended September 30,

Operating leases:

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Supplemental balance sheet information related to the Company’s operating and finance leases is as follows (in thousands, except lease term and discount rate):

March 31, 2024 June 30,

September 30, 2024 June 30,

Operating Leases :

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Supplemental cash flow information related to the Company’s operating and finance leases is as follows (in thousands):

Nine Months Ended March 31,

Three Months Ended September 30,

Cash paid from amounts included in the measurement of lease liabilities:

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Operating lease right-of-use assets obtained in exchange for lease obligations $ 832 $ 3,588

Future minimum lease payments are as follows as of March 31, 2024 (in thousands):

Future minimum lease payments are as follows as of September 30, 2024 (in thousands):

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

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2028 4,314 191

2028 3,691 191

Thereafter 5,274 —

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Shareholders’ Equity and Share-based Compensation

Share Repurchase

In September 2017, the Board of Directors approved a repurchase program (the “Repurchase Program”) that allowed the Company to repurchase its common shares from the open market pursuant to a pre-established Rule 10b5-1 trading plan or through privately negotiated transactions up to an aggregate of $ 30.0 million.

The amount and timing of any repurchases under the Repurchase Program depend on a number of factors, including but not limited to, the trading price, volume and availability of the Company’s common shares.

Shares repurchased under this program are accounted for as treasury shares and the total cost of shares repurchased is recorded as a reduction of shareholders' equity.

From time to time, treasury shares may be reissued as part of the Company’s share-based compensation programs.

Gains on re-issuance of treasury stock are credited to additional paid-in capital;

losses are charged to additional paid-in capital to offset the net gains, if any, from previous sales or re-issuance of treasury stock.

Any remaining balance of the losses is charged to retained earnings.

As of March 31, 2024, no remaining amount was available under the share repurchase program.

Time-based Restric ted Stock Units ( “ TRSU ” )

The following table summarizes the Company's TRSU activities for the nine months ended March 31, 2024:

Number of Restricted Stock

Units Weighted Average

Time-based Restric ted Stock Units ( “ TRSUs ” )

The following table summarizes the Company’ TRSU activities for the three months ended September 30, 2024:

Number of Time-based Restricted Stock

Weighted Average

Grant Date Fair

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Forfeited ( 16,838 ) $ 29.17

Nonvested at March 31, 2024 1,518,659 $ 29.14 1.85 $ 33,471,244

Market-based Restricted Stock Units ( “ MSU ” )

Nonvested at September 30, 2024 1,417,886 $ 29.29 1.49 $ 52,631,928

Market-based Restricted Stock Units ( “ MSUs ” )

In December 2021, the Company granted 1.0 million market-based restricted stock units (“MSUs”) to certain personnel.

The number of shares to be earned at the end of performance period was determined based on the Company’s achievement of specified stock prices and revenue thresholds during the performance period from January 1, 2022 to December 31, 2024 as well as the recipients remaining in continuous service with the Company through such period.

The MSU vests in four equal annual installments after the end of performance period.

The MSUs vest in four equal annual installments after the end of performance period.

The Company estimated the grant date fair values of its MSUs using a Monte-Carlo simulation model.

On September 19, 2023, the Compensation Committee of the Board approved a modification of the terms of MSUs to extend the performance period through December 31, 2025, changed the commencement date for the four-year time-based service period January 1, 2025, and reduced the achievement of specified stock prices and revenue thresholds.

In September 2023, the Company determined it was no longer probable that it would achieve the minimum revenue threshold specified in the awards.

Therefore, the Company reversed all of the previously recognized expenses of $ 6.4 million for these MSUs.

In addition, on September 19, 2023, the Compensation Committee of the Board approved a modification of the terms of MSUs to extend the performance period through December 31, 2025, changed the commencement date for the four-year time-based service period to January 1, 2026, and reduced the achievement of specified stock prices and revenue thresholds.

The fair value of these MSUs was revalued to reflect the change using a Monte-Carlo simulation model.

In June 2024, the Company determined it was no longer probable that the revenue thresholds for the modified MSU would be achieved.

Therefore, the Company reversed $ 2.4 million in the June 2024 quarter that was recorded during the fiscal year 2024 related to the modification on September 19, 2023.

On August 8, 2024, the Compensation Committee of the Board approved a modification of the terms of MSUs to extend the performance period through December 31, 2026, change the commencement date for the four-year time-based service period to January 1, 2027, and reduce the revenue thresholds.

The fair value of these MSUs was revalued to reflect the change using a Monte-Carlo simulation model with the following assumptions:

risk-free interest rate of 3.93 %, expected term of 2.40 years, expected volatility of 57.81 % and dividend yield of 0 %.

The Company recognizes the total compensation cost of the modified MSUs beginning on the modification date over the remaining requisite service periods.

The Company recorded $ 1.1 million of expenses for the three months ended March 31, 2024, and a negative $ 4.0 million of expenses for the nine months ended March 31, 2024 due to a $ 6.4 million of reversal of the prior recognized expenses.

The Company recorded $ 2.1 million and $ 6.2 million of expenses for the three and nine months ended March 31, 2023, respectively.

The Company recorded $ 0.8 million of expenses for the three months ended September 30, 2024, and a negative $ 6.3 million of expenses for the three months ended September 30, 2023.

During the quarter ended September 30, 2018, the Company granted 1.3 million MSUs to certain personnel.

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The fair value of these MSUs was recalculated to reflect the change as of August 31, 2020 and the unrecognized compensation amount was adjusted to reflect the increase in fair value.

The Company recorded $ 0.2 million and $ 0.8 million of expenses for MSUs during the three and nine months ended March 31, 2024, respectively, and $ 0.3 million and $ 3.6 million of expenses for MSUs during the three and nine months ended March 31, 2023.

The Company recorded $ 0.2 million and $ 0.3 million of expenses for MSUs during the three months ended September 30, 2024 and 2023, respectively.

The following table summarizes the Company’ MSUs activities for the three months ended September 30, 2024:

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the Company's MSUs activities for the nine months ended March 31, 2024:

Number of Performance-based Restricted Stock

Units Weighted Average

Number of Market-based Performance-based Restricted Stock

Weighted Average

Grant Date Fair

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Nonvested at June 30, 2024 1,727,000 $ 28.15 2.83 $ 64,537,990

Granted — $ —

Vested ( 275,000 ) $ 5.17

Forfeited ( 8,000 ) $ —

Nonvested at March 31, 2024 1,823,000 $ 28.86 3.12 $ 40,178,920

Nonvested at September 30, 2024 1,719,000 $ 28.05 3.10 $ 63,809,280

Performance-based Restricted Stock Units (“PRSUs”)

In March each year since year 2017, the Company granted PRSUs to certain personnel.

In March of each year since year 2017, the Company granted PRSUs to certain personnel.

The number of shares to be earned under the PRSUs is determined based on the level of attainment of predetermined financial goals.

The PRSUs vest in four equal annual installments from the first anniversary date after the grant date if certain predetermined financial goals were met.

The Company recorded approximately $ 0.8 million and $ 2.0 million of expe ns e for these PRSUs during the three and nine months ended March 31, 2024, respectively, and $ 1.4 million and $ 4.1 million and for the three and nine months ended March 31, 2023, respectively.

The following table summarizes the Company’s PRSUs activities for the nine months ended March 31, 2024:

The Company recorded approximately $ 0.9 million and $ 0.4 million of expe ns e for these PRSUs during the three months ended September 30, 2024 and 2023, respectively.

The following table summarizes the Company’s PRSUs activities for the three months ended September 30, 2024:

Number of Performance-based Restricted Stock

5 unchanged sentences

Nonvested at June 30, 2024 344,125 $ 30.69 1.73 $ 12,859,951

Granted 209,250 $ 21.55

Vested ( 123,632 ) $ 30.50

Forfeited ( 258,957 ) $ 26.41

Nonvested at March 31, 2024 353,375 $ 30.71 1.98 $ 7,788,385

Nonvested at September 30, 2024 344,125 $ 30.69 1.47 $ 12,773,920

Stock Options

The Company did no t grant any stock options during the nine months ended March 31, 2024 and 2023.

The following table summarizes the Company's stock option activities for the nine months ended March 31, 2024:

The Company did no t grant any stock options during the three months ended September 30, 2024 and 2023.

The following table summarizes the Company’s stock option activities for the three months ended September 30, 2024:

Weighted Average

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Exercised ( 10,000 ) $ 9.07 $ 265,267

Outstanding at March 31, 2024 20,000 $ 8.86 0.30 $ 263,600

Options vested and expected to vest 20,000 $ 8.86 0.30 $ 263,600

Exercisable at March 31, 2024 20,000 $ 8.86 0.30 $ 263,600

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Outstanding at September 30, 2024 0 0.00 0.00 $ 0.00

Employee Share Purchase Plan (“ESPP”)

The assumptions used to estimate the fair values of common shares issued under the ESPP were as follows:

Nine Months Ended March 31,

Three Months Ended September 30,

Volatility rate 53.0 %

2 unchanged sentences

Dividend yield 0 %

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Share-based Compensation Expense

The total share-based compensation expense recognized in the Condensed Consolidated Statements of Income for the periods presented was as follows:

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

(in thousands) (in thousands)

Three Months Ended September 30,

(in thousands)

Cost of goods sold $ 1,015 $ 212

2 unchanged sentences

$ 6,902 $ 918

As of March 31, 2024, total unrecognized compensation cost under the Company's equity plans was $ 55.0 million, which is expected to be recognized over a weighted-average period of 2.5 years.

The Company recognized income tax expense of approximately $ 0.6 million and $ 2.5 million for the three months ended March 31, 2024 and 2023, respectively.

The income tax expense of $ 0.6 million for the three months ended March 31, 2024 included a $ 0.1 million discrete tax expense.

The income tax expense of $ 2.5 million for the three months ended March 31, 2023 included a $ 0.03 million discrete tax expense.

Excluding the discrete income tax items, the income tax expense for the three months ended March 31, 2024 and 2023 was $ 0.6 million and $ 2.5 million, respectively, and the effective tax rate for the three months ended March 31, 2024 and 2023 was ( 5.3 )% and ( 15.2 )%, respectively.

The changes in the tax expense and effective tax rate between the periods resulted primarily from changes in the mix of earnings in various geographic jurisdictions between the current year and the same period of last year as well as from reporting pretax book loss of $ 10.6 million for the three months ended March 31, 2024 as compared to $ 16.4 million of pretax book loss for the three months ended March 31, 2023.

The Company recognized income tax expense of approximately $ 2.6 million and $ 5.6 million for the nine months ended March 31, 2024 and 2023, respectively.

The income tax expense of $ 2.6 million for the nine months ended March 31, 2024 included a $ 0.2 million discrete tax expense.

The income tax expense of $ 5.6 million for the nine months ended March 31, 2023 included a $ 0.1 million discrete tax expense.

Excluding the discrete income tax items, income tax expense for the nine months ended March 31, 2024 and 2023 was $ 2.5 million and $ 5.4 million, respectively, and the effective tax rate for the nine months ended March 31, 2024 and 2023 was ( 43.4 )% and 28.4 %, respectively.

The changes in the tax expense and effective tax rate between the periods resulted primarily from changes in the mix of earnings in various geographic jurisdictions between the current year and the same period of last year as well as from reporting pretax book loss of $ 5.7 million for the the nine months ended March 31, 2024 as compared to $ 19.0 million of pretax book income for the nine months ended March 31, 2023.

As of September 30, 2024, total unrecognized compensation cost under the Company’s share-based compensation plans was $ 49.8 million, which is expected to be recognized over a weighted-average period of 3.0 years.

The Company recognized income tax expense of approximately $ 1.0 million and $ 1.1 million for the three months ended September 30, 2024 and 2023, respectively.

The income tax expense of $ 1.0 million for the three months ended September 30, 2024 included a $ 0.08 million discrete tax expense.

The income tax expense of $ 1.1 million for the three months ended September 30, 2023 included a $ 0.05 million discrete tax expense.

Excluding the discrete income tax items, the income tax expense for the three months ended September 30, 2024 and 2023 was $ 1.0 million and $ 1.1 million, respectively, and the effective tax rate for the three months ended September 30, 2024 and 2023 was ( 65.8 )% and 15.7 %, respectively.

The changes in the tax expense and effective tax rate between the periods resulted primarily from changes in the mix of earnings in various geographic jurisdictions between the current year and the same period of last year as well as from reporting pretax book loss of $ 1.5 million for the three months ended September 30, 2024 as compared to $ 6.9 million of pretax book income for the three months ended September 30, 2023.

The Company files its income tax returns in the United States and in various foreign jurisdictions.

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The tax years 2018 to 2024 remain open to examination by foreign tax authorities.

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The Company’s income tax returns are subject to examinations by the Internal Revenue Service and other tax authorities in various jurisdictions.

1 unchanged sentence

These assessments can require considerable estimates and judgments.

As of March 31, 2024, the gross amount of unrecognized tax benefits was approximately $ 9.5 million, of which $ 6.4 million, if recognized, would reduce the effective income tax rate in future periods.

As of September 30, 2024, the gross amount of unrecognized tax benefits was approximately $ 10.1 million, of which $ 6.9 million, if recognized, would reduce the effective income tax rate in future periods.

If the Company’s estimate of income tax liabilities proves to be less than the ultimate assessment, then a further charge to expense would be required.

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The Company does not anticipate any material changes to its uncertain tax positions during the next twelve months.

Tax Cuts and Jobs Act", Enacted December 22, 2017

On December 22, 2017, the United States enacted tax reform legislation through the Tax Cuts and Jobs Act (“the Tax Act”), which significantly changes the existing U.S.

tax laws, including, but not limited to, (1) a reduction in the corporate tax rate from 35% to 21%, (2) a shift from a worldwide tax system to a territorial system, (3) eliminating the corporate alternative minimum tax (AMT) and changing how existing AMT credits can be realized, (4) bonus depreciation that will allow for full expensing of qualified property, (5) creating a new limitation on deductible interest expense and (6) changing rules related to uses and limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017.

The Company is not currently subject to the Base Erosion and Anti-Abuse (BEAT) tax, which is a tax imposed on certain entities who make payments to their non U.S.

affiliates, where such payments reduce the U.S.

The BEAT tax is imposed at a rate of 10% on Adjusted Taxable Income, excluding certain payments to foreign related entities.

It is an incremental tax over and above the corporate income tax and is recorded as a period cost.

It is possible that this tax could be applicable in future periods, which would cause an increase to the effective tax rate and cash taxes.

“The Chip and Science Act of 2022”, Enacted August 2, 2022

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In August 2022 the United States enacted tax legislation through the Inflation Reduction Act (IRA).

The IRA introduces a 15% corporate alternative minimum tax (CAMT) for corporations whose average annual adjusted financial statement income (AFSI) for any consecutive three-tax-year period preceding the applicable tax year exceeds $1 billion.

The IRA introduces a 15% corporate alternative minimum tax (CAMT) for corporations whose average annual adjusted financial statement income (AFSI) for

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

any consecutive three-tax-year period preceding the applicable tax year exceeds $1 billion.

The CAMT is effective for tax years beginning after 31 December 2022.

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If we become subject to the Bermuda CIT, we may be subject to additional income taxes, which may adversely affect our financial position, results of operations and our overall business.

Altera Litigation

On July 27, 2015, in Altera Corp.

Commissioner, the U.S.

Tax Court issued an opinion related to the treatment of stock-based compensation expense in an intercompany cost-sharing arrangement.

In the July 2015 ruling, the Tax Court concluded that the sharing of the cost of employee stock compensation in a company’s cost-sharing arrangement was invalid under the U.S.

Administrative Procedures Act.

In June 2019, a panel of the Ninth Circuit of the U.S.

Court of Appeals reversed this decision.

In July 2019, Altera petitioned U.S.

Court of Appeals for the Ninth Circuit to hold an en banc rehearing of the case.

The petition was subsequently denied by the Ninth Circuit.

Altera appealed the case to the U.S.

Supreme Court in February 2020, but the U.S.

Supreme Court declined to hear the case in June 2020, leaving intact the U.S.

Court of Appeals for the Ninth Circuit’s decision.

AOS has not recorded any benefit related to the Altera Corporation Tax Court decision in any period through September 30, 2024.

The Company will continue to monitor ongoing developments and potential impact to its financial statements.

ALPHA AND OMEGA SEMICONDUCTOR LIMITED

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The revenue by geographical location in the following tables is based on the country or region in which the products were shipped to:

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

(in thousands) (in thousands)

Three Months Ended September 30,

(in thousands)

Hong Kong $ 153,495 $ 141,206

5 unchanged sentences

The following is a summary of revenue by product type:

Three Months Ended March 31, Nine Months Ended March 31,

2024 2023 2024 2023

(in thousands) (in thousands)

Three Months Ended September 30,

(in thousands)

Power discrete $ 122,454 $ 121,500

5 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Long-lived assets, net consisting of property, plant and equipment and operating lease right-of-use assets, net by geographical area are as follows:

Long-lived assets, net consisting of property, plant and equipment and land use rights, as well as operating lease right-of-use assets, net by geographical area are as follows:

September 30,

2024 June 30,

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Purchase Commitments

As of March 31, 2024 and June 30, 2023, the Company had approximately $ 101.2 million and $ 127.5 million, respectively, of outstanding purchase commitments primarily for purchases of semiconductor raw materials, wafers, spare parts, packaging and testing services and others.

As of March 31, 2024 and June 30, 2023, the Company had approximately $ 10.5 million and $ 9.7 million, respectively, of capital commitments for the purchase of property and equipment.

As of September 30, 2024 and June 30, 2024, the Company had approximately $ 107.4 million and $ 100.8 million, respectively, of outstanding purchase commitments primarily for purchases of semiconductor raw materials, wafers, spare parts, packaging and testing services and others.

As of September 30, 2024 and June 30, 2024, the Company had approximately $ 6.3 million and $ 6.9 million, respectively, of capital commitments for the purchase of property and equipment.

Other Commitments

6 unchanged sentences

Department of Justice (“DOJ”) commenced an investigation into the Company’s compliance with export control regulations relating to its business transactions with Huawei and its affiliates (“Huawei”), which were added to the “Entity List” maintained by the Department of Commerce (“DOC”) on May 16, 2019.

The Company cooperated fully with federal authorities in the investigation, including responding to requests for documents, information and interviews from DOJ in connection with the investigation.

In connection with this investigation, DOC requested the Company to suspend shipments of its products to Huawei, and the Company complied with such request.

The Company cooperated fully with federal authorities in the investigation, including responding to requests for documents, information and interviews from the DOJ in connection with the investigation.

In connection with this investigation, the DOC requested the Company to suspend shipments of its products to Huawei, and the Company complied with such request.

The Company has not shipped any product to Huawei after December 31, 2019.

On January 19, 2024, DOJ informed the Company that it has closed such investigation without any charges.

On January 19, 2024, the DOJ informed the Company that it has closed such investigation without any charges.

The Company continues to cooperate with the DOC in the ongoing civil investigation.

DOC has not informed the Company of any specific timeline or schedule under which DOC will complete its review.

The DOC has not informed the Company of any specific timeline or schedule under which the DOC will complete its review.

The Company is a party to a variety of agreements contracted with various third parties.

3 unchanged sentences

Further, the Company's obligations under these agreements may be limited in time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments made by it under these agreements.

The Company has not historically paid or recorded any material indemnifications, and no accrual was made at March 31, 2024 and June 30, 2023.

The Company has not historically paid or recorded any material indemnifications, and no accrual was made at September 30, 2024 and June 30, 2024.

The Company has agreed to indemnify its directors and certain employees as permitted by law and pursuant to its Bye-laws, and has entered into indemnification agreements with its directors and executive officers.

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements