What changed in this filing

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Item 1. Financial Statements

2023-12-06 compared with 2023-09-06 · 276 added, 128 removed, 573 unchanged (41% of the section changed)

5 unchanged sentences

Cash and cash equivalents

Accounts receivable, net of allowance for doubtful accounts of $ 124 at July 29, 2023 and $ 156 at April 30, 2023

Accounts receivable, net of allowance for doubtful accounts of $ 158 at October 28, 2023 and $ 156 at April 30, 2023

Unbilled receivables and retentions

Inventories, net

Income taxes receivable

Prepaid expenses and other current assets

24 unchanged sentences

Authorized shares— 10,000,000 ;

none issued or outstanding at July 29, 2023 and April 30, 2023

none issued or outstanding at October 28, 2023 and April 30, 2023

Common stock, $ 0.0001 par value:

Authorized shares— 100,000,000

Issued and outstanding shares— 26,292,130 shares at July 29, 2023 and 26,216,897 shares at April 30, 2023

Issued and outstanding shares— 28,135,539 shares at October 28, 2023 and 26,216,897 shares at April 30, 2023

Additional paid-in capital

1 unchanged sentence

Retained earnings

Total AeroVironment, Inc.

stockholders’ equity

Noncontrolling interest

Total stockholders' equity

Total liabilities and stockholders’ equity

4 unchanged sentences

Three Months Ended

Six Months Ended

Product sales

9 unchanged sentences

Income (loss) from operations

Other (loss) income:

Interest expense, net

Other expense, net

Other (expense) income, net

Income (loss) before income taxes

Provision for income taxes

Provision for (benefit from) income taxes

Equity method investment loss, net of tax

9 unchanged sentences

Three Months Ended

Six Months Ended

Net income (loss)

Other comprehensive income (loss):

Unrealized gain on available-for-sale investments, net of deferred tax expense of $ 0 and $ 6 for the three months ended July 29, 2023 and July 30, 2022, respectively

Unrealized gain on available-for-sale investments, net of deferred tax expense of $ 0 for the three and six months ended October 29, 2022, respectively

Change in foreign currency translation adjustments

5 unchanged sentences

Condensed Consolidated Statements of Stockholders’ Equity

For the three months ended July 29, 2023 and July 30, 2022 (Unaudited)

For the three months ended October 28, 2023 and October 29, 2022 (Unaudited)

(In thousands except share data)

1 unchanged sentence

AeroVironment, Inc.

(Loss) Income

Balance at April 30, 2023

Balance at July 29, 2023

Foreign currency translation

2 unchanged sentences

Tax withholding payment related to net share settlement of equity awards

Issuance cost for shares issued

Shares issued, net of issuance costs

Issuance of common stock for business acquisition

Stock based compensation

Balance at October 28, 2023

Comprehensive

AeroVironment, Inc.

Balance at July 30, 2022

Net (loss) income

Unrealized gain on investments

Foreign currency translation

Stock options exercised

Restricted stock awards

Restricted stock awards forfeited

Tax withholding payment related to net share settlement of equity awards

Shares issued, net of issuance costs

Deconsolidation of previously controlled subsidiary

Stock based compensation

Balance at October 29, 2022

AeroVironment, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

For the six months ended October 28, 2023 and October 29, 2022 (Unaudited)

(In thousands except share data)

Comprehensive

AeroVironment, Inc.

(Loss) Income

Balance at April 30, 2023

Foreign currency translation

Restricted stock awards

Restricted stock awards forfeited

Tax withholding payment related to net share settlement of equity awards

Shares issued, net of issuance costs

Issuance of common stock for business acquisition

Stock based compensation

Balance at October 28, 2023

Comprehensive

AeroVironment, Inc.

Balance at April 30, 2022

Net (loss) income

Unrealized loss on investments

Unrealized gain on investments

Foreign currency translation

Stock options exercised

Restricted stock awards

1 unchanged sentence

Tax withholding payment related to net share settlement of equity awards

Shares issued, net of issuance costs

Deconsolidation of previously controlled subsidiary

Stock based compensation

Balance at July 30, 2022

Balance at October 29, 2022

AeroVironment, Inc.

1 unchanged sentence

(In thousands)

Three Months Ended

Six Months Ended

Operating activities

3 unchanged sentences

Loss from equity method investments

Loss on deconsolidation of previously controlled subsidiary

Amortization of debt issuance costs

3 unchanged sentences

Non-cash lease expense

Loss (gain) on foreign currency transactions

Unrealized loss on available-for-sale equity securities, net

Gain on foreign currency transactions

Unrealized loss (gain) on available-for-sale equity securities, net

Deferred income taxes

13 unchanged sentences

Equity method investments

Equity security investments

Acquisition of intangibles

Business acquisitions, net of cash acquired

Proceeds from deconsolidation of previously controlled subsidiary, net of cash deconsolidated

Redemptions of available-for-sale investments

3 unchanged sentences

Principal payments of term loan

Holdback and retention payments for business acquisition

Proceeds from shares issued, net of issuance costs

Payment of debt issuance costs

Tax withholding payment related to net settlement of equity awards

Net cash used in financing activities

Exercise of stock options

Net cash provided by (used in) financing activities

Effects of currency translation on cash and cash equivalents

5 unchanged sentences

Non-cash activities

Unrealized gain on available-for-sale investments, net of deferred tax expense of $ 0 and $ 6 for the three months ended July 29, 2023 and July 30, 2022, respectively

Issuance of common stock for business acquisition

Unrealized gain on available-for-sale investments, net of deferred tax expense of $ 0 for the six months ended October 28, 2023 and October 29, 2022, respectively

Change in foreign currency translation adjustments

15 unchanged sentences

In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair presentation with respect to the interim financial statements have been included.

The results of operations for the three months ended July 29, 2023 are not necessarily indicative of the results for the full year ending April 30, 2024.

The results of operations for the three and six months ended October 28, 2023 are not necessarily indicative of the results for the full year ending April 30, 2024.

For further information, refer to the consolidated financial statements and footnotes thereto for the year ended April 30, 2023, included in the Company’s Annual Report on Form 10-K.

11 unchanged sentences

On August 17, 2022, the Company closed its acquisition of Planck Aerosystems, Inc.

(“Planck”) pursuant to the purchase agreement, and post-acquisition, Planck has been incorporated into the Unmanned Systems segment.

(“Planck”) pursuant to the purchase agreement, and post-acquisition, Planck has been incorporated into the UMS segment.

The assets, liabilities and operating results of Planck have been included in the Company’s unaudited condensed consolidated financial statements.

Refer to Note 16—Business Acquisitions for further details.

On September 15, 2023, the Company closed its acquisition of Tomahawk Robotics, Inc.

(“Tomahawk”) pursuant to a merger agreement, and post-acquisition, Tomahawk has been incorporated into the UMS segment.

The assets, liabilities and operating results of Tomahawk have been included in the Company’s unaudited condensed consolidated financial statements.

Refer to Note 16—Business Acquisitions for further details.

Recently Adopted Accounting Standards

The Company did not adopt any accounting standards during the three months ended July 29, 2023.

The Company did not adopt any accounting standards during the six months ended October 28, 2023.

Reclassifications

1 unchanged sentence

Specifically, the Company’s reserves for inventory excess and obsolescence have been reclassified from changes in inventories to non-cash adjustments within operating activities on the consolidated statements of cash flows for all periods presented.

Reportable segment presentation for the three months ended July 30, 2022 have been reclassified to conform to the current year reportable segments:

Unmanned Systems (“UMS”), Loitering Munition Systems (“LMS”) and MacCready Works (“MW”) resulting from the Company’s reorganization, which was effective May 1, 2023.

Reportable segment presentation for the three and six months ended October 29, 2022 has been reclassified to conform to the current year reportable segments:

UMS, LMS and MacCready Works (“MW”) resulting from the Company’s reorganization, which was effective May 1, 2023.

Refer to Note 18—Segments for further details.

15 unchanged sentences

The contractual right to payment is generally supported by termination for convenience clauses that allow the customer to unilaterally terminate the contract for convenience, pay the Company for costs incurred plus a reasonable profit, and take control of any work in process.

Revenue for LMS product deliveries and Customer-Funded Research and Development contracts is recognized over time as costs are incurred.

Revenue for LMS product deliveries, certain Tomahawk product deliveries and Customer-Funded Research and Development contracts is recognized over time as costs are incurred.

Contract services revenue is composed of revenue recognized on contracts for the provision of services, including repairs and maintenance, training, engineering design, development and prototyping activities, and technical support services.

3 unchanged sentences

In accordance with ASC 606, the Company elected the right to invoice practical expedient in which if an entity has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of the entity’s performance completed to date, such as flight hours for ISR services, the entity may recognize revenue in the amount to which the entity has a right to invoice.

In the past, the Company operated its medium unmanned aircraft systems

(“MUAS”)in overseas locations to support U.S.

military operations under ISR services contracts under a contractor-owned, contractor-operated (“COCO”) arrangement.

In the past, the Company operated its medium unmanned aircraft systems (“MUAS”) in overseas locations to support U.S.

military operations under ISR services contracts under a

contractor-owned, contractor-operated (“COCO”) arrangement.

During the year ended April 30, 2023, all COCO sites were closed.

4 unchanged sentences

For performance obligations which are not satisfied over time per the aforementioned criteria above, revenue is recognized at the point in time in which each performance obligation is fully satisfied.

The Company’s Small UAS (“SUAS”), MUAS and unmanned ground vehicles (“UGV”) product sales revenue is composed of revenue recognized on contracts for the delivery of SUAS, MUAS and UGV systems and spare parts, respectively.

The Company’s Small UAS (“SUAS”), MUAS, unmanned ground vehicles (“UGV”) product sales revenue is composed of revenue recognized on contracts for the delivery of SUAS, MUAS and UGV systems and spare parts, respectively.

Revenue is recognized at the point in time when control transfers to the customer, which generally occurs when title and risk of loss have passed to the customer.

Performance obligations satisfied over time accounted for 39 % and 60 % of revenue during the three months ended July 29, 2023 and July 30, 2022, respectively.

Performance obligations satisfied at a point in time accounted for 61 % and 40 % of revenue during the three months ended July 29, 2023 and July 30, 2022, respectively.

On July 29, 2023, the Company had approximately $ 539,731,000 of remaining performance obligations under fully funded contracts with its customers, which the Company also refers to as funded backlog.

Performance obligations satisfied over time accounted for 39 % of revenue during each of the three and six months ended October 28, 2023.

Performance obligations satisfied over time accounted for 65% and 63% of revenue during the three and six months ended October 29, 2022, respectively.

Performance obligations satisfied at a point in time accounted for 61 % of revenue during each of the three and six months ended October 28, 2023.

Performance obligations satisfied at a point in time accounted for 35% and 37% of revenue during the three and six months ended October 29, 2022, respectively.

On October 28, 2023, the Company had approximately $ 487,030,000 of remaining performance obligations under fully funded contracts with its customers, which the Company also refers to as funded backlog.

The Company currently expects to recognize approximately 59 % of the remaining performance obligations as revenue in fiscal 2024 and the remaining 41 % in fiscal 2025 .

18 unchanged sentences

If at any time the estimate of contract profitability indicates an anticipated loss on the contract, the Company recognizes the total loss in the quarter it is identified, and it is recorded in other current liabilities.

The balance of forward loss reserves as of July 29, 2023 and April 30, 2023 was $ 1,404,000 and $ 1,878,000 , respectively.

The balance of forward loss reserves as of October 28, 2023 and April 30, 2023 was $ 1,792,000 and $ 1,878,000 , respectively.

The Company recorded the forward loss reserves as the total estimated costs to complete the contracts are in excess of the total remaining consideration of the contracts.

No adjustment on the forward loss reserve for any one contract was material to the Company’s unaudited condensed consolidated financial statements for the three months ended July 29, 2023 or July 30, 2022.

No adjustment on the forward loss reserve for any one contract was material to the Company’s unaudited condensed consolidated financial statements for the three and six months ended October 28, 2023, respectively.

During the three months ended October 29, 2022, the Company recognized forward loss reserves on two MUAS ISR contracts totaling $ 1,952,000 related to unfavorable changes in the estimated costs to complete the contracts.

The company recorded the forward loss reserves as the total estimated costs to complete the contracts are in excess of the total remaining consideration of the contracts.

The aggregate impact of the change in estimate decreased net income by $ 1,500,000 and diluted loss per share by $ 0.06 .

No adjustment on the forward loss reserve for any one contract was material to the Company’s unaudited condensed consolidated financial statements for the six months ended October 29, 2022, respectively.

The impact of adjustments in contract estimates on the Company’s operating earnings can be reflected in either operating costs and expenses, or revenue.

The aggregate impact of adjustments in contract estimates on revenue related to performance obligations satisfied or partially satisfied in previous periods was not significant for the three month periods ended July 29, 2023 or July 30, 2022.

No adjustment on any one contract was material to the Company’s unaudited condensed consolidated financial statements for the three month period ended July 29, 2023.

During the three months ended July 30, 2022, the Company revised its estimates of the total expected costs to complete an LMS variant contract.

The aggregate impact of adjustments in contract estimates on revenue related to performance obligations satisfied or partially satisfied in previous periods was not significant for the three or six month periods ended October 28, 2023 or October 29, 2022.

During the three and six months ended October 28, 2023, the Company revised its estimates of the total expected costs to complete an LMS variant contract.

The aggregate impact of these adjustments in contract estimates on revenue related to performance obligations satisfied or partially satisfied in previous periods was an increase to revenue of approximately $ 1,716,000 and $ 1,439,000 , respectively.

During the three months ended October 29, 2022, the Company revised its estimates of the total expected costs to complete an LMS variant contract.

During the six months ended October 29, 2022, the Company revised its estimates of the total expected costs to complete two LMS variant contracts.

The aggregate impact of these adjustments in contract estimates on revenue related to performance obligations satisfied or partially satisfied in previous periods was a decrease to revenue of approximately $ 2,560,000 .

2 unchanged sentences

Three Months Ended

Six Months Ended

Revenue by segment

1 unchanged sentence

Three Months Ended

Six Months Ended

Revenue by contract type

7 unchanged sentences

Three Months Ended

Six Months Ended

Revenue by customer category

1 unchanged sentence

Three Months Ended

Six Months Ended

Revenue by geographic location

9 unchanged sentences

For the Company’s product revenue, the Company generally receives cash payments subsequent to satisfying the performance obligation via delivery of the product, resulting in billed accounts receivable.

Changes in the contract asset and liability balances during the three month period ended July 29, 2023 were not materially impacted by any other factors.

Changes in the contract asset and liability balances during the three and six month period ended October 28, 2023 were not materially impacted by any other factors.

For the Company’s contracts, there are no significant gaps between the receipt of payment and the transfer of the associated goods and services to the customer for material amounts of consideration.

Revenue recognized for the three month periods ended July 29, 2023 that was included in contract liability balances as of April 30, 2023 was $ 2,538,000 , and revenue recognized for the three month periods ended July 30, 2022 that was included in contract liability balances as of April 30, 2022 was $ 1,925,000 .

Revenue recognized for the three and six month periods ended October 28, 2023 that was included in customer advances balances as of April 30, 2023 was $ 696,000 and $ 2,416,000 , and revenue recognized for the three and six month periods ended October 29, 2022 that was included in customer advances balances as of April 30, 2022 was $ 1,080,000 and $ 3,004,000 , respectively.

Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources and assess performance.

During the quarter ended July 29, 2023, the Company’s CODM, the Chief Executive Officer, makes operating decisions, assesses performance and makes resource allocation decisions, including the allocation for research and development (“R&D”).

As of October 28, 2023, the Company’s CODM, the Chief Executive Officer, makes operating decisions, assesses performance and makes resource allocation decisions, including the allocation for research and development (“R&D”).

Accordingly, the Company identifies three reportable segments.

1 unchanged sentence

The Company’s investments are accounted for as available-for-sale and are reported at fair value.

Unrealized gains and losses for debt securities are excluded from earnings and reported as a separate component of stockholders’ equity, net of

deferred income taxes for available-for-sale investments.

Unrealized gains and losses for debt securities are excluded from earnings and reported as a separate component of stockholders’ equity, net of deferred income taxes for available-for-sale investments.

Gains and losses realized on the disposition of investment securities are determined on the specific identification basis and credited or charged to income.

11 unchanged sentences

The Company’s revenue recognition policy calls for revenue recognized on all cost reimbursable government contracts to be recorded at actual rates unless collectability is not reasonably assured.

At July 29, 2023 and April 30, 2023, the Company had no reserve for incurred cost claim audits.

At October 28, 2023 and April 30, 2023, the Company had no reserve for incurred cost claim audits.

Earnings (Loss) Per Share

2 unchanged sentences

Three Months Ended

July 29, 2023

July 30, 2022

Six Months Ended

October 28, 2023

October 29, 2022

October 28, 2023

October 29, 2022

Net income (loss) attributable to AeroVironment, Inc.

3 unchanged sentences

Denominator for diluted earnings (loss) per share

Potentially dilutive shares not included in the computation of diluted weighted-average common shares because their effect would have been anti-dilutive were 738 for the three months ended July 29, 2023.

Due to the net loss for the three months ended July 30, 2022, no shares reserved for issuance upon exercise of stock options or shares of unvested restricted stock were included in the computation of diluted loss per share as their inclusion would have been anti-dilutive.

Potentially dilutive shares not included in the computation of diluted weighted-average common shares because their effect would have been anti-dilutive were 164,312 for the three months ended July 30, 2022, respectively.

Potentially dilutive shares not included in the computation of diluted weighted-average common shares because their effect would have been anti-dilutive were 1,284 and 1,082 for the three and six months ended October 28, 2023.

Due to the net loss for the three and six months ended October 29, 2022, no shares reserved for issuance upon exercise of stock options or shares of unvested restricted stock were included in the computation of diluted loss per share as their inclusion would have been anti-dilutive.

Potentially dilutive shares not included in the computation of diluted weighted-average common shares because their effect would have been anti-dilutive were 148,196 and 156,625 for the three and six months ended October 29, 2022, respectively.

Recently Issued Accounting Standards

13 unchanged sentences

Three Months Ended

July 29, 2023

Net loss recognized during the period on equity securities

Three Months Ended

Six Months Ended

October 28, 2023

October 29, 2022

October 28, 2023

October 29, 2022

Net (losses) gains recognized during the period on equity securities

Net loss recognized during the period on equity securities sold during the period

6 unchanged sentences

● Level 3—Inputs to the valuation that are unobservable inputs for the asset or liability.

The Company’s financial assets measured at fair value on a recurring basis at July 29, 2023, were as follows (in thousands):

The Company’s financial assets measured at fair value on a recurring basis at October 28, 2023, were as follows (in thousands):

Fair Value Measurement Using

3 unchanged sentences

Equity securities

The Company’s financial liabilities measured at fair value on a recurring basis at July 29, 2023, were as follows (in thousands):

The Company’s financial liabilities measured at fair value on a recurring basis at October 28, 2023, were as follows (in thousands):

Fair Value Measurement Using

23 unchanged sentences

Included in selling, general and administrative

Balance at July 29, 2023

The amount of total (gains) or losses for the period included in earnings attributable to the change in unrealized gains or losses relating to assets or liabilities still held at July 29, 2023

Balance at October 28, 2023

The amount of total (gains) or losses for the period included in earnings attributable to the change in unrealized gains or losses relating to assets or liabilities still held at October 28, 2023

On May 3, 2021, the Company closed its acquisition of Telerob Gesellschaft für Fernhantierungstechnik mbH (“Telerob GmbH”), including Telerob GmbH’s wholly-owned subsidiary, Telerob USA, Inc.

5 unchanged sentences

The first year earnout of € 2,000,000 (approximately $ 2,116,000 ) was not achieved.

During the fiscal year ended April 30, 2023, the second year earnout of € 2,000,000 (approximately $ 2,206,000 ) was achieved and will be paid during the three months ended October 28, 2023.

During the fiscal year ended April 30, 2023, the second year earnout of € 2,000,000 (approximately $ 2,116,000 ) was achieved and was paid in November 2023.

The third earnout of € 2,000,000 (approximately $ 2,116,000 ) is not expected to be achieved.

On September 12, 2022, the Company invested $ 5,000,000 and acquired 500,000 shares and 500,000 privately placed, redeemable warrants of Amprius Technologies, Inc.

18 unchanged sentences

During the fiscal year ended April 30, 2023, the Company made total contributions of $ 5,778,000 .

The Company made no capital contributions during the three months ended July 29, 2023.

The Company made a capital contribution of $ 1,875,000 during the three months ended October 28, 2023.

Under the terms of the second limited partnership agreement, the Company has committed to make additional capital contributions of $ 12,347,000 to the fund.

The Company accounts for investments in limited partnerships as equity method investments as the Company is deemed to have influence when it holds more than a minor interest.

For the three months ended July 29, 2023 and July 30, 2022, the Company recorded its ownership percentage of the net losses of the limited partnerships, or $( 21,000 ) and $( 500,000 ), respectively, in equity method investment loss, net of $ 0 tax in the unaudited condensed consolidated statements of operations, respectively.

At July 29, 2023 and April 30, 2023, the carrying value of the investments in the limited partnership funds of $ 18,623,000 and $ 18,644,000 , respectively, was recorded in long-term investments on the unaudited condensed consolidated balance sheet.

For the three and six months ended October 28, 2023, the Company recorded its ownership percentage of the net losses of the limited partnerships, or $( 1,393,000 ) and $( 1,414,000 ), respectively, in equity method investment loss, net of $ 0 tax in the unaudited condensed consolidated statements of operations, respectively.

For the three and six months ended October 29, 2022, the Company recorded its

ownership percentage of the net loss of the limited partnership, or $( 1,273,000 ) and $( 1,773,000 ), respectively, in equity method investment loss, net of $ 0 tax in the unaudited condensed consolidated statements of operations, respectively.

At October 28, 2023 and April 30, 2023, the carrying value of the investments in the limited partnership funds of $ 19,106,000 and $ 18,644,000 , respectively, was recorded in long-term investments on the unaudited condensed consolidated balance sheet.

Investment in Altoy

4 unchanged sentences

The Company maintains significant influence, accounts for its investment in Altoy as an equity method investment and records its proportion of any gains or losses of Altoy in equity method investment loss, net of tax.

For the three months ended July 29, 2023, the Company recorded $ 0 for its ownership percentage of the net loss of the limited partnership in equity method investment loss, net of tax in the unaudited condensed consolidated statements of operations.

At July 29, 2023 and April 30, 2023, the carrying value of the investment in Altoy of $ 114,000 was recorded in other assets on the unaudited condensed consolidated balance sheet.

For the three and six months ended October 28, 2023 and October 29, 2022, the Company recorded $ 0 for its ownership percentage of the net loss of Altoy in equity method investment loss, net of tax in the unaudited condensed consolidated statements of operations.

At October 28, 2023 and April 30, 2023, the carrying value of the investment in Altoy of $ 71,000 and $ 114,000 , respectively, was recorded in other assets on the unaudited condensed consolidated balance sheet.

Warranty Reserves

2 unchanged sentences

The related expense is included in cost of sales.

Warranty reserve activity is summarized as follows for the three months ended July 29, 2023 and July 30, 2022, respectively (in thousands):

Warranty reserve activity is summarized as follows for the three and six months ended October 28, 2023 and October 29, 2022, respectively (in thousands):

Three Months Ended

Six Months Ended

Beginning balance

Balance acquired from acquisition

Warranty expense

10 unchanged sentences

Intangibles, net

The weighted average amortization period at July 29, 2023 and April 30, 2023 was three and four years , respectively.

Amortization expense for the three months ended July 29, 2023 and July 30, 2022 was $ 3,030,000 and $ 5,869,000 , respectively.

Additions to technology, customer relationships, and trademark and tradenames primarily relate to the Tomahawk acquisition.

Refer to Note 16—Business Acquisitions for further details.

In addition, during the three months ended October 28, 2023, AeroVironment acquired technology intellectual property of $ 1,500,000 through an asset purchase agreement with Windward Performance, Ltd.

Under the asset purchase agreement AeroVironment acquired intellectual property related to unmanned aircraft for $ 3,000,000 consisting of $ 1,500,000 paid at close plus two payments of $ 750,000 on the first and second anniversaries of the purchase agreement.

The additional payments will be expensed to R&D on a straight-line basis over the two year term.

The weighted average amortization period at each of October 28, 2023 and April 30, 2023 was four years .

Amortization expense for the three and six months ended October 28, 2023 was $ 4,262,000 and $ 7,276,000 , respectively.

Amortization expense for the three and six months ended October 29, 2022 was $ 5,983,000 and $ 11,852,000 , respectively.

Estimated amortization expense for the next five years is as follows (in thousands):

1 unchanged sentence

Balance at April 30, 2023

Additions to goodwill

Change to goodwill

Balance at July 29, 2023

Balance at October 28, 2023

Effective May 1, 2023, the reporting segments for goodwill are UMS, LMS and MW.

The UMS segment includes goodwill from the acquisitions of Pulse Aerospace, LLC (“Pulse”), Arcturus UAV, Inc.

(“Arcturus”), Telerob and Planck acquisitions.

The MW segment includes goodwill from the purchase of certain assets of Intelligent Systems Group business segment (“ISG”) of Progeny Systems Corporation.

(“Arcturus”), Telerob, Planck and Tomahawk acquisitions.

The Tomahawk acquisition is included in the additions to goodwill.

Refer to Note 16—Business Acquisitions for further details.

The goodwill change to UMS is attributable to the Telerob acquisition recorded in Euros and translated to dollars at each reporting date.

The MW segment includes goodwill from the purchase of certain assets of Intelligent Systems Group business segment (“ISG”) of Progeny Systems Corporation.

The MUAS reporting unit, included in the UMS reportable segment, is considered at an increased risk of failing future quantitative goodwill impairment tests as an impairment was recorded during the most recent annual goodwill impairment test performed during the fourth quarter ended April 30, 2023.

The Company’s annual impairment test for the fiscal year ending April 30, 2024 will be performed during the fourth quarter.

The intangibles included in the MUAS reporting unit of $ 16,701,000 as of July 29, 2023 will also be evaluated for potential impairment during the fourth quarter.

As of October 28, 2023, the company has not identified any events or circumstances that could trigger an impairment review prior to the Company’s annual impairment test.

The annual impairment test for the fiscal year ending April 30, 2024 will be performed during the fourth quarter.

The intangibles included in the MUAS reporting unit of $ 15,668,000 as of October 28, 2023 will also be evaluated for potential impairment during the fourth quarter.

In connection with the consummation of the acquisition of Arcturus, a California corporation, pursuant to a Stock Purchase Agreement with Arcturus and each of the shareholders and other equity interest holders of Arcturus, to purchase 100 % of the issued and outstanding equity of Arcturus (the “Arcturus Acquisition”) on February 19, 2021, the Company, as borrower, and Arcturus, as guarantor, entered into a Credit Agreement with certain lenders, letter of credit issuers, Bank of America, N.A., as the administrative agent and the swingline lender, and BofA Securities, Inc., JPMorgan Chase Bank, N.A., and U.S.

19 unchanged sentences

On June 6, 2023, the Company entered into a Second Amendment to Credit Agreement relating to its existing credit Agreement which increased the sublimit from $ 10,000,000 to $ 25,000,000 .

The Credit Agreement, as amended by the First Amendment to Credit Agreement, contains certain customary events of default, which include failure to make payments when due thereunder, the material inaccuracy of representations or warranties, failure to observe or perform certain covenants, cross-defaults, bankruptcy and insolvency-related events, certain judgments, certain ERISA-related events, invalidity of loan documents, or a Change of Control (as defined in the Credit Agreement).

The Credit Agreement, as amended by the First Amendment to Credit Agreement and Second Amendment to the Credit Agreement, contains certain customary events of default, which include failure to make payments when due thereunder, the material inaccuracy of representations or warranties, failure to observe or perform certain covenants, cross-defaults, bankruptcy and insolvency-related events, certain judgments, certain ERISA-related events, invalidity of loan documents, or a Change of Control (as defined in the Credit Agreement).

Upon the occurrence and continuation of an event of default, the Lenders may cease making future loans under the Credit Agreement and may declare all amounts owing under the Credit Agreement to be immediately due and payable.

6 unchanged sentences

In the event of a default, an additional 2 % default interest rate in addition to the applicable rate if specified or the Base Rate plus Applicable Margin if an applicable rate is not specified.

As of July 29, 2023, the Company is in compliance with all amended covenants.

As of October 28, 2023, the Company is in compliance with all amended covenants.

Long-term debt and the current period interest rates were as follows:

8 unchanged sentences

Current period interest rate

Future long-term debt principal payments at July 29, 2023 were as follows:

Future long-term debt principal payments at October 28, 2023 were as follows:

(In thousands)

1 unchanged sentence

At contract inception the Company determines whether the contract is, or contains, a lease and whether the lease should be classified as an operating or a financing lease.

leases are recorded in operating lease right-of-use assets, current operating lease liabilities and non-current operating lease liabilities on the unaudited condensed consolidated balance sheet.

Operating leases are recorded in operating lease right-of-use assets, current operating lease liabilities and non-current operating lease liabilities on the unaudited condensed consolidated balance sheet.

The Company recognizes operating lease right-of-use assets and operating lease liabilities based on the present value of the future minimum lease payments over the lease term at commencement date.

12 unchanged sentences

The components of lease costs recorded in cost of sales and selling, general and administrative (“SG&A”) expense were as follows (in thousands):

Three Months Ended

Six Months Ended

Operating lease cost

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Total lease costs, net

Supplemental lease information were as follows:

Three Months Ended

Supplemental lease information was as follows:

Six Months Ended

(In thousands)

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Weighted average discount rate

Maturities of operating lease liabilities as of July 29, 2023 were as follows (in thousands):

Maturities of operating lease liabilities as of October 28, 2023 were as follows (in thousands):

Total lease payments

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Total present value of operating lease liabilities

Accumulated Other Comprehensive (Loss) Income and Reclassifications Adjustments

The components of accumulated other comprehensive income (loss) and adjustments are as follows (in thousands):

Three Months Ended

Accumulated Other Comprehensive Loss and Reclassifications Adjustments

The components of accumulated other comprehensive loss and adjustments are as follows (in thousands):

Six Months Ended

Balance, net of $ 0 and $ 8 deferred taxes, as of April 30, 2023 and April 30, 2022, respectively

Unrealized gain on available-for-sale investments, net of deferred tax expense of $ 0 and $ 6 for the three months ended July 29, 2023 and July 30, 2022, respectively

Unrealized gain on available-for-sale investments, net of deferred tax expense of $ 0 for the six months ended October 28, 2023 and October 29, 2022, respectively

Change in foreign currency translation adjustments

Balance, net of $ 0 and $ 2 deferred taxes, as of July 29, 2023 and July 30, 2022, respectively

Balance, net of $ 0 deferred taxes, as of October 28, 2023 and October 29, 2022, respectively

Customer-Funded Research & Development

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Revenue from customer-funded R&D contracts is recognized in accordance with ASC 606 over time as costs are incurred.

Revenue from customer-funded R&D was approximately $ 24,383,000 and $ 22,999,000 for the three months ended July 29, 2023 and July 30, 2022, respectively.

Revenue from customer-funded R&D was approximately $ 19,078,000 and $ 43,461,000 for the three and six months ended October 28, 2023.

Revenue from customer-funded R&D was approximately $ 24,937,000 and $ 47,936,000 for the three and six months ended October 29, 2022, respectively.

Long-Term Incentive Awards

1 unchanged sentence

Awards under the Fiscal 2024 LTIP consist of:

(i) time-based restricted stock awards and time-based restricted stock units, which vest in equal tranches in July 2024, July 2025 and July 2026, and (ii) performance-based restricted stock units (“PRSUs”), which vest based on the Company’s achievement of revenue and non-GAAP operating income targets for the three-year period ending April 30, 2026.

(i) time-based

restricted stock awards and time-based restricted stock units, which vest in equal tranches in July 2024, July 2025 and July 2026, and (ii) performance-based restricted stock units (“PRSUs”), which vest based on the Company’s achievement of revenue and non-GAAP adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”) targets for the three-year period ending April 30, 2026.

At the award date, target achievement levels for each of the financial performance metrics were established for the PRSUs, at which levels the PRSUs would vest at 100 % for each such metric.

Threshold achievement levels for which the PRSUs would vest at 50 % for each such metric and maximum achievement levels for which such awards would vest at 250 % for each such metric were also established.

The actual payout for the PRSUs at the end of the performance period will be calculated based upon the Company’s achievement of the established revenue and non-GAAP operating income targets for the performance period.

The actual payout for the PRSUs at the end of the performance period will be calculated based upon the Company’s achievement of the established revenue and non-GAAP adjusted EBITDA targets for the performance period.

Settlement of the PRSUs will be made in fully-vested shares of the Company’s common stock.

For the three months ended July 29, 2023, the Company recorded $ 634,000 of compensation expense related to the Fiscal 2024 LTIP, respectively.

The Company recorded no compensation expense related to the Fiscal 2024 LTIP for the three months ended July 30, 2022.

At July 29, 2023, the maximum compensation expense that may be recorded for the performance-based portion of the Fiscal 2023 LTIP is $ 15,511,000 .

For the three and six months ended October 28, 2023, the Company recorded $ 1,200,000 and $ 1,834,000 of compensation expense related to the Fiscal 2024 LTIP, respectively.

The Company recorded no compensation expense related to the Fiscal 2024 LTIP for the three and six months ended October 29, 2022.

At October 28, 2023, the maximum compensation expense that may be recorded for the performance-based portion of the Fiscal 2024 LTIP is $ 16,201,000 .

During the three months ended July 30, 2022, the Company granted awards under the 2021 Plan to key employees (“Fiscal 2023 LTIP”).

Awards under the Fiscal 2023 LTIP consist of:

(i) time-based restricted stock awards and time-based restricted stock units, which vest in equal tranches in July 2023, July 2024 and July 2025, and (ii) PRSUs, which vest based on the Company’s achievement of revenue and non-GAAP operating income targets for the three-year period ending April 30, 2025.

(i) time-based restricted stock awards and time-based restricted stock units, which vest in equal tranches in July 2023, July 2024 and July 2025, and (ii) PRSUs, which vest based on the Company’s achievement of revenue and non-GAAP adjusted EBITDA targets for the three-year period ending April 30, 2025.

At the award date, target achievement levels for each of the financial performance metrics were established for the PRSUs, at which levels the PRSUs would vest at 100 % for each such metric.

Settlement of the PRSUs will be made in fully-vested shares of the Company’s common stock.

For the three months ended July 29, 2023 and July 30, 2022, the Company recorded $ 661,000 and $ 397,000 of compensation expense related to the Fiscal 2023 LTIP, respectively.

At July 29, 2023, the maximum compensation expense that may be recorded for the performance-based portion of the Fiscal 2023 LTIP is $ 11,895,000 .

For the three and six months ended October 28, 2023, the Company recorded $ 1,191,000 and $ 1,852,000 of compensation expense related to the Fiscal 2023 LTIP, respectively.

For the three and six months ended October 29, 2022, the Company recorded $ 664,000 and $ 1,061,000 of compensation expense related to the Fiscal 2023 LTIP.

At October 28, 2023, the maximum compensation expense that may be recorded for the performance-based portion of the Fiscal 2023 LTIP is $ 11,895,000 .

During the three months ended July 31, 2021, the Company granted awards under its amended and restated 2006 Equity Incentive Plan (the “Restated 2006 Plan”) to key employees (“Fiscal 2022 LTIP”).

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Settlement of the PRSUs will be made in fully-vested shares of the Company’s common stock.

For the three months ended July 29, 2023 and July 30, 2022, the Company recorded $ 132,000 and $ 195,000 of compensation expense related to the Fiscal 2022 LTIP, respectively.

At July 29, 2023, the maximum compensation expense that may be recorded for the performance-based portion of the Fiscal 2022 LTIP is $ 9,458,000 .

For the three and six months ended October 28, 2023, the Company recorded $ 356,000 and $ 488,000 of compensation expense related to the Fiscal 2022 LTIP, respectively.

For the three and six months ended October 29, 2022, the Company recorded a reversal of $( 311,000 ) and $( 116,000 ) of compensation expense related to the Fiscal 2022 LTIP, respectively.

At October 28, 2023, the maximum compensation expense that may be recorded for the performance-based portion of the Fiscal 2022 LTIP is $ 9,458,000 .

During the three months ended August 1, 2020, the Company also granted awards under the Restated 2006 Plan to key employees (“Fiscal 2021 LTIP”).

1 unchanged sentence

(i) time-based restricted stock awards, which vest in equal tranches in July 2021, July 2022 and July 2023, and (ii) PRSUs, which vest based on the Company’s achievement of revenue and operating income targets for the three-year period ending April 30, 2023.

During the three months ended July 29, 2023, the Company issued a total of 5,772 fully-vested shares of the Company’s common stock to settle the PRSUs in the Fiscal 2021 LTIP.

For the three months ended July 29, 2023 and July 30, 2022, the Company recorded no compensation expense and $ 76,000 of compensation expense related to the Fiscal 2021 LTIP, respectively.

During the three months ended July 29, 2023, the Company issued a total of 5,772 fully-vested shares of the Company’s common stock to

settle the PRSUs in the Fiscal 2021 LTIP.

For the three and six months ended October 29, 2022, the Company recorded $ 116,000 and $ 192,000 of compensation expense related to the Fiscal 2021 LTIP, respectively.

At each reporting period, the Company reassesses the probability of achieving the performance targets for the PRSUs.

1 unchanged sentence

No compensation cost is ultimately recognized for awards for which employees do not render the requisite service and are forfeited.

For the three months ended July 29, 2023, the Company recorded a provision for income taxes of $ 1,314,000 yielding an effective tax rate of 5.7 %.

For the three months ended July 30, 2022, the Company recorded a provision for income taxes of $ 2,606,000 yielding an effective tax rate of ( 49.3 )%.

The variance from statutory rates for the three months ended July 29, 2023 was primarily due to foreign derived intangible income deductions and to federal R&D credits.

The variance from statutory rates for the three months ended July 30, 2022 was primarily due to a combination of federal R&D credits and the foreign-derived intangible income deduction and projected fiscal 2023 pre-tax income.

For the three and six months ended October 28, 2023, the Company recorded a provision for income taxes of $ 1,137,000 and $ 2,451,000 , respectively, yielding an effective tax rate of 5.6 % for both periods.

For the three and six months ended October 29, 2022, the Company recorded a benefit from income taxes of $( 10,457,000 ) and $( 7,851,000 ) yielding an effective tax rate of 66.1 % and 37.2 %, respectively.

The variance from statutory rates for the three and six months ended October 28, 2023 was primarily due to foreign derived intangible income deductions and to federal R&D credits.

Historically, the Company calculated the provision for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate (“AETR”) for the full fiscal year to the pretax income or loss for the interim reporting period.

For the three and six months ended October 29, 2022, the Company calculated the provision for income taxes using a discrete effective tax rate (“ETR”) method.

The Company determined that due to the fact small changes in the Company’s estimated pretax income or loss would result in significant changes in the estimated AETR, the historical method would not provide a reliable estimate for the three and six months ended October 29, 2022.

The variance from statutory rates for the three and six months ended October 29, 2022 was primarily due to a combination of federal R&D credits and the foreign-derived intangible income deduction.

Share Repurchase Plan and Issuances

The Company’s share repurchase program announced September 2015 was terminated by the Company’s Board of Directors in September 2022.

There were no repurchases of the Company’s common stock during the three months ended July 30, 2022.

There were no repurchases of the Company’s common stock during the six months ended October 29, 2022.

On September 8, 2022 the Company filed an S-3 shelf registration statement to offer and sell shares of the Company’s common stock, including a prospectus supplement in relation to an Open Market Sale Agreement SM , also dated September 8, 2022, with Jefferies LLC relating to the proposed offer and sale of shares of our common stock having an aggregate offering price of up to $ 200,000,000 from time to time through Jefferies LLC as the sales agent.

There were no shares sold during the three months ended July 29, 2023.

As of July 29, 2023, the Company has sold 1,109,730 of its shares for total gross proceeds of $ 108,686,000 , total proceeds received of $ 105,425,000 , net of commission expense and $ 104,649,000 net of equity issuance costs.

The Company has $ 91,314,000 aggregate offering price remaining available under the registration statement.

During the three and six months ended October 28, 2023, the Company sold 807,370 shares for total gross proceeds of $ 91,313,000 , total proceeds received of $ 88,574,000 , net of commission expense and $ 88,437,000 net of equity issuance costs.

During the three and six months ended October 29, 2022, the Company sold 125,441 of its shares for total gross proceeds of $ 12,700,000 , total proceeds received of $ 12,347,000 , net of commission expense and $ 11,778,000 net of equity issuance costs.

As of October 28, 2023, the Company has completed the Open Market Sale Agreement SM and sold 1,917,100 of its shares for total gross proceeds of $ 200,000,000 , total proceeds received of $ 193,999,000 , net of commission expense and $ 193,086,000 net of equity issuance costs.

Business Acquisitions

Tomahawk Acquisition

On September 15, 2023, the Company closed its acquisition of Tomahawk Robotics, Inc., a leader in AI-enabled robotic control systems.

Pursuant to the merger agreement, the Company paid a total purchase price of $ 134,467,000 consisting of 985,999 in restricted common stock of the Company valued at $ 109,820,000 and $ 27,205,000 cash-on-hand, net of $ 3,048,000 cash acquired, plus a $ 490,000 holdback for 100 % of Tomahawk equity.

The fair value of the shares issued was the closing price on September 15, 2023, the close of the Tomahawk purchase agreement.

Tomahawk is incorporated into AeroVironment’s UMS segment.

The acquisition will enable deeper integration of both companies’ technology, leading to enhanced interoperability and interconnectivity of unmanned systems through a singular platform

with similar control features.

The Company accounted for the acquisition under the acquisition method of accounting for business combinations.

The following table summarizes the provisional allocation of the purchase price over the estimated fair value of the assets and liabilities assumed in the acquisition of Tomahawk.

The purchase price allocation is expected to be finalized as soon as practicable within the measurement period, but not later than one year following the acquisition date (in thousands):

September 15,

Fair value of assets acquired:

Accounts receivable

Unbilled receivable

Inventories, net

Prepaid and other current assets

Property and equipment, net

Operating lease assets

Customer relationship

Deferred tax asset

Total identifiable net assets

Fair value of liabilities assumed:

Accounts payable

Wages and related accruals

Customer advances

Current operating lease liabilities

Other current liabilities

Non-current operating lease liabilities

Other non-current liabilities

Deferred income taxes

Total liabilities assumed

Total identifiable net assets

Fair value of consideration transferred:

Equity consideration

Cash consideration, net of cash acquired

Total consideration

Determining the fair value of the intangible assets acquired requires significant judgment, including the amount and timing of expected future cash flows, long-term growth rates and discount rates.

The fair value of the intangibles assets was determined using a discounted cash flow analysis, which were based on the Company’s preliminary estimates of future sales, earnings and cash flows after considering such factors as general market conditions, anticipated customer demand, changes in working capital, long term business plans and recent operating performance.

Use of different estimates and judgments could yield materially different results.

The goodwill is attributable to the synergies the Company expects to achieve through leveraging the acquired technology to its existing customers, the workforce of Tomahawk and expected future customers in the UMS market.

For income tax purposes the acquisition is treated as a stock acquisition, and none of the goodwill is expected to be deductible.

Tomahawk Supplemental Pro Forma Information (unaudited)

Tomahawk revenue and loss from operations for the three months ended October 28, 2023 since acquisition on September 15, 2023 was $ 3,342,000 and $( 2,045,000 ), respectively.

The following unaudited pro forma summary presents condensed consolidated information of the Company as if the business acquisition had occurred on May 1, 2022 (in thousands):

Three Months Ended

Six Months Ended

Net income (loss) attributable to AeroVironment, Inc.

The Company did not have any material, nonrecurring pro forma adjustments directly attributable to the business acquisition included in the reported pro forma revenue and earnings.

These pro forma amounts have been calculated by applying the Company’s accounting policies, assuming transaction costs had been incurred during the three months ended July 30, 2022, reflecting the additional amortization that would have been charged and including the results of Tomahawk prior to acquisition.

The unaudited pro forma supplemental information is based on estimates and assumptions, which the Company believes are reasonable and are not necessarily indicative of the results that have been realized had the acquisition been consolidated in the tables above as of May 1, 2022, nor are they indicative of results of operations that may occur in the future.

Planck Acquisition

On August 17, 2022 the Company closed its acquisition of Planck, a leading provider of advanced unmanned aircraft navigation solutions based in San Diego, California.

Pursuant to the purchase agreement, the Company paid a total purchase price of $ 5,105,000 from cash-on-hand plus a $ 500,000 holdback for certain assets of Planck.

Pursuant to the purchase agreement, the Company paid a total purchase price of $ 5,105,000 from cash-on-hand plus a $ 500,000 holdback for certain assets of Planck, which was paid during the three months ended October 28, 2023.

Planck is a small technology company incorporated into AeroVironment’s UMS segment for the MUAS product line to focus on integrating its flight autonomy solutions, such as ACE™, or Autonomous Control Engine, into the Company’s offerings to enable safe, autonomous takeoff and landing from moving platforms on land or at sea in GPS-denied environments.

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Three Months Ended

Six Months Ended

Net loss attributable to AeroVironment, Inc.

Planck revenue for the three months ended October 29, 2022 since acquisition on August 17, 2022 was $ 68,000 .

The Company did not have any material, nonrecurring pro forma adjustments directly attributable to the business acquisition included in the reported pro forma revenue and earnings.

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Funded status of the plan

The projected benefit obligation includes assumptions of a discount rate of 2.4 % and pension increase for in-payment benefits of 1.5 % for July 29, 2023 and April 30, 2023.

The projected benefit obligation includes assumptions of a discount rate of 2.4 % and pension increase for in-payment benefits of 1.5 % for October 28, 2023 and April 30, 2023.

The accumulated benefit obligation is approximately equal to the Company’s projected benefit obligation.

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The Company does not expect to make any contributions to the plan in the fiscal year ending April 30, 2024.

The Company assumed expected return on plan assets of 2.9 % for July 29, 2023 and April 30, 2023.

The Company assumed expected return on plan assets of 2.9 % for October 28, 2023 and April 30, 2023.

Expected benefits payments as of April 30, 2023 (in thousands):

2 unchanged sentences

Three Months Ended

Six Months Ended

(In thousands)

Expected return on plan assets

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The Company’s reportable segments are as follows:

Unmanned Systems —The UMS segment, which consists of the former Small Unmanned Aircraft Systems, Medium Unmanned Aircraft and Unmanned Ground Vehicle Systems segments, focuses primarily on small UAS products designed to operate reliably at lower altitudes in a wide range of environmental conditions, providing a vantage point from which to collect and deliver valuable information as well as related support services including training, spare parts, product repair, product replacement, and the customer contracted operation;

medium UAS products designed to operate reliably at medium altitudes with longer range including airborne platforms, payloads and payload integration, ground control systems, and ground support equipment and other items and services related generally to unmanned aircraft systems historically including ISR services;

and UGV products designed to help responders remove, contain or neutralize these hazards in situations where improvised explosive devices, caustic chemicals, nuclear, radiological or biological hazards or violent individuals represent significant danger to humans.

Unmanned Systems —The UMS segment, which consists of the former SUAS, MUAS and UGV segments and the recently acquired Tomahawk, focuses primarily on small UAS products designed to operate reliably at lower altitudes in a wide range of environmental conditions, providing a vantage point from which to collect and deliver valuable information as well as related support including training, spare and accessory parts, product repair, product replacement, maintenance and upgrades;

medium UAS products designed to operate reliably at medium altitudes with longer range while carrying larger payloads including airborne platforms, payloads and payload integration, and ground support equipment and other items and services related generally to unmanned aircraft systems historically including ISR services;

UGV products designed to help responders remove, contain or neutralize these hazards in situations where improvised explosive devices, caustic chemicals, nuclear, radiological or biological hazards or violent individuals represent significant danger to humans;

and AI-enabled common control and communication solutions that allow any unmanned system to be controlled from a common user interface while aggregating data from multiple platforms to provide real time intelligence.

Loitering Munitions Systems —The LMS segment, which consists of the former Tactical Missile Systems segment, focuses primarily on tube-launched aircraft that deploy with the push of a button, fly at higher speeds than small UAS products, and perform either effects delivery or reconnaissance missions, and related support services including training, spare parts, product repair, and product replacement.

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The accounting policies of the segments are the same as those described in Note 1, “Organization and Significant Accounting Policies.” The operating segments do not make sales to each other.

The following table (in thousands) sets

forth segment revenue, gross margin, income (loss) from operations and adjusted income (loss) from operations for the periods indicated.

The following table (in thousands) sets forth segment revenue, gross margin, income (loss) from operations and adjusted income (loss) from operations for the periods indicated.

Adjusted income (loss) from operations is defined as income (loss) from operations before intangible amortization, amortization of purchase accounting adjustment related to increasing the carrying value of certain assets to fair value, and acquisition related expenses.

Three Months Ended July 29, 2023

Three Months Ended October 28, 2023

Income (loss) from operations

1 unchanged sentence

Amortization of acquired intangible assets and other purchase accounting adjustments

Adjusted income from operations

Three Months Ended July 30, 2022

Adjusted income (loss) from operations

Three Months Ended October 29, 2022

(Loss) income from operations

1 unchanged sentence

Amortization of acquired intangible assets and other purchase accounting adjustments

Adjusted (loss) income from operations

Six Months Ended October 28, 2023

Income (loss) from operations

Acquisition-related expenses

Amortization of acquired intangible assets and other purchase accounting adjustments

Adjusted income (loss) from operations

Six Months Ended October 29, 2022

(Loss) income from operations

Acquisition-related expenses

Amortization of acquired intangible assets and other purchase accounting adjustments

Adjusted (loss) income from operations

Segment assets are summarized in the table below.

Corporate assets primarily consist of cash and cash equivalents, short-term investments, prepaid expenses and other current assets, long-term investments, property and equipment, net, operating lease right-of-use assets, deferred income taxes and other assets managed centrally on behalf of the business segments.

July 29, 2023

Corporate assets primarily consist of cash and cash equivalents, prepaid expenses and other current assets, long-term investments, property and equipment, net, operating lease right-of-use assets, deferred income taxes and other assets managed centrally on behalf of the business segments.

October 28, 2023

Identifiable assets

1 unchanged sentence

Identifiable assets

Subsequent Events

On August 22, 2023 the Company announced its anticipated acquisition of Tomahawk Robotics, Inc.

(“Tomahawk Robotics”), a leader in AI-enabled robotic control systems.

The Company and Tomahawk Robotics entered into a definitive agreement under which AeroVironment will acquire 100 % of Tomahawk Robotics equity for a total purchase price of $ 120,000,000 to be paid in a mix of cash and stock.

The acquisition will enable deeper integration of both companies’ technology, leading to enhanced interoperability and interconnectivity of unmanned systems through a singular platform with similar control features.

Tomahawk Robotics will be incorporated into the Unmanned Systems segment.

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