AVIAT NETWORKS, INC. 10-Q

Item 1. Financial Statements AVIAT NETWORKS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands, except share and par value amounts) April 2, 2021 July 3, 2020 ASSETS Current Assets: Cash and cash equivalents $ 45,808 $ 41,618 Accounts receivable, net 47,564 44,661 Unbilled receivables 37,862 28,085 Inventories 21,894 13,997 Customer service inventories 1,233 1,234 Assets held for sale 2,218 — Other current assets 7,705 10,355 Total current assets 164,284 139,950 Property, plant and equipment, net 12,563 16,911 Deferred income taxes 102,551 12,799 Right of use assets 2,893 3,474 Other assets 8,285 6,667 TOTAL ASSETS $ 290,576 $ 179,801 LIABILITIES AND EQUITY Current Liabilities: Accounts payable $ 37,247 $ 31,995 Accrued expenses 26,755 26,920 Short-term lease liabilities 754 1,445 Advance payments and unearned revenue 26,954 21,872 Short-term debt — 9,000 Restructuring liabilities 1,956 2,738 Total current liabilities 93,666 93,970 Unearned revenue 9,021 8,142 Long-term lease liabilities 2,344 2,303 Other long-term liabilities 343 401 Reserve for uncertain tax positions 4,916 5,759 Deferred income taxes 565 545 Total liabilities 110,855 111,120 Commitments and contingencies (Note 12) Equity: Preferred stock, $ 0.01 par value, 50,000,000 shares authorized, none issued — — Common stock, $ 0.01 par value, 300,000,000 shares authorized, 11,164,194 shares issued and outstanding at April 2, 2021; 10,792,674 shares issued and outstanding at July 3, 2020 (see Note 1 Stock Split) 112 108 Treasury stock ( 458 ) — Additional paid-in-capital 818,155 814,283 Accumulated deficit ( 623,433 ) ( 730,741 ) Accumulated other comprehensive loss ( 14,655 ) ( 14,969 ) Total equity 179,721 68,681 TOTAL LIABILITIES AND EQUITY $ 290,576 $ 179,801 See accompanying Notes to Unaudited Condensed Consolidated Financial Statements. 5 AVIAT NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended (In thousands, except per share amounts) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Revenues: Revenue from product sales $ 45,246 $ 40,930 $ 136,401 $ 111,676 Revenue from services 21,158 20,449 66,824 64,314 Total revenues 66,404 61,379 203,225 175,990 Cost of revenues: Cost of product sales 26,456 24,676 81,823 68,466 Cost of services 14,370 14,742 44,666 44,688 Total cost of revenues 40,826 39,418 126,489 113,154 Gross margin 25,578 21,961 76,736 62,836 Operating expenses: Research and development expenses 5,275 4,875 15,541 15,069 Selling and administrative expenses 15,106 15,233 41,555 44,334 Restructuring charges 1,162 617 1,162 2,175 Total operating expenses 21,543 20,725 58,258 61,578 Operating income 4,035 1,236 18,478 1,258 Interest income 128 112 202 318 Interest expense — ( 19 ) ( 1 ) ( 23 ) Income before income taxes 4,163 1,329 18,679 1,553 (Benefit from) provision for income taxes ( 90,568 ) 598 ( 88,629 ) 2,439 Net income (loss) $ 94,731 $ 731 $ 107,308 $ ( 886 ) Net income (loss) per share of common stock outstanding: Basic $ 8.49 $ 0.07 $ 9.76 $ ( 0.08 ) Diluted $ 8.00 $ 0.07 $ 9.31 $ ( 0.08 ) Weighted-average shares outstanding (see Note 1 Stock Split): Basic 11,152 10,790 10,994 10,780 Diluted 11,842 10,914 11,532 10,780 See accompanying Notes to Unaudited Condensed Consolidated Financial Statements. 6 AVIAT NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) Three Months Ended Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Net income (loss) $ 94,731 $ 731 $ 107,308 $ ( 886 ) Other comprehensive (loss) income: Net change in cumulative translation adjustments ( 284 ) ( 2,374 ) 314 ( 2,477 ) Other comprehensive (loss) income ( 284 ) ( 2,374 ) 314 ( 2,477 ) Comprehensive income (loss) $ 94,447 $ ( 1,643 ) $ 107,622 $ ( 3,363 ) See accompanying Notes to Unaudited Condensed Consolidated Financial Statements. 7 AVIAT NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 Operating Activities Net income (loss) $ 107,308 $ ( 886 ) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization of property, plant and equipment 4,016 3,226 Provision for uncollectible receivables 46 18 Share-based compensation 2,154 1,315 Deferred tax assets, net ( 89,732 ) ( 475 ) Charges for inventory and customer service inventory write-downs 1,148 751 Loss on disposition of property, plant and equipment, net 6 14 Noncash lease expense 581 3,282 Changes in operating assets and liabilities: Accounts receivable ( 3,507 ) 2,977 Unbilled receivables ( 15,389 ) 4,644 Inventories ( 8,365 ) ( 5,810 ) Customer service inventories ( 684 ) ( 930 ) Accounts payable 5,400 3,170 Accrued expenses ( 249 ) 140 Advance payments and unearned revenue 12,077 6,157 Income taxes payable or receivable ( 317 ) 1,372 Other assets and liabilities 344 ( 938 ) Change in lease liabilities ( 650 ) ( 3,402 ) Net cash provided by operating activities 14,187 14,625 Investing Activities Payments for acquisition of property, plant and equipment ( 2,399 ) ( 3,945 ) Net cash used in investing activities ( 2,399 ) ( 3,945 ) Financing Activities Proceeds from borrowings — 27,000 Repayments of borrowings ( 9,000 ) ( 27,000 ) Payments for repurchase of common stock — ( 1,772 ) Payments for repurchase of common stock - treasury shares ( 458 ) — Payments for taxes related to net settlement of equity awards ( 167 ) ( 764 ) Proceeds from issuance of common stock under employee stock plans 1,889 11 Net cash used in financing activities ( 7,736 ) ( 2,525 ) Effect of exchange rate changes on cash, cash equivalents, and restricted cash 140 ( 895 ) Net increase in cash, cash equivalents, and restricted cash 4,192 7,260 Cash, cash equivalents, and restricted cash, beginning of period 41,872 32,201 Cash, cash equivalents, and restricted cash, end of period $ 46,064 $ 39,461 See accompanying Notes to Unaudited Condensed Consolidated Financial Statements. 8 AVIAT NETWORKS, INC. CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (1) (Unaudited) Three Months Ended April 2, 2021 Common Stock Treasury Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Equity (In thousands, except share amounts) Shares $ Amount Balance as of January 1, 2021 11,119,536 $ 111 $ — $ 816,988 $ ( 718,164 ) $ ( 14,371 ) $ 84,564 Net income — — — — 94,731 — 94,731 Other comprehensive loss, net of tax — — — — — ( 284 ) ( 284 ) Issuance of common stock under employee stock plans 54,324 1 — 401 — — 402 Shares withheld for taxes related to vesting of equity awards ( 1,366 ) — — 1 — — 1 Stock repurchase ( 8,300 ) — ( 458 ) — — — ( 458 ) Share-based compensation — — — 765 — — 765 Balance as of April 2, 2021 11,164,194 $ 112 $ ( 458 ) $ 818,155 $ ( 623,433 ) $ ( 14,655 ) $ 179,721 Three Months Ended April 3, 2020 Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Equity (In thousands, except share amounts) Shares $ Amount Balance as of December 27, 2019 10,820,660 $ 108 $ 813,813 $ ( 732,615 ) $ ( 12,839 ) $ 68,467 Net income — — — 731 — 731 Other comprehensive loss, net of tax — — — — ( 2,374 ) ( 2,374 ) Issuance of common stock under employee stock plans 13,430 — 1 — — 1 Shares withheld for taxes related to vesting of equity awards ( 3,362 ) — ( 18 ) — — ( 18 ) Stock repurchase ( 52,968 ) — ( 371 ) — — ( 371 ) Share-based compensation — — 507 — — 507 Balance as of April 3, 2020 10,777,760 $ 108 $ 813,932 $ ( 731,884 ) $ ( 15,213 ) $ 66,943 9 Nine Months Ended April 2, 2021 Common Stock Treasury Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Equity (In thousands, except share amounts) Shares $ Amount Balance as of July 3, 2020 10,792,674 $ 108 $ — $ 814,283 $ ( 730,741 ) $ ( 14,969 ) $ 68,681 Net income — — — — 107,308 — 107,308 Other comprehensive income, net of tax — — — — — 314 314 Issuance of common stock under employee stock plans 393,354 4 — 1,885 — — 1,889 Shares withheld for taxes related to vesting of equity awards ( 13,534 ) — — ( 167 ) — — ( 167 ) Stock repurchase ( 8,300 ) — ( 458 ) — — — ( 458 ) Share-based compensation — — — 2,154 — — 2,154 Balance as of April 2, 2021 11,164,194 $ 112 $ ( 458 ) $ 818,155 $ ( 623,433 ) $ ( 14,655 ) $ 179,721 Nine Months Ended April 3, 2020 Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Equity (In thousands, except share amounts) Shares $ Amount Balance as of June 28, 2019 10,711,090 $ 108 $ 815,142 $ ( 730,998 ) $ ( 12,736 ) $ 71,516 Net loss — — — ( 886 ) — ( 886 ) Other comprehensive loss, net of tax — — — — ( 2,477 ) ( 2,477 ) Issuance of common stock under employee stock plans 430,846 4 7 — — 11 Shares withheld for taxes related to vesting of equity awards ( 108,130 ) ( 2 ) ( 762 ) — — ( 764 ) Stock repurchase ( 256,046 ) ( 2 ) ( 1,770 ) — — ( 1,772 ) Share-based compensation — — 1,315 — — 1,315 Balance as of April 3, 2020 10,777,760 $ 108 $ 813,932 $ ( 731,884 ) $ ( 15,213 ) $ 66,943 (1) See Note 1 Stock Split. See accompanying Notes to Unaudited Condensed Consolidated Financial Statements. 10 AVIAT NETWORKS, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1. The Company and Basis of Presentation The Company Aviat Networks, Inc. (the “Company,” “we,” “us,” and “our”) designs, manufactures, and sells a range of wireless networking solutions and services to mobile and fixed telephone service providers, private network operators, government agencies, transportation and utility companies, public safety agencies, and broadcast system operators across the globe. Our products include broadband wireless access base stations and customer premises equipment for fixed and mobile, point-to-point digital microwave radio systems for access, backhaul, trunking, license-exempt applications, supporting new network deployments, network expansion, and capacity upgrades. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information, and we have made estimates, assumptions and judgments affecting the amounts reported in our unaudited condensed consolidated financial statements and the accompanying notes, as discussed in greater detail below. Accordingly, the statements do not include all information and footnotes required by U.S. GAAP for annual consolidated financial statements. In the opinion of our management, such interim financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations and cash flows for such periods. The results for the three and nine months April 2, 2021 are not necessarily indicative of the results that may be expected for the full fiscal year or future operating periods. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the fiscal year ended July 3, 2020. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned and majority-owned subsidiaries. All intercompany transactions and accounts have been eliminated. We operate on a 52-week or 53-week year ending on the Friday closest to June 30. The three months ended April 2, 2021 consisted of 13 weeks while the three months ended April 3, 2020 consisted of 14 weeks. Fiscal year 2021 will be comprised of 52 weeks and will end on July 2, 2021. Fiscal year 2020 was comprised of 53 weeks and ended on July 3, 2020. Stock Split On April 7, 2021 we effected a two -for-one split in the form of a stock dividend to shareholders of record as of April 1, 2021. Common stock, Additional paid-in-capital, per share and equity award amounts for all periods presented have been retrospectively reclassified to reflect the two -for-one stock split in the form of a stock dividend. Use of Estimates The preparation of unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires us to make estimates, assumptions and judgments affecting the amounts reported and related disclosures. Estimates are based upon historical factors, current circumstances and the experience and judgment of our management. We evaluate our estimates and assumptions on an ongoing basis and may employ outside experts to assist us in making these evaluations. Changes in such estimates, based on more accurate information, or different assumptions or conditions, may affect amounts reported in future periods. Such estimates affect significant items, including revenue recognition, provision for uncollectible receivables, inventory valuation, valuation allowances for deferred tax assets, uncertainties in income taxes, contingencies and recoverability of long-lived assets. The actual results that we experience may differ materially from our estimates. 11 Summary of Significant Accounting Policies There have been no material changes in our significant accounting policies as of April 2, 2021 and for the nine months ended April 2, 2021, as compared to the significant accounting policies described in our Annual Report on Form 10-K for the fiscal year ended July 3, 2020. Accounting Standards Adopted In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. ASU 2018-15 became effective for us in our first quarter of fiscal 2021. We adopted this guidance during the first quarter of fiscal 2021. The adoption had no material impact on our unaudited condensed consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13). The update eliminates, adds, and modifies certain disclosure requirements for fair value measurements. We adopted this update during the first quarter of fiscal 2021. The adoption had no material impact on our unaudited condensed consolidated financial statements. Accounting Standards Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) . This guidance provides optional guidance related to reference rate reform, which provides practical expedients for contract modifications and certain hedging relationships associated with the transition from reference rates that are expected to be discontinued. This guidance is applicable for our borrowing instruments, which use LIBOR as a reference rate, and was effective March 12, 2020 through December 31, 2022. We are currently evaluating the potential impact ASU 2020-04 will have on our unaudited condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) . This guidance simplifies the accounting for income taxes by removing certain exceptions to the general principles and also simplifies areas such as franchise taxes, step-up in tax basis goodwill, separate entity financial statements and interim recognition of enactment of tax laws and rate changes. ASU 2019-12 will be effective for us in our first quarter of fiscal 2022. We are currently evaluating the potential impact that adopting ASU 2019-12 will have on our unaudited condensed consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13) and also issued subsequent amendments to the initial guidance: ASU 2018-19, ASU 2019-04, and ASU 2019-05 (collectively, Topic 326). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. Topic 326 will be effective for us in our first quarter of fiscal 2024 and earlier adoption is permitted. We are evaluating the impact adopting Topic 326 will have on our unaudited condensed consolidated financial statements. 12 Note 2. Balance Sheet Components Cash, Cash Equivalents, and Restricted Cash The following table provides a summary of our cash, cash equivalents, and restricted cash reported within our unaudited condensed consolidated balance sheets that reconciles to the corresponding amount in our unaudited condensed consolidated statement of cash flows: (In thousands) April 2, 2021 July 3, 2020 Cash and cash equivalents $ 45,808 $ 41,618 Restricted cash included in other assets 256 254 Total cash, cash equivalents, and restricted cash in the Statement of Cash Flows $ 46,064 $ 41,872 Accounts Receivable, net Our net accounts receivable are summarized below: (In thousands) April 2, 2021 July 3, 2020 Accounts receivable $ 49,365 $ 46,502 Less: Allowances for collection losses ( 1,801 ) ( 1,841 ) Total accounts receivable, net $ 47,564 $ 44,661 Inventories Our inventories are summarized below: (In thousands) April 2, 2021 July 3, 2020 Finished products $ 15,347 $ 9,055 Raw materials and supplies 6,547 4,942 Total inventories $ 21,894 $ 13,997 Consigned inventories included within raw materials and supplies $ 4,846 $ 1,324 We increased certain levels of inventory during the three and nine months ended April 2, 2021 primarily to mitigate supply chain constraints. We currently rely on a few vendors for substantially all of our inventory purchases. We record charges to adjust our inventory and customer service inventory due to excess and obsolete inventory resulting from lower sales forecasts, product transitioning, or discontinuance. The charges during the three and nine months April 2, 2021 and April 3, 2020 were classified in cost of product sales as follows: Three Months Ended Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Excess and obsolete inventory charges (recovery) $ 270 $ ( 13 ) $ 467 $ 156 Customer service inventory write-downs 293 250 681 595 Total inventory charges $ 563 $ 237 $ 1,148 $ 751 13 Assets Held for Sale We consider properties to be Assets held for sale when management approves and commits to a plan to dispose of a property or group of properties. The property held for sale prior to the sale date is separately presented on the balance sheet as Assets held for sale. During the second quarter of fiscal 2021 management initiated the sale of our facility located in the United Kingdom. We expect to complete the sale within twelve months. The carrying value of this asset held for sale as of April 2, 2021 of $ 2.2 million which represents the lower of 1) the carrying value or 2) fair value of the assets, less estimated costs to sell the assets. We performed an analysis and determined the estimated fair value of the assets, less estimated selling costs, is higher than the carrying value of the assets. As a result, no impairment charge was recorded in our statement of operations. Property, Plant and Equipment, net Our property, plant and equipment, net are summarized below: (In thousands) April 2, 2021 July 3, 2020 Land $ 210 $ 710 Buildings and leasehold improvements 6,913 11,737 Software 21,330 17,887 Machinery and equipment 50,797 52,293 Total property, plant and equipment, gross 79,250 82,627 Less: Accumulated depreciation and amortization ( 66,687 ) ( 65,716 ) Total property, plant and equipment, net $ 12,563 $ 16,911 Excluded in the total plant, property and equipment above were $ 0.5 million for land, $ 4.9 million for buildings and leasehold improvements and $ 3.2 million for accumulated depreciation in connection with Assets Held for Sale. Included in the total plant, property and equipment above were $ 0.2 million and $ 3.5 million of assets in progress which have not been placed in service as of April 2, 2021 and July 3, 2020, respectively. Depreciation and amortization expense related to property, plant and equipment, including amortization of software developed for internal use, was as follows: Three Months Ended Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Depreciation and amortization $ 1,355 $ 1,111 $ 4,016 $ 3,226 Accrued Expenses Our accrued expenses are summarized below: (In thousands) April 2, 2021 July 3, 2020 Accrued compensation and benefits $ 11,744 $ 11,814 Accrued agent commissions 2,533 2,356 Accrued warranties 3,293 3,196 Other 9,185 9,554 Total accrued expenses $ 26,755 $ 26,920 Accrued Warranties We accrue for the estimated cost to repair or replace products under warranty. Changes in our warranty liability, which are included as a component of accrued expenses in our unaudited condensed consolidated balance sheets were as follows: 14 Three Months Ended Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Balance as of the beginning of the period $ 3,315 $ 3,197 $ 3,196 $ 3,323 Warranty provision recorded during the period 469 492 1,242 1,249 Consumption during the period ( 491 ) ( 439 ) ( 1,145 ) ( 1,322 ) Balance as of the end of the period $ 3,293 $ 3,250 $ 3,293 $ 3,250 Advance Payments and Unearned Revenue Our advance payments and unearned revenue are summarized below: (In thousands) April 2, 2021 July 3, 2020 Advance payments $ 3,238 $ 2,529 Unearned revenue 23,716 19,343 Total advance payments and unearned revenue $ 26,954 $ 21,872 Excluded from the balances above are $ 9.0 million and $ 8.1 million in long-term unearned revenue as of April 2, 2021 and July 3, 2020, respectively. Note 3. Fair Value Measurements of Assets and Liabilities Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal market (or most advantageous market in the absence of a principal market) for the asset or liability in an orderly transaction between market participants as of the measurement date. We maximize the use of observable inputs and minimize the use of unobservable inputs in measuring fair value and establish a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The three levels of inputs used to measure fair value are as follows: • Level 1 — Observable inputs such as quoted prices in active markets for identical assets or liabilities; • Level 2 — Observable market-based inputs or observable inputs that are corroborated by market data; and • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts, estimated fair values, and valuation input levels of our assets and liabilities that are measured at fair value on a recurring basis as of April 2, 2021 and July 3, 2020 were as follows: April 2, 2021 July 3, 2020 Valuation Inputs (In thousands) Carrying Amount Fair Value Carrying Amount Fair Value Assets: Cash and cash equivalents: Money market funds $ 24,947 $ 24,947 $ 18,189 $ 18,189 Level 1 Bank certificates of deposit $ 2,856 $ 2,856 $ 3,250 $ 3,250 Level 2 Liabilities: Other accrued expenses: Foreign exchange forward contracts $ — $ — $ 14 $ 14 Level 2 We classify items within Level 1 if quoted prices are available in active markets. Our Level 1 items mainly are money market funds. As of April 2, 2021 and July 3, 2020, these money market funds were valued at $ 1.00 net asset value per share. We classify items in Level 2 if the observable inputs to quoted market prices, benchmark yields, reported trades, broker/dealer quotes, or alternative pricing sources are available with reasonable levels of price transparency. Our bank certificates of deposit and foreign exchange forward contracts are classified within Level 2. 15 As of April 2, 2021 and July 3, 2020, we did not have any recurring assets or liabilities that were valued using significant unobservable inputs. Our policy is to recognize asset or liability transfers among Level 1, Level 2, and Level 3 as of the actual date of the events or change in circumstances that caused the transfer. During the first nine months of fiscal 2021 and 2020, we had no transfers between levels of the fair value hierarchy of our assets or liabilities measured at fair value. Note 4. Leases The Company has facilities under non-cancelable operating lease agreements. These leases have varying terms that range from one to 20 years and contain leasehold improvement incentives, rent holidays and escalation clauses. We determine if an arrangement contains a lease at inception. These operating leases are included in "Right of use assets" on our unaudited condensed consolidated balance sheets and represent our right to use the underlying asset for the lease term. Our obligations to make lease payments are included in "Short-term lease liabilities" and "Long-term lease liabilities" on our unaudited condensed consolidated balance sheets. We did not enter into any finance leases during the nine months ended April 2, 2021. The following summarizes our lease costs (in thousands): Three Months Ended Nine Months Ended April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 (In thousands) (In thousands) Operating lease costs $ 295 $ 444 $ 909 $ 1,290 Short-term lease costs 506 393 1,323 1,164 Variable lease costs 93 95 255 251 Total lease costs $ 894 $ 932 $ 2,487 $ 2,705 The following summarizes our lease term and discount rate for the nine months ended April 2, 2021: Weighted average remaining lease term 8.4 years Weighted average discount rate 6.5 % As of April 2, 2021, our future minimum lease payments under all non-cancelable operating leases with an initial term in excess of one year were as follows (in thousands): Amount (In thousands) Remainder of 2021 $ 315 2022 728 2023 464 2024 338 2025 349 Thereafter 1,990 Total lease payments 4,184 Less: interest ( 1,086 ) Present value of lease liabilities $ 3,098 16 Note 5. Credit Facility and Debt On May 4, 2020, we entered into Amendment No. 3 to Third Amended and Restated Loan and Security Agreement with Silicon Valley Bank (the “SVB Credit Facility”) which extended the expiration date to June 28, 2021. The SVB Credit Facility provides for a $ 25.0 million accounts receivable formula-based revolving credit facility that can be borrowed by our U.S. company, with a $ 25.0 million sublimit that can be borrowed by our Singapore subsidiary. Loans may be advanced under the SVB Credit Facility based on a borrowing base equal to a specified percentage of the value of eligible accounts of the borrowers under the SVB Credit Facility. The borrowing base is subject to certain eligibility criteria. Availability under the accounts receivable formula based revolving credit facility can also be utilized to issue letters of credit with a $ 12.0 million sublimit. We may prepay loans under the SVB Credit Facility in whole or in part at any time without premium or penalty. As of April 2, 2021, available credit under the SVB Credit Facility was $ 23.5 million, reflecting the lower available limit of $ 25.0 million less outstanding letters of credit of $ 1.5 million. As of July 3, 2020, our outstanding debt balance under the SVB Credit Facility, classified as a current liability, was $ 9.0 million, and the interest rate was 3.75 %. We repaid the outstanding debt balance in July 2020. The SVB Credit Facility carries an interest rate computed, at our option, based on either (i) at the prime rate reported in the Wall Street Journal plus a spread of 0.50 % to 1.50 %, with such spread determined based on our adjusted quick ratio; or (ii) if we satisfy a minimum adjusted quick ratio, a LIBOR rate determined in accordance with the SVB Credit Facility, plus a spread of 2.75 %. Any outstanding Singapore subsidiary borrowed loans shall bear interest at an additional 2.00 % above the applicable prime or LIBOR rate. During the first nine months of fiscal 2021, the weighted-average interest rate on our outstanding loan was 3.75 %. The SVB Credit Facility contains quarterly financial covenants including minimum adjusted quick ratio and minimum profitability (EBITDA) requirements. In the event our adjusted quick ratio falls below a certain level, cash received in our accounts with Silicon Valley Bank may be directly applied to reduce outstanding obligations under the SVB Credit Facility. The SVB Credit Facility also imposes certain restrictions on our ability to dispose of assets, permit a change in control, merge or consolidate, make acquisitions, incur indebtedness, grant liens, make investments, make certain restricted payments, and enter into transactions with affiliates under certain circumstances. Certain of our assets, including accounts receivable, inventory, and equipment, are pledged as collateral for the SVB Credit Facility. Upon an event of default, outstanding obligations would be immediately due and payable. Under certain circumstances, a default interest rate will apply on all obligations during the existence of an event of default at a per annum rate of interest equal to 5.00 % above the applicable interest rate. As of April 2, 2021, we were in compliance with the quarterly financial covenants contained in the SVB Credit Facility, as amended. We also obtained an uncommitted short-term line of credit of $ 0.4 million from a bank in New Zealand to support the operations of our New Zealand subsidiary. This line of credit provides for up to $ 0.3 million in short-term advances at various interest rates, all of which was available as of April 2, 2021 and July 3, 2020. The line of credit also provides for the issuance of standby letters of credit and company credit cards, of which $ 0.1 million was outstanding as of April 2, 2021 and July 3, 2020. This line of credit may be terminated upon notice, is reviewed annually for renewal or modification, and is supported by a corporate guarantee. Note 6. Revenue Recognition Contract Balances, Performance Obligations, and Backlog The following table provides information about receivables and liabilities from contracts with customers (in thousands): 17 April 2, 2021 July 3, 2020 Contract Assets Accounts receivable, net $ 47,564 $ 44,661 Unbilled receivables $ 37,862 $ 28,085 Capitalized commissions $ 1,353 $ 1,157 Contract Liabilities Advance payments and unearned revenue $ 26,954 $ 21,872 Unearned revenue, long-term $ 9,021 $ 8,142 Significant changes in contract balances may arise as a result of recognition over time for services, transfer of control for equipment, and periodic payments (both in arrears and in advance). From time to time, we may experience unforeseen events that could result in a change to the scope or price associated with an arrangement. When such events occur, we update the transaction price and measure of progress for the performance obligation and recognize the change as a cumulative catch-up to revenue. Because of the nature and type of contracts we engage in, the timeframe to completion and satisfaction of current and future performance obligations can shift; however, this will have no impact on our future obligation to bill and collect. As of April 2, 2021, we had $ 36 million in advance payments and unearned revenue and long-term unearned revenue, of which approximately 27 % is expected to be recognized as revenue in the remainder of fiscal 2021 and the balance thereafter. During the three and nine months ended April 2, 2021 we recognized $ 3.6 million and $ 19.4 million, respectively, of revenue which was included in advance payments and unearned revenue at July 3, 2020. Remaining Performance Obligations The aggregate amount of transaction price allocated to our unsatisfied (or partially unsatisfied) performance obligations was approximately $ 73 million at April 2, 2021. Of this amount, we expect to recognize approximately 60 % as revenue during the next 12 months, with the remaining amount to be recognized as revenue within two to five years . Note 7. Segment and Geographic Information We operate in one reportable business segment: the design, manufacturing, and sale of a range of wireless networking products, solutions, and services. Our financial performance is regularly reviewed by our chief operating decision maker who is our chief executive officer. We report revenue by region and country based on the location where our customers accept delivery of our products and services. Revenue by region for the three and nine months April 2, 2021 and April 3, 2020 was as follows: Three Months Ended Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 North America $ 42,021 $ 37,250 $ 136,678 $ 113,489 Africa and the Middle East 9,904 9,230 31,138 28,679 Europe and Russia 3,280 1,903 7,053 7,728 Latin America and Asia Pacific 11,199 12,996 28,356 26,094 Total revenue $ 66,404 $ 61,379 $ 203,225 $ 175,990 The loss of a significant portion of business from any significant customers could adversely affect our unaudited condensed consolidated financial statements. Customers accounting for 10% or more of our total revenue was as follows: 18 Three Months Ended Nine Months Ended April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Motorola Solutions, Inc. * * * 10.0 % * Less than 10.0% Customers accounting for 10% or more of our accounts receivable was as follows: April 2, 2021 July 3, 2020 A U.S. State Government Customer 13.9 % * Mobile Telephone Networks Group (MTN Group) * 21.0 % * Less than 10.0% Note 8. Equity Stock Repurchase Program In May 2018, our board of directors approved a stock repurchase program, which does not have an expiration date, for the repurchase of up to $ 7.5 million of our common stock. As of April 2, 2021, $ 3.0 million remained available under our stock repurchase program. The repurchase program was suspended temporarily from February 2020 to February 2021. During the third quarter of fiscal 2021, our Board of Directors voted to re-instate our stock repurchase program and repurchased 8,300 shares of our common stock in the open market for an aggregate purchase price, including commissions, of $ 0.5 million. These shares were recorded as treasury stock and we do not anticipate retiring them. Treasury stock did not participate in the two -for-one stock split in the form of a stock dividend paid on April 7, 2021. Stock Incentive Programs At April 2, 2021, we had one stock incentive plan for our employees and non-employee directors, the 2018 Incentive Plan (the “2018 Plan”). The 2018 Plan provides for the issuance of share-based awards in the form of stock options, stock appreciation rights, restricted stock awards and units, and performance share awards and units. Under the 2018 Plan, option exercise prices are equal to the fair market value of our common stock on the date the options are granted using our closing stock price. After vesting, options generally may be exercised within seven years after the date of grant. Restricted stock units are not transferable until vested and the restrictions lapse upon the achievement of continued employment or service over a specified time period. Restricted stock units issued to employees generally vest three years from the date of grant ( three-year cliff or annually over three years ). Restricted stock units issued to non-executive board members annually generally vest on the day before the annual stockholders’ meeting. Vesting of performance share awards and units is subject to the achievement of predetermined financial performance criteria and continued employment through the end of the applicable period. Market-based stock units vest upon meeting certain predetermined share price performance criteria and continued employment through the end of the applicable period. During the nine months ended April 2, 2021, we granted 116,396 restricted stock units, 76,706 performance restricted stock units, 72,000 market-based stock units and 243,810 stock options to purchase shares of our common stock. These amounts reflect the two -for-one stock split in the form of a stock dividend paid on April 7, 2021. Total compensation expense for share-based awards included in our unaudited condensed consolidated statements of operations was as follows: 19 Three Months Ended Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 By Expense Category: Cost of revenues $ 114 $ 53 $ 279 $ 149 Research and development 82 33 179 92 Selling and administrative 569 421 1,696 1,074 Total share-based compensation expense $ 765 $ 507 $ 2,154 $ 1,315 By Types of Award: Options $ 179 $ 197 $ 569 $ 460 Restricted and performance stock awards and units 586 310 1,585 855 Total share-based compensation expense $ 765 $ 507 $ 2,154 $ 1,315 As of April 2, 2021, there was approximately $ 1.2 million of total unrecognized compensation expense related to non-vested stock options granted which is expected to be recognized over a weighted-average period of 1.9 years. As of April 2, 2021, there was $ 3.9 million of total unrecognized compensation expense related to non-vested stock awards which is expected to be recognized over a weighted-average period of 1.7 years. On September 6, 2016, our Board of Directors authorized and declared a dividend distribution of one right (a “Right”) for each outstanding share of our common stock, par value $ 0.01 per share, to our stockholders of record as of the close of business on September 16, 2016 (the “Record Date”). Each Right entitles the registered holder to purchase from the Company one one-thousandth of a share of Series A Participating Preferred Stock, par value $ 0.01 per share (the “Preferred Shares”), of the Company at an exercise price of $ 35.00 per one one-thousandth of a Preferred Share, subject to adjustment. Until the rights become exercisable, they will not be evidenced by separate certificates and will trade automatically with shares of the Company’s common stock. The Rights have a de minimis fair value. The complete terms of the Rights are set forth in a Tax Benefit Preservation Plan (the “Plan”), dated as of September 6, 2016, between the Company and Computershare Inc., as rights agent. By adopting the Plan, we are helping to preserve the value of certain deferred tax benefits, including those generated by net operating losses (collectively, the “Tax Benefits”), which could be lost in the event of an “ownership change” as defined under Section 382 of the Internal Revenue Code of 1986, as amended. The Plan reduces the likelihood that changes in our investor base have the unintended effect of limiting our use of the Tax Benefits. The Plan expired on September 6, 2019. On March 3, 2020, our Board of Directors reauthorized the Plan at the same term with a Record Date of March 13, 2020. On August 27, 2020, we entered into the Amended and Restated Tax Benefit Preservation Plan (the “Amended and Restated Plan”) with Computershare Inc. as Rights Agent. The Amended and Restated Plan, reauthorized by our Board of Directors on March 3, 2020, was approved by our shareholders at our Annual Shareholders’ Meeting held on November 11, 2020. 20 Note 9. Restructuring Activities The following table summarizes our restructuring-related activities: Severance and Benefits Facilities and Other Total (In thousands) Fiscal 2021 Plan Q4 2020 Plan Q3 2020 Plan Fiscal 2020 Plan Fiscal 2018-2019 Plan Prior Years' Plan Fiscal 2015-2016 Plan Accrual balance, July 3, 2020 — $ 1,557 $ 431 $ 360 $ 90 $ 64 $ 236 $ 2,738 Cash payments — ( 345 ) ( 170 ) ( 269 ) ( 90 ) ( 39 ) — ( 913 ) Foreign exchange impact — — — — — — 10 10 Accrual balance, October 2, 2020 — 1,212 261 91 — 25 246 1,835 Cash payments — ( 395 ) ( 81 ) — — — — ( 476 ) Foreign exchange impact — ( 45 ) — 36 — 13 10 14 Accrual balance, January 1, 2021 $ — $ 772 $ 180 $ 127 $ — $ 38 $ 256 $ 1,373 Charges, net 1,323 ( 21 ) ( 58 ) ( 82 ) — — — 1,162 Cash payments ( 135 ) ( 321 ) ( 94 ) ( 45 ) — — — ( 595 ) Foreign exchange impact — — — — — 26 ( 10 ) 16 Accrual balance, April 2, 2021 $ 1,188 $ 430 $ 28 $ — $ — $ 64 $ 246 $ 1,956 As of April 2, 2021, the accrual balance of $ 2.0 million was in short-term restructuring liabilities on our unaudited condensed consolidated balance sheets. Fiscal 2021 Plan During the third quarter of fiscal 2021, our Board of Directors approved a restructuring plan (the “Fiscal 2021 Plan”) in order to continue to reduce operating costs and improve profitability as part of our transformational initiative to optimize our business model and increase efficiencies. The Fiscal 2021 Plan is anticipated to entail a reduction in force of approximately 30 employees to be implemented through the second quarter of fiscal year 2022, with a certain number of positions being consolidated and/or relocated. Q4 2020 Plan During the fourth quarter of fiscal 2020, our Board of Directors approved a restructuring plan (the “Q4 2020 Plan”) in order to continue to reduce our operating costs and improve profitability to optimize our business model and increase efficiencies. The Q4 2020 Plan is being implemented starting with our fourth fiscal quarter of 2020 through the second fiscal quarter of 2021. Payments related to the accrued restructuring liability balance for this plan are expected to be fully paid in fiscal 2021. Q3 2020 Plan During the third quarter of fiscal 2020, our Board of Directors approved a restructuring plan (the “Q3 2020 Plan”) in order to reduce our operating costs and improve profitability to optimize our business model and increase efficiencies. Payments related to the accrued restructuring liability balance for this plan are expected to be fully paid in fiscal 2021. Fiscal 2020 Plan During the fourth quarter of fiscal 2019, our Board of Directors approved a restructuring plan (the “Fiscal 2020 Plan”) to primarily consolidate product development, right size our resources to support our international business and other support functions. Payments related to the accrued restructuring liability balance for this plan are expected to be fully paid in fiscal 2021. 21 Fiscal 2018-2019 Plan During the fourth quarter of fiscal 2018, our Board of Directors approved a restructuring plan (the “Fiscal 2018-2019 Plan”) to consolidate back-office support functions and align resources by geography to lower our expense structure. We completed the restructuring activities under the Fiscal 2018-2019 Plan at the end of fiscal 2019. Payments related to the accrued restructuring liability balance for this plan are expected to be fully paid in fiscal 2021. Fiscal 2015-2016 Plan In January 2018, we reached a settlement with a certain foreign government for grant liabilities which allowed us to reduce our estimated payments relating to prior years’ restructuring plan by $ 0.3 million. During the third quarter of fiscal 2015, with the intent to bring our operational cost structure in line with the changing dynamics of the microwave radio and telecommunications markets, we initiated a restructuring plan (the “Fiscal 2015-2016 Plan”) to lower fixed overhead costs and operating expenses and to preserve cash flow. Activities under the Fiscal 2015-2016 Plan primarily included reductions in workforce across the Company, but primarily in operations outside the United States. We completed the restructuring activities under the Fiscal 2015-2016 Plan as of July 1, 2016. Payments related to the accrued restructuring liability balance for this plan are expected to be paid in fiscal 2021. Note 10. Income Taxes Our effective tax rate varies from the U.S. federal statutory rate of 21% primarily due to results of foreign operations that are subject to income taxes at different statutory rates, certain jurisdictions where we cannot recognize tax benefit on current losses, and tax benefit from the release of valuation allowance on our U.S. federal and state deferred tax assets. During interim periods, we accrue tax expenses for jurisdictions that are anticipated to be profitable for fiscal 2021. The determination of our income taxes for the nine months ended April 2, 2021 and April 3, 2020 was based on our estimated annual effective tax rate adjusted for losses in certain jurisdictions for which no tax benefit can be recognized. Our tax benefit for the nine months ended April 2, 2021 was primarily due to the release of valuation allowance on our U.S. federal and state deferred tax assets. The tax expense for the nine months ended April 3, 2020 was primarily due to tax expense related to profitable subsidiaries and a $ 0.4 million increase in our reserves for uncertain tax positions. At each reporting date, management considers new evidence, both positive and negative, that could affect its view of the future realization of deferred tax assets on a more likely than not basis. During the third quarter of fiscal 2021, we recorded a valuation allowance release of $ 92.2 million as a discrete item based on management’s reassessment of the amount of its U.S. federal and state deferred tax assets that are more likely than not to be realized, primarily as a result of increases in U.S. profitability in the current period and expectations of continued profitability in future periods. In performing our analysis, we used the most updated plans and estimates that we currently use to manage the underlying business and calculated the utilization of our deferred tax assets. We continue to maintain a valuation allowance of $ 1.4 million on certain U.S. federal and state deferred tax assets that we believe is not more likely than not to be realized in future periods. We entered into a tax sharing agreement with Harris Corporation (“Harris”) effective on January 26, 2007, the acquisition date of Stratex Networks, Inc. The tax sharing agreement addresses, among other things, the settlement process associated with pre-merger tax liabilities and tax attributes that were attributable to the Microwave Communication Division when it was a division of Harris. There have been no settlement payments recorded since the acquisition date. To the extent we become more profitable in the U.S. in the future and utilize these tax attributes, we may be required to make certain payments to Harris which is currently not estimable. We have a number of open income tax audits covering various tax years, which vary from jurisdiction to jurisdiction. Our major tax jurisdictions that are open and subject to potential audits include the U.S., Singapore, Nigeria, Saudi Arabia and the Ivory Coast. The earliest years for these jurisdictions are as follows: U.S. - 2003; Singapore - 2015; Nigeria - 2006; Saudi Arabia - 2019, and Ivory Coast - 2017. We account for interest and penalties related to unrecognized tax benefits as part of our provision for federal, foreign and state income taxes. Such interest expense was not material for the three and nine months April 2, 2021 and April 3, 2020. 22 On March 27, 2020, the U.S. enacted the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act which provided certain tax relief measures including, but not limited to, (1) a five-year net operating loss carryback, (2) changes in the deduction of interest, (3) acceleration of alternative minimum tax credit (“AMT”) refunds, and (4) a technical correction to allow accelerated deductions for qualified improvement property. The Tax Cuts and Jobs Act repealed the corporate AMT credit and allowed taxpayers to claim any unused AMT credit over four tax years beginning in tax year 2018. The CARES Act allows for acceleration of the refundable AMT credit up to 100% of the AMT credit to be refunded in tax year 2018. During the third quarter of 2021, we received a tax refund of $ 3.5 million from the U.S. Internal Revenue Service primarily related to our refundable alternative minimum tax credit claim under the CARES Act and recorded minimal tax benefit related to interest as a discrete item. During the second quarter of 2021, we effectively settled a tax audit with the Financial Administration of the Republic of Slovenia for fiscal years 2016 to 2018 and recorded $ 0.4 million of tax expense related to the denial of research and development tax relief as a discrete item. During the second quarter of 2021, we effectively settled a tax audit with the General Authority of Zakat and Tax in Saudi Arabia for fiscal years 2016 to 2018 and recorded minimal tax benefit related to the release of previously recorded ASC 740-10 reserve as a discrete item. During the first quarter of 2021, we received a tax refund of $ 1.2 million from the Federal Revenue of Brazil related to our withholding tax refund claim and recorded minimal tax expense related to interest as a discrete item. We account for interest and penalties related to unrecognized tax benefits as part of our provision for federal, foreign and state income taxes. Such interest expense was not material for the three and nine months April 2, 2021 and April 3, 2020. On December 27, 2020, the US enacted the Consolidated Appropriations Act of 2021 (CAA) which extended and expanded certain tax relief measures created by the CARES Act, including, but not limited to, (1) second round of Payroll Protection Program loans, and (2) the Employer Retention Credit for 2021. On March 11, 2021, the U.S. enacted the American Rescue Plan Act of 2021 (ARPA) which expands Section 162(m) to cover the next five most highly compensated employees for the taxable year, in addition to the “covered employees” effective for taxable years beginning after December 31, 2026. We continue to examine the elements of the CARES Act, CAA, and ARPA and the impact they may have on our future business. Note 11. Net Income (Loss) Per Share of Common Stock Net income (loss) per share is computed using the two-class method, by dividing net income attributable to us by the weighted-average number of shares of our outstanding common stock and participating securities outstanding. Our restricted shares contain rights to receive non-forfeitable dividends and therefore are considered to be participating securities and included in the calculations of net income per basic and diluted common share. Undistributed losses are not allocated to unvested restricted shares as the unvested restricted shares are not contractually obligated to share our losses. The impact on earnings per share of the participating securities under the two-class method was immaterial. On April 7, 2021 we effected a two -for-one split in the form of a stock dividend to shareholders of record as of April 1, 2021. Common stock, Additional paid-in-capital, per share and equity award amounts for all periods presented have been retrospectively reclassified to reflect the two -for-one stock split in the form of a stock dividend. The following table presents the computation of basic and diluted net income (loss) per share: 23 Three Months Ended Nine Months Ended (In thousands, except per share amounts) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Numerator: Net income (loss) $ 94,731 $ 731 $ 107,308 $ ( 886 ) Denominator: Weighted-average shares outstanding, basic 11,152 10,790 10,994 10,780 Effect of potentially dilutive equivalent shares 690 124 538 — Weighted-average shares outstanding, diluted 11,842 10,914 11,532 10,780 Net income (loss) per share of common stock outstanding: Basic $ 8.49 $ 0.07 $ 9.76 $ ( 0.08 ) Diluted $ 8.00 $ 0.07 $ 9.31 $ ( 0.08 ) The following table summarizes the weighted-average equity awards that were excluded from the diluted net income (loss) per share calculations since they were anti-dilutive: Three Months Ended Nine Months Ended (In thousands) April 2, 2021 April 3, 2020 April 2, 2021 April 3, 2020 Stock options 8 654 4 738 Restricted stock units and performance stock units — 196 2 286 Total shares of common stock excluded 8 850 6 1,024 Note 12. Commitments and Contingencies Purchase Orders and Other Commitments From time to time in the normal course of business, we may enter into purchasing agreements with our suppliers that require us to accept delivery of, and remit full payment for, finished products that we have ordered, finished products that we requested be held as safety stock, and work in process started on our behalf, in the event we cancel or terminate the purchasing agreement. Because these agreements do not specify fixed or minimum quantities, do not specify minimum or variable price provisions, and do not specify the approximate timing of the transaction, and we have no present intention to cancel or terminate any of these agreements, we currently do not believe that we have any future liability under these agreements. As of April 2, 2021, we had outstanding purchase obligations with our suppliers or contract manufacturers of $ 31.4 million. In addition, we had contractual obligations of approximately $ 1.5 million associated with software licenses as of April 2, 2021. Financial Guarantees and Commercial Commitments Guarantees issued by banks, insurance companies, or other financial institutions are contingent commitments issued to guarantee our performance under borrowing arrangements, such as bank overdraft facilities, tax and customs obligations, and similar transactions, or to ensure our performance under customer or vendor contracts. The terms of the guarantees are generally equal to the remaining term of the related debt or other obligations and are generally limited to two years or less. As of April 2, 2021, we had no guarantees applicable to our debt arrangements. We have entered into commercial commitments in the normal course of business including surety bonds, standby letters of credit agreements, and other arrangements with financial institutions primarily relating to the guarantee of future performance on certain contracts to provide products and services to customers. As of April 2, 2021, we had commercial commitments of $ 57.8 million outstanding that were not recorded on our unaudited condensed consolidated balance sheets. We do not believe, based on historical experience and information currently available, that it is probable that any significant amounts will be required to be paid on these performance guarantees in the future. 24 Indemnifications Under the terms of substantially all of our license agreements, we have agreed to defend and pay any final judgment against our customers arising from claims against such customers that our products infringe the intellectual property rights of a third party. As of April 2, 2021, we have not received any notice that any customer is subject to an infringement claim arising from the use of our products; we have not received any request to defend any customers from infringement claims arising from the use of our products; and we have not paid any final judgment on behalf of any customer related to an infringement claim arising from the use of our products. Because the outcome of infringement disputes is related to the specific facts of each case and given the lack of previous or current indemnification claims, we cannot estimate the maximum amount of potential future payments, if any, related to our indemnification provisions. As of April 2, 2021, we had not recorded any liabilities related to these indemnifications. Legal Proceedings We are subject from time to time to disputes with customers concerning our products and services. In May 2016, we received notification of a claim for damages from a customer alleging that certain of our products were defective which we settled with an immaterial amount during the third quarter of 2021. From time to time, we may be involved in various other legal claims and litigation that arise in the normal course of our operations. We are aggressively defending all current litigation matters. Although there can be no assurances and the outcome of these matters is currently not determinable, we currently believe that none of these claims or proceedings are likely to have a material adverse effect on our financial position. We expect to defend each of these disputes vigorously. 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. As a result, 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, if any. We record accruals for our outstanding legal proceedings, investigations or claims when it is probable that a liability will be incurred and the amount of loss can be reasonably estimated. We evaluate, at least on a quarterly basis, developments in legal proceedings, investigations or claims that could affect the amount of any accrual, as well as any developments that would result in a loss contingency to become both probable and reasonably estimable. We have not recorded any accrual for loss contingencies associated with such legal claims or litigation discussed above. Contingent Liabilities We record a loss contingency as a charge to operations when (i) it is probable that an asset has been impaired or a liability has been incurred at the date of the unaudited condensed consolidated financial statements; and (ii) the amount of the loss can be reasonably estimated. Disclosure in the Notes to the unaudited condensed consolidated financial statements is required for loss contingencies that do not meet both those conditions if there is a reasonable possibility that a loss may have been incurred. Gain contingencies are not recorded until realized. We expense all legal costs incurred to resolve regulatory, legal, and tax matters as incurred. In March 2016, an enforcement action by the Indian Department of Revenue, Ministry of Finance was brought against our subsidiary Aviat Networks (India) Private Limited (“Aviat India”) relating to the non-realization of intercompany receivables and non-payment of intercompany payables, which originated from 1999 to 2012, within the time frames dictated by the Indian regulations under the Foreign Exchange Management Act. In November 2017, the Indian Department of Revenue, Ministry of Finance also initiated a similar action against Telsima Communications Private Limited (“Telsima India”), a subsidiary of the Company, relating to the non-realization of intercompany receivables and non-payment of intercompany payables which originated from the period prior to our acquisition of Telsima India in February 2009. In September 2019, our directors of Aviat India appeared before the Ministry of Finance Enforcement Directorate. No settlement offers were discussed at the meeting and the matter is still ongoing with no subsequent hearing date currently scheduled. We have accrued an immaterial amount representing the estimated probable loss for which we would settle the matter. We currently cannot form an estimate of the range of loss in excess of our amounts already accrued. If the outcome of this matter is greater than the current immaterial amount accrued, we intend to dispute it vigorously. Periodically, we review the status of each significant matter to assess the potential financial exposure. If a potential loss is considered probable and the amount can be reasonably estimated, we reflect the estimated loss in our unaudited condensed consolidated statement of operations. Significant judgment is required to determine the probability that a liability has been incurred or an asset impaired and whether such loss is reasonably estimable. Further, estimates of this nature are 25 highly subjective, and the final outcome of these matters could vary significantly from the amounts that have been included in our unaudited condensed consolidated financial statements. As additional information becomes available, we reassess the potential liability related to our pending claims and litigation and may revise estimates accordingly. Such revisions in the estimates of the potential liabilities could have a material impact on our results of operations and financial position. COVID-19 In March 2020, the World Health Organization characterized a recent pandemic of respiratory illness caused by novel coronavirus disease, known as COVID-19, as a pandemic. The pandemic has resulted in government authorities implementing numerous measures to try to contain the virus, such as travel bans and restrictions, quarantines, shelter-in-place or stay-at-home orders, and business shutdowns. Our global operations expose us to risks associated with public health crises and epidemics/pandemics, such as the COVID-19 pandemic. The COVID-19 pandemic may have an impact on our operations, supply chains and distribution systems and increase our expenses, including as a result of impacts associated with preventive and precautionary measures that we, other businesses and governments are taking or requiring. The extent to which the COVID-19 pandemic impacts our business, prospects and results of operations will depend on future developments, which are highly uncertain and cannot be predicted with certainty, including, but not limited to, the duration and spread of the pandemic, its severity, the actions to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating activities can resume. Management is actively monitoring the impact of the COVID-19 pandemic on our financial condition, liquidity, operations, suppliers, industry, and workforce. Additionally we have undertaken measures to protect our employees, suppliers, and customers, including encouraging, and in many cases requiring employees to work remotely as appropriate. We have also modified some of our controls procedures but those changes have not been significant. Our first priority remains the health and safety of our employees and their families. Employees whose tasks can be done off-site have been instructed to work from home. Our manufacturing sites support essential businesses and remain operational. We are maintaining social distancing for workers on-site and have enhanced cleaning protocols and usage of personal protective equipment, where appropriate. The impact to our supply chain lead times and ability to fulfill orders was minimal for the three and nine months ended April 2, 2021. However, depending on pandemic-related factors like the uncertain duration of temporary manufacturing restrictions as well as our ability to perform field services during shelter in place orders, we could experience constraints and delays in fulfilling customer orders in future periods. We continue to monitor, assess and adapt to the situation and prepare for implications to our business, supply chain and customer demand. We expect these challenges to continue until business and economic activities return to more normal levels. The financial results for the three and nine months ended April 2, 2021 reflect some of the reduced activity experienced during the period in various locations around the world and are not necessarily indicative of the results for the full year. Note 13. Subsequent Event On April 13, 2021, we filed a registration statement on Form S-3 with the SEC using a “shelf” registration process. Once the shelf registration statement is declared effective by the SEC, we will be able to, from time to time, offer and sell, either individually or in combination, in one or more offerings, up to a total dollar amount of $ 200 million of any combination of the securities described in the shelf registration statement or a related prospectus supplement. 26