Item 1. Financial Statements
Item 1. Financial Statements
ARLO TECHNOLOGIES, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
As of
September 29,
2024 December 31,
2023
(In thousands, except share and per share data)
ASSETS
Current assets:
Cash and cash equivalents $ 77,032 $ 56,522
Short-term investments 69,542 79,974
Accounts receivable, net 68,567 65,360
Inventories 51,975 38,408
Prepaid expenses and other current assets 12,424 10,271
Total current assets 279,540 250,535
Property and equipment, net 4,436 4,761
Operating lease right-of-use assets, net 9,510 11,450
Goodwill 11,038 11,038
Restricted cash 3,654 4,131
Other non-current assets 4,197 3,623
Total assets $ 312,375 $ 285,538
LIABILITIES AND STOCKHOLDERS ’ EQUITY
Current liabilities:
Accounts payable $ 93,745 $ 55,201
Deferred revenue 24,596 18,041
Accrued liabilities 78,933 88,209
Total current liabilities 197,274 161,451
Non-current operating lease liabilities 14,479 17,021
Other non-current liabilities 3,713 3,790
Total liabilities 215,466 182,262
Commitments and contingencies (Note 8)
Stockholders’ Equity:
Preferred stock: $ 0.001 par value; 50,000,000 shares authorized; none issued or outstanding
— —
Common stock: $ 0.001 par value; 500,000,000 shares authorized; shares issued and outstanding: 100,321,524 at September 29, 2024 and 95,380,281 at December 31, 2023
100 95
Additional paid-in capital 489,677 470,322
Accumulated other comprehensive income
236 320
Accumulated deficit ( 393,104 ) ( 367,461 )
Total stockholders’ equity 96,909 103,276
Total liabilities and stockholders’ equity $ 312,375 $ 285,538
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
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ARLO TECHNOLOGIES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands, except per share data)
Revenue:
Products $ 75,784 $ 78,961 $ 210,463 $ 210,770
Services 61,883 51,042 178,851 145,313
Total revenue 137,667 130,003 389,314 356,083
Cost of revenue:
Products 74,820 73,335 204,080 197,520
Services 14,431 13,529 42,584 38,349
Total cost of revenue 89,251 86,864 246,664 235,869
Gross profit 48,416 43,139 142,650 120,214
Operating expenses:
Research and development 17,562 16,829 57,916 52,197
Sales and marketing 17,832 15,863 52,900 48,137
General and administrative 17,052 12,460 57,830 43,089
Others 1,423 263 2,868 1,236
Total operating expenses 53,869 45,415 171,514 144,659
Loss from operations ( 5,453 ) ( 2,276 ) ( 28,864 ) ( 24,445 )
Interest income, net 1,400 1,175 4,281 2,736
Other income (loss), net ( 57 ) 10 ( 100 ) 23
Loss before income taxes
( 4,110 ) ( 1,091 ) ( 24,683 ) ( 21,686 )
Provision for income taxes 329 29 960 1,042
Net loss
$ ( 4,439 ) $ ( 1,120 ) $ ( 25,643 ) $ ( 22,728 )
Net loss per share:
Basic and diluted
$ ( 0.04 ) $ ( 0.01 ) $ ( 0.26 ) $ ( 0.25 )
Weighted average shares used to compute net loss per share:
Basic and diluted
99,731 94,243 97,932 92,069
Comprehensive loss:
Net loss
$ ( 4,439 ) $ ( 1,120 ) $ ( 25,643 ) $ ( 22,728 )
Other comprehensive income (loss), net of tax
45 85 ( 84 ) 344
Total comprehensive loss
$ ( 4,394 ) $ ( 1,035 ) $ ( 25,727 ) $ ( 22,384 )
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
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ARLO TECHNOLOGIES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands)
Total stockholders’ equity, beginning balances
$ 99,268 $ 81,756 $ 103,276 $ 87,695
Common stock:
Beginning balances $ 98 $ 94 $ 95 $ 89
Issuance of common stock under stock-based compensation plans 3 1 8 8
Restricted stock unit withholdings ( 1 ) ( 1 ) ( 3 ) ( 3 )
Ending balances $ 100 $ 94 $ 100 $ 94
Additional paid-in capital:
Beginning balances $ 487,644 $ 448,543 $ 470,322 $ 433,138
Stock-based compensation expense 12,073 8,021 42,596 28,643
Settlement of liability classified restricted stock units 5,691 6,741 12,594 13,480
Issuance of common stock under stock-based compensation plans 4,730 681 5,413 3,667
Issuance of common stock under Employee Stock Purchase Plan — — 1,692 1,617
Restricted stock unit withholdings ( 20,461 ) ( 5,971 ) ( 42,940 ) ( 22,530 )
Ending balances $ 489,677 $ 458,015 $ 489,677 $ 458,015
Accumulated deficit:
Beginning balances $ ( 388,665 ) $ ( 367,033 ) $ ( 367,461 ) $ ( 345,425 )
Net loss ( 4,439 ) ( 1,120 ) ( 25,643 ) ( 22,728 )
Ending balances $ ( 393,104 ) $ ( 368,153 ) $ ( 393,104 ) $ ( 368,153 )
Accumulated other comprehensive income:
Beginning balances $ 191 $ 152 $ 320 $ ( 107 )
Other comprehensive income (loss), net of tax
45 85 ( 84 ) 344
Ending balances $ 236 $ 237 $ 236 $ 237
Total stockholders’ equity, ending balances
$ 96,909 $ 90,193 $ 96,909 $ 90,193
Common stock shares:
Beginning balances 98,326 93,654 95,380 88,887
Issuance of common stock under stock-based compensation plans 3,403 1,488 8,187 8,629
Issuance of common stock under Employee Stock Purchase Plan — — 233 460
Restricted stock unit withholdings ( 1,407 ) ( 560 ) ( 3,478 ) ( 3,394 )
Ending balances 100,322 94,582 100,322 94,582
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
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ARLO TECHNOLOGIES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended
September 29,
2024 October 1,
2023
(In thousands)
Cash flows from operating activities:
Net loss $ ( 25,643 ) $ ( 22,728 )
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation expense 54,159 37,851
Depreciation and amortization 2,395 3,809
Allowance for credit losses and non-cash changes to reserves
2,930 1,218
Deferred income taxes ( 23 ) 257
Other
( 2,493 ) ( 1,224 )
Changes in assets and liabilities:
Accounts receivable
( 3,095 ) ( 4,262 )
Inventories ( 16,609 ) ( 8,250 )
Prepaid expenses and other assets ( 2,703 ) ( 4,353 )
Accounts payable 38,159 31,049
Deferred revenue 6,714 6,202
Accrued and other liabilities ( 9,157 ) ( 9,202 )
Net cash provided by operating activities
44,634 30,367
Cash flows from investing activities:
Purchases of property and equipment ( 1,612 ) ( 2,448 )
Purchases of short-term investments ( 145,955 ) ( 110,905 )
Proceeds from maturities of short-term investments 158,796 67,259
Net cash provided by (used in) investing activities
11,229 ( 46,094 )
Cash flows from financing activities:
Proceeds related to employee benefit plans 7,113 5,293
Restricted stock unit withholdings ( 42,943 ) ( 22,533 )
Net cash used in financing activities ( 35,830 ) ( 17,240 )
Net increase (decrease) in cash, cash equivalents, and restricted cash
20,033 ( 32,967 )
Cash, cash equivalents, and restricted cash , at beginning of period
60,653 88,179
Cash, cash equivalents, and restricted cash , at end of period
$ 80,686 $ 55,212
Reconciliation of cash, cash equivalents, and restricted cash to Unaudited Condensed Consolidated Balance Sheets
Cash and cash equivalents $ 77,032 $ 51,133
Restricted cash 3,654 4,079
Total cash, cash equivalents, and restricted cash $ 80,686 $ 55,212
Supplemental cash flow information:
Non-cash investing activities:
Purchases of property and equipment included in accounts payable and accrued liabilities $ 647 $ 726
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Description of Business and Basis of Presentation
Description of Business
Arlo Technologies, Inc. (“we” or “Arlo”) is transforming the ways in which people can protect everything that matters to them with advanced home, business, and personal security services that combine a globally scaled cloud platform, advanced monitoring and analytics capabilities, and award-winning app-controlled devices to create a personalized security ecosystem. Arlo’s deep expertise in cloud services, cutting-edge AI and computer vision analytics, wireless connectivity and intuitive user experience design delivers seamless, smart home security for Arlo users that is easy to setup and engage with every day. Our highly secure, cloud-based platform provides users with visibility, insight and a powerful means to help protect and connect in real-time with the people and things that matter most, from any location with a Wi-Fi or a cellular connection – all rooted in a commitment to safeguard privacy for our users and their personal data.
We conduct business across three geographic regions—(i) the Americas; (ii) Europe, Middle-East and Africa (“EMEA”); and (iii) Asia Pacific (“APAC”)—and primarily generate revenue by selling devices through retail channels, wholesale distribution, security solution providers, and Arlo’s direct to consumer store and paid subscription services.
Our corporate headquarters is located in Carlsbad, California, with other satellite offices across North America and various other global locations.
Basis of Presentation
We prepare our unaudited condensed consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) and pursuant to the regulations of the U.S. Securities and Exchange Commission (“SEC”). The unaudited condensed consolidated financial statements include the accounts of Arlo and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated.
These unaudited condensed consolidated financial statements should be read in conjunction with the notes to the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on February 29, 2024. The year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for fair statement of the unaudited condensed consolidated financial statements for interim periods.
Fiscal Periods
Our fiscal year begins on January 1 of the year stated and ends on December 31 of the same year. We report the results on a fiscal quarter basis rather than on a calendar quarter basis. Under the fiscal quarter basis, each of the first three fiscal quarters ends on the Sunday closest to the calendar quarter end, with the fourth quarter ending on December 31.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Use of Estimates
The preparation of these unaudited condensed consolidated financial statements in conformity with U.S. 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 reported periods. Management bases its estimates on various assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates and operating results for the three and nine months ended September 29, 2024 and are not necessarily indicative of the results that may be expected for the year ending December 31, 2024 or any future period.
Note 2. Significant Accounting Policies and Recent Accounting Pronouncements
Our significant accounting policies are disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023. There have been no significant changes to such policies during the nine months ended September 29, 2024.
Accounting Pronouncements Recently Adopted
There were no accounting pronouncements adopted during the nine months ended September 29, 2024.
Accounting Pronouncements Not Yet Effective
In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative , which modifies the disclosure or presentation requirements of a variety of Topics in the Codification. Among the various codification amendments, Topic 470 Debt is applicable to Arlo which requires the disclosure of amounts, terms and weighted-average interest rates of unused lines of credit. The effective date is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirement by that date, with early adoption prohibited. The adoption of this new standard will not have a material impact on our financial statements and related disclosures.
In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures , which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses. This guidance is effective for annual periods beginning January 1, 2024, and for interim periods beginning January 1, 2025, with early adoption permitted. We are currently evaluating the impact that this guidance may have on our financial statements and related disclosures.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes: Improvements to Income Tax Disclosures , which requires on an annual basis to (1) disclose specific categories in the rate reconciliation, (2) provide additional information for reconciling items that meet a quantitative threshold, and (3) income taxes paid disaggregated by jurisdiction. This guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact that this guidance may have on our financial statements and related disclosures.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Note 3. Revenue
Performance Obligations
The total estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied and partially unsatisfied was $ 29.0 million as of September 29, 2024 and $ 18.8 million as of December 31, 2023, substantially related to performance obligations classified as less than one year .
For the nine months ended September 29, 2024 and October 1, 2023, $ 161.3 million and $ 131.8 million of revenue, respectively, was deferred due to unsatisfied performance obligations, primarily relating to over time service revenue, and $ 154.5 million and $ 125.6 million of revenue, respectively, was recognized for the satisfaction of performance obligations over time. Approximately $ 17.3 million and $ 10.6 million of this recognized revenue, respectively, was included in the contract liability balance at the beginning of the periods. There were no significant changes in estimates during the period that would affect the contract balances.
On April 25, 2024, Verisure Sàrl (“Verisure”), our largest customer, notified us that it was exercising its right under the Supply Agreement to extend the term for another five years (through November 2029) with no minimum purchase obligations. Under the Supply Agreement, a purchase obligation is not deemed to exist until we receive and accept Verisure’s purchase order. As of September 29, 2024, we had a backlog of $ 27.9 million which represents performance obligations that will be recognized as revenue once fulfilled, which is expected to occur over the next six months .
Disaggregation of Revenue
We disaggregate our revenue into three geographic regions: the Americas, EMEA, and APAC, where we conduct our business. The following table presents revenue disaggregated by geographic region.
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands)
Americas $ 73,303 $ 79,948 $ 195,766 $ 214,716
EMEA 57,773 42,887 175,980 122,317
APAC 6,591 7,168 17,568 19,050
Total $ 137,667 $ 130,003 $ 389,314 $ 356,083
As of September 29, 2024 and December 31, 2023, three customers accounted for 55.4 %, 11.3 %, and 10.7 %, and three customers accounted for 37.1 %, 15.2 %, and 10.2 % of the total accounts receivable, net, respectively. No other customers accounted for 10% or greater of the total accounts receivable, net. For the three months ended September 29, 2024 and October 1, 2023, one customer accounted for 42.0 % and 33.0 % of the total revenue, respectively. For the nine months ended September 29, 2024 and October 1, 2023, one customer accounted for 45.2 % and 34.4 % of the total revenue, respectively. No other customers accounted for 10% or greater of the total revenue.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Note 4. Balance Sheet Components
Short-Term Investments
As of September 29, 2024 As of December 31, 2023
Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value Amortized Cost Unrealized Gains Unrealized Losses Estimated Fair Value
(In thousands)
U.S. Treasuries $ 69,379 $ 163 $ — $ 69,542 $ 79,654 $ 320 $ — $ 79,974
Accounts Receivable, Net
As of
September 29,
2024 December 31,
2023
(In thousands)
Gross accounts receivable $ 68,788 $ 65,693
Allowance for credit losses ( 221 ) ( 333 )
Total $ 68,567 $ 65,360
The following table provides a roll-forward of the allowance for credit losses that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected.
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands)
Balance at the beginning of the period $ 142 $ 322 $ 333 $ 423
Provision for (release of) expected credit losses
79 10 ( 112 ) ( 91 )
Balance at the end of the period $ 221 $ 332 $ 221 $ 332
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Property and Equipment, Net
The components of property and equipment are as follows:
As of
September 29,
2024 December 31,
2023
(In thousands)
Machinery and equipment $ 14,599 $ 14,148
Software 16,716 15,639
Computer equipment 910 1,438
Leasehold improvements
4,689 4,661
Furniture and fixtures 2,418 2,544
Total property and equipment, gross 39,332 38,430
Accumulated depreciation ( 34,896 ) ( 33,669 )
Total property and equipment, net (1)
$ 4,436 $ 4,761
_________________________
(1) $ 0.6 million and $ 1.0 million of property and equipment, net, was included in the sublease arrangement for the San Jose office building as of September 29, 2024 and December 31, 2023, respectively.
Depreciation expense pertaining to property and equipment was $ 0.7 million and $ 2.4 million for the three and nine months ended September 29, 2024, respectively, and $ 1.5 million and $ 3.8 million for the three and nine months ended October 1, 2023, respectively.
Goodwill
We have determined that no event occurred or circumstances changed during the nine months ended September 29, 2024 that would more likely than not reduce the fair value of goodwill below the carrying amount. No goodwill impairment was recognized in the nine months ended September 29, 2024 and October 1, 2023.
Accrued Liabilities
As of
September 29,
2024 December 31,
2023
(In thousands)
Sales incentives $ 28,228 $ 28,187
Sales returns
10,039 17,058
Compensation 14,736 13,278
Cloud and other costs 7,824 10,985
Other 18,106 18,701
Total $ 78,933 $ 88,209
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Note 5. Fair Value Measurements
The following table summarizes assets measured at fair value on a recurring basis:
As of
September 29,
2024 December 31,
2023
(In thousands)
Cash equivalents: money-market funds (<90 days)
$ 8,184 $ 5,782
Cash equivalents: U.S. Treasuries (<90 days)
17,332 520
Available-for-sale securities: U.S. Treasuries (1)
69,542 79,974
Total $ 95,058 $ 86,276
_________________________
(1) Included in short-term investments on our unaudited condensed consolidated balance sheets.
Our investments in cash equivalents and available-for-sale securities are classified within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets.
As of September 29, 2024 and December 31, 2023, assets and liabilities measured as Level 2 fair value were not material and there were no Level 3 fair value assets or liabilities measured on a recurring basis.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Note 6. Restructuring
In November 2022, we initiated a restructuring plan to reduce our cost structure to better align the operational needs of the business to current economic conditions while continuing to support our long-term strategy. This restructuring includes the reduction of headcount as well as the abandonment of certain lease contracts and the cancellation of contractual services arrangements with certain suppliers. As of September 29, 2024, we have substantially incurred all costs pertaining to restructuring activities, with related cash outflows extending until the fourth quarter of 2024.
The restructuring liabilities are included in accrued liabilities in our unaudited condensed consolidated balance sheets. The restructuring charges are included in “Others” in the unaudited condensed consolidated statements of comprehensive loss. Restructuring activity is as follows:
Total Severance Expense Office Exit Expense Other Exit Expense
(In thousands)
Balance as of December 31, 2021 $ — $ — $ — $ —
Restructuring charges 1,805 798 928 79
Cash payments ( 588 ) ( 579 ) — ( 9 )
Non-cash and other adjustments 48 — 63 ( 15 )
Balance as of December 31, 2022 $ 1,265 $ 219 $ 991 $ 55
Restructuring charges 692 564 117 11
Cash payments ( 1,479 ) ( 694 ) ( 745 ) ( 40 )
Non-cash and other adjustments ( 26 ) — — ( 26 )
Balance as of December 31, 2023 $ 452 $ 89 $ 363 $ —
Restructuring charges 484 484 — —
Cash payments ( 640 ) ( 525 ) ( 115 ) —
Balance as of March 31, 2024
$ 296 $ 48 $ 248 $ —
Restructuring charges 914 914 — —
Cash payments ( 569 ) ( 477 ) ( 92 ) —
Balance as of June 30, 2024 $ 641 $ 485 $ 156 $ —
Restructuring charges 613 613 — —
Cash payments ( 1,036 ) ( 943 ) ( 93 ) —
Balance as of September 29, 2024 $ 218 $ 155 $ 63 $ —
Total costs incurred inception to date $ 4,530 $ 3,373 $ 1,108 $ 49
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Note 7. Revolving Credit Facility
On October 27, 2021, we entered into a Loan and Security Agreement (the “Credit Agreement”) with Bank of America, N.A., a national banking association, as lender (the “Lender”). As of September 29, 2024, we were in compliance with all the covenants of the Credit Agreement. No amounts had been drawn under the credit facility as of September 29, 2024. The Credit Agreement provided for a three-year revolving credit facility that matured on October 27, 2024, in which the Credit Agreement and the credit facility provided thereunder were automatically terminated.
Note 8. Commitments and Contingencies
Operating Leases
Our operating lease obligations mostly include offices, equipment, and distribution centers, with various expiration dates through June 2029. Certain lease agreements include options to renew or terminate the lease, which are not reasonably certain to be exercised and therefore are not factored into our determination of lease payments. The terms of certain leases provide for rental payments on a graduated scale. Gross lease expense was $ 1.4 million and $ 4.2 million for the three and nine months ended September 29, 2024, respectively, and $ 1.5 million and $ 4.5 million for the three and nine months ended October 1, 2023, respectively. We recorded sublease income as reduction of lease expense, in the amount of $ 0.5 million and $ 1.5 million for the three and nine months ended September 29, 2024 and October 1, 2023, respectively.
Supplemental cash flow information related to operating leases is as follows:
Nine Months Ended
September 29,
2024 October 1,
2023
(In thousands)
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases $ 4,486 $ 5,274
Right-of-use assets obtained in exchange for lease liabilities
Operating leases $ — $ 1,851
Weighted average remaining lease term and weighted average discount rate related to operating leases are as follows:
As of
September 29,
2024 December 31,
2023
Weighted average remaining lease term 4.3 years 5.0 years
Weighted average discount rate 5.75 % 5.74 %
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
The future minimum undiscounted lease payments under operating leases and future non-cancelable rent payments from our subtenants for each of the next five years and thereafter as of September 29, 2024 are as follows:
Operating Lease Payments Sublease Payments Net
(In thousands)
2024 (Remaining three months)
$ 1,267 $ ( 533 ) $ 734
2025 4,593 ( 2,006 ) 2,587
2026 4,734 ( 2,066 ) 2,668
2027 4,635 ( 2,322 ) 2,313
2028 3,658 ( 2,392 ) 1,266
Thereafter 1,750 ( 1,228 ) 522
Total future lease payments $ 20,637 $ ( 10,547 ) $ 10,090
Less: imputed interest ( 2,388 )
Present value of future minimum lease payments $ 18,249
Accrued liabilities $ 3,770
Non-current operating lease liabilities 14,479
Total lease liabilities $ 18,249
We entered into an operating lease for our new corporate headquarter located in Carlsbad, California. Upon lease commencement expected to be December 1, 2024, the initial base term is 8.5 years, with a renewal option to extend the term for an additional five years . As of September 29, 2024, we had approximately $ 7.3 million of future lease obligations subject to non-cancellable leases that have been signed but have not yet commenced.
Letters of Credit
In connection with the lease agreement for our office space located in San Jose, California, we executed a letter of credit with the landlord as the beneficiary. As of September 29, 2024, we had $ 3.6 million of unused letters of credit outstanding, of which $ 3.1 million pertains to the lease arrangement in San Jose, California.
Purchase Obligations
We have entered into various inventory-related purchase agreements with suppliers. Generally, under these agreements, 50 % of orders are cancelable by giving notice 46 to 60 days prior to the expected shipment date and 25 % of orders are cancelable by giving notice 31 to 45 days prior to the expected shipment date. Orders are non-cancelable within 30 days prior to the expected shipment date. As of September 29, 2024, we had $ 29.3 million in non-cancelable purchase commitments with suppliers which is expected to be paid over the next twelve months .
As of September 29, 2024, an additional $ 25.8 million of purchase orders beyond contractual termination periods have been issued to supply chain partners in anticipation of demand requirements. Consequently, we may incur expenses for the materials and components, such as chipsets already purchased by the supplier to fulfill our orders if the purchase order is cancelled. Expenses incurred have historically not been material relative to the original order value.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Warranty Obligations
Changes in warranty obligations, which are included in accrued liabilities in the unaudited condensed consolidated balance sheets, are as follows:
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands)
Balance at the beginning of the period $ 1,056 $ 1,093 $ 1,193 $ 1,174
Provision for (release of) warranty obligations
( 89 ) 86 ( 80 ) 141
Settlements ( 63 ) ( 65 ) ( 209 ) ( 201 )
Balance at the end of the period $ 904 $ 1,114 $ 904 $ 1,114
Litigation and Other Legal Matters
We are involved in disputes, litigation, and other legal actions. In all cases, at each reporting period, we evaluate whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. In such cases, we accrue for the amount or, if a range, we accrue the low end of the range, only if there is not a better estimate than any other amount within the range, as a component of legal expense within general and administrative expenses. We monitor developments in these legal matters that could affect the estimate we had previously accrued. In relation to such matters, we currently believe that there are no existing claims or proceedings that are likely to have a material adverse effect on our financial position within the next 12 months, or the outcome of these matters is currently not determinable. There are many uncertainties associated with any litigation, and these actions or other third-party claims against us may cause us to incur costly litigation and/or substantial settlement charges. In addition, the resolution of any intellectual property litigation may require us to make royalty payments, which could have an adverse effect in future periods. If any of those events were to occur, our business, financial condition, results of operations, and cash flows could be adversely affected. The actual liability in any such matters may be materially different from our estimates, which could result in the need to adjust the liability and record additional expenses.
Indemnifications
In the ordinary course of business, we may provide indemnification of varying scope and terms to customers, distributors, resellers, vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising from breach of such agreements or from intellectual property infringement claims made by third parties. In addition, we have entered into indemnification agreements with members of our board of directors and certain of our executive officers that require us, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments we could be required to make under these indemnification agreements is, in many cases, unlimited. As of September 29, 2024 and December 31, 2023, we have not incurred any material costs as a result of such indemnification obligations and we are not currently aware of any indemnification claims.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Note 9. Employee Benefit Plans
We grant options and restricted stock units (“RSUs”) under the 2018 Equity Incentive Plan (the “2018 Plan”), under which awards may be granted to all employees. We also grant performance-based and market-based restricted stock units (“PSUs”) to our executive officers periodically. Award vesting periods for the 2018 Plan are generally three to five years . As of September 29, 2024, approximately 4.8 million shares were available for future grants. Options may be granted for periods of up to 10 years or such shorter term as may be provided in the agreement and at prices no less than 100 % of the fair market value of Arlo’s common stock on the date of grant. Options granted under the 2018 Plan generally vest over four years , the first tranche at the end of 12 months and the remaining shares underlying the option vesting monthly over the remaining three years .
On January 19, 2024, we registered an aggregate of up to 4,759,901 shares of common stock on a Registration Statement on Form S-8, including 3,807,921 shares issuable pursuant to the 2018 Plan that were automatically added to the shares authorized for issuance and 951,980 shares issuable pursuant to the Employee Stock Purchase Plan (“ESPP”) that were automatically added to the shares authorized for issuance on January 1, 2024, both pursuant to an “evergreen” provision contained in the respective plans.
The following table sets forth the available shares for grants as of September 29, 2024:
Number of Shares
(In thousands)
Shares available for grants as of December 31, 2023
3,516
Additional authorized shares 3,808
Granted ( 7,164 )
Forfeited / cancelled 1,158
Shares traded / withheld for taxes
3,478
Shares available for grants as of September 29, 2024
4,796
Employee Stock Purchase Plan
We sponsor the ESPP to eligible employees. Under our ESPP, employees purchased 233 thousand shares and 460 thousand shares during the nine months ended September 29, 2024 and October 1, 2023, respectively. As of September 29, 2024, 2.5 million shares were available for issuance under the ESPP.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Option Activity
We did not grant options during the nine months ended September 29, 2024. Stock option activity during the nine months ended September 29, 2024 was as follows:
Number of Shares Weighted Average Exercise Price Per Share
(In thousands) (In dollars)
Outstanding as of December 31, 2023
1,096 $ 12.48
Granted — $ —
Exercised ( 478 ) $ 11.34
Forfeited / cancelled — $ —
Expired ( 50 ) $ 14.39
Outstanding as of September 29, 2024
568 $ 13.28
Vested and exercisable as of September 29, 2024
568 $ 13.28
RSU Activity
RSU activity, excluding PSU activity, during the nine months ended September 29, 2024 was as follows:
Number of Shares Weighted Average Grant Date Fair Value Per Share
(In thousands) (In dollars)
Outstanding as of December 31, 2023
9,043 $ 6.15
Granted 3,464 $ 11.00
Vested ( 4,270 ) $ 7.55
Forfeited ( 1,039 ) $ 6.99
Outstanding as of September 29, 2024
7,198 $ 7.53
PSU Activity
Our executive officers and other senior employees have been granted performance-based awards with some vesting occurring when performance conditions are met and some vesting occurring at the end of a three or five-year period when market conditions are met. The number of units earned and eligible to vest are determined based on the achievement of various performance conditions or market conditions, including the cumulative paid accounts targets, stock price, cash balances at reporting period, and the recipients’ continued services. At the end of each reporting period, we evaluate the probability of achieving the performance or market conditions and record the related stock-based compensation expense based on the achievement over the service period.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
PSU activity during the nine months ended September 29, 2024 was as follows:
Number of Shares Weighted Average Grant Date Fair Value Per Share
(In thousands) (In dollars)
Outstanding as of December 31, 2023
3,851 $ 5.72
Granted 3,699 $ 9.66
Vested ( 3,439 ) $ 6.46
Forfeited ( 67 ) $ 6.63
Outstanding as of September 29, 2024
4,044 $ 8.67
For RSUs and PSUs vested prior to September 29, 2024, the tax withholding method is the net withholding method, in which shares with a market value equivalent to the tax withholding obligation are withheld and the net shares are issued to the RSU and PSU holders. Effective the fourth quarter of 2024, the tax withholding policy changed and our Named Executive Officers (“NEOs”) will use the sell-to-cover method for their tax withholding, in which shares with a market value equivalent to the tax withholding obligation are sold on behalf of the NEOs of their RSUs and PSUs upon vesting and settlement to cover the tax withholding liability, and the cash proceeds from such sales are remitted by Arlo to taxing authorities. The sell-to-cover method will apply to all Arlo employees effective on January 1, 2025.
Stock-Based Compensation Expense
The following table sets forth the stock-based compensation expense included in our unaudited condensed consolidated statements of comprehensive loss:
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands)
Cost of revenue $ 955 $ 868 $ 3,618 $ 2,696
Research and development 3,584 2,847 13,266 10,069
Sales and marketing 1,594 1,224 6,010 4,616
General and administrative 8,556 5,348 31,265 20,470
Total $ 14,689 $ 10,287 $ 54,159 $ 37,851
As of September 29, 2024, all outstanding options were fully vested; therefore, there was no unrecognized compensation cost related to stock options. Approximately $ 59.7 million of unrecognized compensation cost related to unvested RSUs and PSUs is expected to be recognized over a weighted-average period of 1.3 years as of September 29, 2024. During the nine months ended September 29, 2024 and October 1, 2023, we settled executive and employee bonuses by granting and issuing RSUs (non-cash financing activities) that vested immediately amounting to $ 12.6 million and $ 13.5 million, respectively.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Note 10. Income Taxes
The provision for income taxes for the three and nine months ended September 29, 2024 was $ 0.3 million and $ 1.0 million, respectively, or an effective tax rate of ( 8.0 )% and ( 3.9 )%, respectively. The provision for income taxes for the three and nine months ended October 1, 2023 was $ 0.03 million and $ 1.04 million, respectively, or an effective tax rate of ( 2.7 )% and ( 4.8 )%, respectively. During the three and nine months ended September 29, 2024 and October 1, 2023, we sustained U.S. book losses. Consistent with the prior year periods, we maintained a valuation allowance against our U.S. federal and state deferred tax assets and did not record a tax benefit on these deferred tax assets since it is more likely than not that these deferred tax assets will not be realized.
Provision for income taxes increased for the three months ended September 29, 2024, compared to the prior year period, primarily due to increase in U.S. state taxes. Provision for income taxes decreased for the nine months ended September 29, 2024, compared to the prior year period, primarily due to (i) foreign-derived intangible income (“FDII”) and higher Section 174 amortization in the U.S. and (ii) the utilization of R&D credit in Ireland to partially offset its tax liability.
Note 11. Net Loss Per Share
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands, except per share data)
Numerator:
Net loss $ ( 4,439 ) $ ( 1,120 ) $ ( 25,643 ) $ ( 22,728 )
Denominator:
Weighted average common shares - basic and diluted 99,731 94,243 97,932 92,069
Basic and diluted net loss per share $ ( 0.04 ) $ ( 0.01 ) $ ( 0.26 ) $ ( 0.25 )
Anti-dilutive employee stock-based awards, excluded 789 989 739 2,137
Note 12. Segment and Geographic Information
Segment Information
We operate as one operating and reportable segment. Our Chief Executive Officer (“CEO”) is identified as the Chief Operating Decision Maker (“CODM”), who reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance.
Geographic Information for Revenue
Revenue consists of gross product shipments and service revenue, less allowances for estimated sales returns, price protection, end-user customer rebates, net changes in deferred revenue, and other channel sales incentives deemed to be a reduction of revenue per the authoritative guidance. Sales and usage-based taxes are excluded from revenue. For reporting purposes, revenue by geographic area is generally based upon the bill-to location of the customer. The following table presents revenue by geographic area. For comparative purposes, amounts in prior period have been recast.
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ARLO TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
Three Months Ended Nine Months Ended
September 29,
2024 October 1,
2023 September 29,
2024 October 1,
2023
(In thousands)
United States $ 71,461 $ 79,775 $ 189,194 $ 213,804
Spain 35,051 32,802 111,241 90,923
Sweden 13,220 6,550 38,819 18,874
Other countries 17,935 10,876 50,060 32,482
Total $ 137,667 $ 130,003 $ 389,314 $ 356,083
Geographic Information for Long-Lived Assets
Long-lived assets include property and equipment, net and operating lease right-of-use assets, net. Our long-lived assets are based on the physical location of the assets. The following table presents long-lived assets by geographic area.
As of
September 29,
2024 December 31,
2023
(In thousands)
United States $ 11,449 $ 13,372
Other countries 2,497 2,839
Total $ 13,946 $ 16,211
Note 13. Stock Repurchase Program
On September 19, 2024, our Board of Directors approved a stock repurchase program of up to an aggregate of $ 50 million of shares of Arlo’s common stock through open market purchases in a manner deemed to be in the best interests of our company and stockholders, considering the economic cost and prevailing market conditions, including the relative trading prices and volumes of Arlo’s common stock. The stock repurchase program is expected to continue through December 31, 2026 unless extended or shortened by the Board of Directors.
There were no repurchases during the three months ended September 29, 2024 and $ 50 million remained authorized for repurchase under this stock repurchase program as of September 29, 2024.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.