2 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands, except per share amounts) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: Three Months Ended
+Added: (In thousands, except per share amounts) September 26,
+Added: 2025 September 27,
Product sales $ 75,084 $ 61,116
9 unchanged sentences
Selling and administrative 23,376 24,948
−Removed: Restructuring charges (recovery) 177 ( 417 ) 1,592 2,227
Total operating expenses 30,474 35,356
−Removed: Operating income 9,294 5,667 1,696 13,946
+Added: Operating income (loss) 5,189 ( 15,568 )
Interest expense, net 1,712 1,115
11 unchanged sentences
AVIAT NETWORKS, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
+Added: Three Months Ended
+Added: (In thousands) September 26,
+Added: 2025 September 27,
Net income (loss) $ 162 $ ( 11,879 )
−Removed: Other comprehensive income (loss):
+Added: Other comprehensive (loss) income:
Net change in cumulative translation adjustments
( 909 ) 2,153
−Removed: Other comprehensive income (loss) 1,108 ( 341 ) ( 155 ) 237
−Removed: Comprehensive income (loss) $ 4,636 $ 3,529 $ ( 4,011 ) $ 9,448
+Added: Other comprehensive (loss) income ( 909 ) 2,153
+Added: Comprehensive loss $ ( 747 ) $ ( 9,726 )
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
1 unchanged sentence
CONDENSED CONSOLIDATED BALANCE SHEETS
−Removed: (In thousands, except share and par value amounts) March 28,
+Added: (In thousands, except share and par value amounts) September 26,
2025 June 27,
5 unchanged sentences
Inventories 84,011 83,979
−Removed: Assets held for sale
Other current assets 34,553 33,715
7 unchanged sentences
Total assets $ 643,316 $ 633,296
−Removed: LIABILITIES AND EQUITY
+Added: LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
4 unchanged sentences
Other current liabilities
−Removed: 13,299 21,614
Current portion of long-term debt
11 unchanged sentences
Preferred stock, $ 0.01 par value, 50.0 million shares authorized, none issued
−Removed: Common stock, $ 0.01 par value, 300.0 million shares authorized, 12.7 million and 12.6 million shares issued and outstanding as of March 28, 2025 and June 28, 2024, respectively
−Removed: Treasury stock 0.2 million and 0.2 million shares as of March 28, 2025 and June 28, 2024, respectively
+Added: Common stock, $ 0.01 par value, 300.0 million shares authorized, 12.8 million and 12.7 million shares issued and outstanding as of September 26, 2025 and June 27, 2025, respectively
+Added: Treasury stock 0.2 million and 0.2 million shares as of September 26, 2025 and June 27, 2025, respectively
( 7,076 ) ( 7,076 )
7 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
+Added: Three Months Ended
+Added: (In thousands) September 26,
+Added: 2025 September 27,
Operating Activities
−Removed: Net (loss) income $ ( 3,856 ) $ 9,211
−Removed: Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
+Added: Net income (loss) $ 162 $ ( 11,879 )
+Added: Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation of property, plant and equipment 463 1,317
5 unchanged sentences
Non-cash lease expense 378 325
−Removed: Loss on extinguishment of debt 485 —
+Added: Net loss (gain) on marketable securities 17 ( 107 )
Other non-cash operating activities, net 61 70
8 unchanged sentences
Other assets and liabilities ( 1,865 ) ( 5,152 )
−Removed: Net cash (used in) provided by operating activities ( 4,790 ) 22,229
+Added: Net cash used in operating activities ( 11,742 ) ( 27,165 )
Investing Activities
Purchase of property, plant and equipment ( 1,727 ) ( 5,421 )
−Removed: Purchase of marketable securities — ( 925 )
Proceeds from sale of asset held for sale — 2,396
7 unchanged sentences
Payments of deferred financing costs ( 203 ) —
−Removed: Payments of deferred consideration for acquisitions ( 5,815 ) —
−Removed: Payments for repurchase of common stock - treasury shares ( 598 ) ( 332 )
Payments for taxes related to net settlement of equity awards ( 565 ) ( 711 )
2 unchanged sentences
Effect of exchange rate changes on cash, cash equivalents, and restricted cash 79 1,293
−Removed: Net (decrease) increase in cash, cash equivalents, and restricted cash ( 13,255 ) 35,958
+Added: Net increase (decrease) in cash, cash equivalents, and restricted cash 5,114 ( 12,758 )
Cash, cash equivalents, and restricted cash, beginning of period 62,013 64,934
Cash, cash equivalents, and restricted cash, end of period $ 67,127 $ 52,176
−Removed: Supplemental disclosures of cash flow information
−Removed: Non-cash investing and financing activities:
−Removed: Common stock issued in connection with acquisition $ — $ 22,331
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
1 unchanged sentence
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
−Removed: Three Months Ended March 28, 2025
+Added: Three Months Ended September 26, 2025
Common Stock Treasury Stock Additional Paid-in Capital
1 unchanged sentence
(In thousands) Shares $
−Removed: Balance as of December 27, 2024 12,684 $ 127 $ ( 6,978 ) $ 862,918 $ ( 585,897 ) $ ( 20,583 ) $ 249,587
−Removed: Net income — — — — 3,528 — 3,528
−Removed: Other comprehensive income — — — — — 1,108 1,108
−Removed: Issuance of common stock under employee stock plans 16 — — 60 — — 60
−Removed: Shares withheld for taxes related to vesting of equity awards ( 3 ) — — ( 56 ) — — ( 56 )
−Removed: Stock repurchase ( 5 ) — ( 99 ) — — — ( 99 )
−Removed: Share-based compensation — — — 1,988 — — 1,988
−Removed: Balance as of March 28, 2025 12,692 $ 127 $ ( 7,077 ) $ 864,910 $ ( 582,369 ) $ ( 19,475 ) $ 256,116
−Removed: Three Months Ended March 29, 2024
−Removed: Common Stock Treasury Stock Additional
−Removed: Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Equity
−Removed: (In thousands) Shares $
−Removed: Balance as of December 29, 2023 12,521 $ 125 $ ( 6,479 ) $ 856,735 $ ( 583,932 ) $ ( 15,426 ) $ 251,023
+Added: Balance as of June 27, 2025 12,740 $ 127 $ ( 7,076 ) $ 866,119 $ ( 577,172 ) $ ( 18,815 ) $ 263,183
Net income — — — — 162 — 162
3 unchanged sentences
Share-based compensation — — — 1,555 — — 1,555
−Removed: Balance as of March 29, 2024 12,562 $ 126 $ ( 6,479 ) $ 858,228 $ ( 580,062 ) $ ( 15,767 ) $ 256,046
−Removed: See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
−Removed: Nine Months Ended March 28, 2025
+Added: Balance as of September 26, 2025 12,802 $ 128 $ ( 7,076 ) $ 867,318 $ ( 577,010 ) $ ( 19,724 ) $ 263,636
+Added: Three Months Ended September 27, 2024
Common Stock Treasury Stock Additional
3 unchanged sentences
Net loss — — — — ( 11,879 ) — ( 11,879 )
−Removed: Other comprehensive loss — — — — — ( 155 ) ( 155 )
−Removed: Issuance of common stock under employee stock plans 146 1 — 155 — — 156
−Removed: Shares withheld for taxes related to vesting of equity awards ( 36 ) — — ( 942 ) — — ( 942 )
−Removed: Stock repurchase ( 40 ) — ( 598 ) — — — ( 598 )
−Removed: Share-based compensation — — — 5,626 — — 5,626
−Removed: Balance as of March 28, 2025 12,692 $ 127 $ ( 7,077 ) $ 864,910 $ ( 582,369 ) $ ( 19,475 ) $ 256,116
−Removed: Nine Months Ended March 29, 2024
−Removed: Common Stock Treasury Stock Additional
−Removed: Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total Equity
−Removed: (In thousands) Shares $
−Removed: Balance as of June 30, 2023 11,518 $ 115 $ ( 6,147 ) $ 830,048 $ ( 589,273 ) $ ( 16,004 ) $ 218,739
−Removed: Net income — — — — 9,211 — 9,211
Other comprehensive income — — — — — 2,153 2,153
1 unchanged sentence
Shares withheld for taxes related to vesting of equity awards ( 26 ) — — ( 711 ) — — ( 711 )
−Removed: Stock repurchase ( 11 ) — ( 332 ) — — — ( 332 )
Share-based compensation — — — 1,664 — — 1,664
−Removed: Common stock issued in connection with acquisition 737 7 — 22,324 — — 22,331
−Removed: Balance as of March 29, 2024 12,562 $ 126 $ ( 6,479 ) $ 858,228 $ ( 580,062 ) $ ( 15,767 ) $ 256,046
+Added: Balance as of September 27, 2024 12,676 $ 127 $ ( 6,479 ) $ 861,023 $ ( 590,392 ) $ ( 17,167 ) $ 247,112
+Added: See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
AVIAT NETWORKS, INC.
10 unchanged sentences
In the opinion of the Company’s management, such interim financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of its financial position, results of operations and cash flows for such periods.
−Removed: The results for the nine months ended March 28, 2025 are not necessarily indicative of the results that may be expected for the full fiscal year or future operating periods.
+Added: The results for the three months ended September 26, 2025 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 Aviat’s Annual Report on Form 10-K for the fiscal year ended June 27, 2025.
3 unchanged sentences
Aviat’s fiscal year includes 52 or 53 weeks and ends on the Friday nearest to June 30.
−Removed: The three months ended March 28, 2025 and March 29, 2024 both consisted of 13 weeks.
+Added: The three months ended September 26, 2025 and September 27, 2024 both consisted of 13 weeks.
Fiscal year 2026 contains 52 weeks and will end on June 26, 2026.
8 unchanged sentences
Actual results may differ materially from estimates.
−Removed: Revisions to Prior Period Consolidated Financial Statements
−Removed: Subsequent to the third quarter of fiscal 2024, the Company identified certain errors in the quarterly financial statements for fiscal 2024.
−Removed: In accordance with ASC 250, Accounting Changes and Error Corrections and Staff Accounting Bulletins (“SAB”) No.
−Removed: 99, Materiality and No.
−Removed: 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, the Company evaluated the materiality of the errors and determined that the impacts were not material, individually or in the aggregate, to the Company’s previously issued consolidated financial
−Removed: As a result, the Company has revised the prior period financial statements and related disclosures to correct the errors for comparability across all periods presented herein.
−Removed: Refer to Note 15.
−Removed: Revisions to Prior Period Consolidated Financial Statements of the Notes to this Form 10-Q, and Note 1.
−Removed: The Company and Summary of Significant Accounting Policies and Part II, Item 9B.
−Removed: Other Information of the Company’s Annual Report on Form 10-K for the fiscal year ended June 28, 2024 for further information.
Summary of Significant Accounting Policies
−Removed: There have been no material changes in the Company’s significant accounting policies as of and for the nine months ended March 28, 2025, as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the fiscal year ended June 28, 2024.
+Added: There have been no material changes in the Company’s significant accounting policies as of and for the three months ended September 26, 2025, as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the fiscal year ended June 27, 2025.
+Added: Recently Adopted Accounting Pronouncements
+Added: In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280):
+Added: Improvements to Reportable Segment Disclosures .
+Added: The ASU expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly presented to the chief operating decision maker.
+Added: The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment.
+Added: ASU 2023-07 is effective for the Company’s annual reporting beginning in fiscal 2025 and for interim periods beginning in fiscal 2026.
+Added: The Company adopted ASU 2023-07 for the year ended June 27, 2025.
+Added: The adoption of this standard did not have a material impact on the Company’s consolidated financial statements.
Accounting Standards Not Yet Adopted
−Removed: In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03 (Subtopic 220-40):
+Added: In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):
+Added: Targeted Improvements to the Accounting for Internal-Use Software , which modernizes the accounting for internal-use software.
+Added: The ASU requires entities to consider whether significant development uncertainty has been resolved before starting to capitalize software costs.
+Added: ASU 2025-06 is effective for annual and interim reporting periods beginning after December 15, 2027, and can be applied prospectively, retrospectively, or using a modified transition method, with early adoption permitted.
+Added: The Company is currently evaluating the impact of this ASU on its consolidated financial statements and disclosures.
+Added: In November 2024, the FASB issued ASU 2024-03 (Subtopic 220-40):
Disaggregation of Income Statement Expenses .
2 unchanged sentences
The Company is currently evaluating the impact of this ASU on its consolidated financial statements and disclosures.
−Removed: In December 2023, the FASB ASU 2023-09, Income Taxes (Topic 740):
+Added: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
Improvements to Income Tax Disclosures .
2 unchanged sentences
The Company is currently evaluating the impact of this ASU on its consolidated financial statements and disclosures.
−Removed: In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):
−Removed: Improvements to Reportable Segment Disclosures .
−Removed: The ASU expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly presented to the chief operating decision maker.
−Removed: The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment.
−Removed: ASU 2023-07 is effective for the Company’s annual reporting beginning in fiscal 2025 and for interim periods beginning in fiscal 2026.
−Removed: The Company is currently evaluating the impact of the ASU on its consolidated financial statements and disclosures.
The Company considers the applicability and impact of all ASUs issued by the FASB.
2 unchanged sentences
The following table presents the computation of basic and diluted net income (loss) per share:
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands, except per share amounts) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: Three Months Ended
+Added: (In thousands, except per share amounts) September 26,
+Added: 2025 September 27,
Net income (loss) $ 162 $ ( 11,879 )
2 unchanged sentences
Effect of potentially dilutive equivalent shares
−Removed: 149 224 — 282
Weighted-average shares outstanding, diluted
4 unchanged sentences
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:
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: Three Months Ended
+Added: (In thousands) September 26,
+Added: 2025 September 27,
Stock options 278 396
2 unchanged sentences
Revenue Recognition
−Removed: Contract Balances, Performance Obligations, and Backlog
+Added: Contract Balances
(In thousands)
+Added: September 26,
2025 June 27,
12 unchanged sentences
however, this will have no impact on the Company’s future obligation to bill and collect.
−Removed: As of March 28, 2025, the Company reported $ 93.3 million in advance payments and unearned revenue and long-term unearned revenue, of which approximately 70 % is expected to be recognized as revenue in the next twelve months and the remainder thereafter.
−Removed: Approximately $ 10.4 million and $ 43.6 million of revenue was recognized during the three and nine months ended March 28, 2025, respectively, which was included in advance payments and unearned revenue at June 28, 2024.
+Added: As of September 26, 2025, the Company reported $ 82.2 million in advance payments and unearned revenue and long-term unearned revenue, of which approximately 90 % is expected to be recognized as revenue in the next twelve months and the remainder thereafter.
+Added: Approximately $ 22.0 million of revenue was recognized during the three months ended September 26, 2025, which was included in advance payments and unearned revenue at June 27, 2025.
Remaining Performance Obligations
−Removed: The aggregate amount of transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations was approximately $ 149.6 million at March 28, 2025 relating to our long-term field service projects.
+Added: The aggregate amount of transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations was approximately $ 141.4 million at September 26, 2025 relating to long-term field service projects.
Of this amount, approximately 50 % is expected to be recognized as revenue during the next 12 months, with the remaining amount to be recognized thereafter.
2 unchanged sentences
The following provides a summary of cash, cash equivalents, and restricted cash reported within the unaudited condensed consolidated balance sheets that reconciles to the corresponding amount in the unaudited condensed consolidated statement of cash flows:
−Removed: (In thousands) March 28,
+Added: (In thousands) September 26,
2025 June 27,
2 unchanged sentences
Total cash, cash equivalents, and restricted cash $ 67,127 $ 62,013
−Removed: (In thousands) March 28,
+Added: (In thousands) September 26,
2025 June 27,
6 unchanged sentences
The Company records charges to adjust inventories due to excess and obsolete inventory resulting from lower sales forecasts, product transitioning or discontinuance.
−Removed: The charges incurred during the three and nine months ended March 28, 2025 and March 29, 2024 were included in cost of product sales as follows:
−Removed: Three Months Ended Nine Months Ended
+Added: The charges incurred during the three months ended September 26, 2025 and September 27, 2024 were included in cost of product sales as follows:
+Added: Three Months Ended
(In thousands)
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: September 26,
+Added: 2025 September 27,
Excess and obsolete inventory $ 62 $ 310
1 unchanged sentence
Total charges
−Removed: $ 780 $ 2,404 $ 1,856 $ 3,589
Other Current Assets
−Removed: (In thousands) March 28,
+Added: (In thousands) September 26,
2025 June 27,
4 unchanged sentences
Property, Plant and Equipment, net
−Removed: (In thousands) March 28,
+Added: (In thousands) September 26,
2025 June 27,
5 unchanged sentences
Total property, plant and equipment, net $ 18,766 $ 17,453
−Removed: Included in the total property, plant and equipment, gross were $ 7.7 million and $ 4.1 million of assets in progress which have not been placed in service as of March 28, 2025 and June 28, 2024, respectively.
−Removed: Depreciation expense related to property, plant and equipment, was as follows:
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
−Removed: Depreciation $ 1,169 $ 1,004 $ 3,959 $ 3,077
+Added: Included in the total property, plant and equipment, gross were $ 11.6 million and $ 10.3 million of assets in progress which have not been placed in service as of September 26, 2025 and June 27, 2025, respectively.
+Added: Depreciation expense related to property, plant and equipment, was $ 0.5 million and 1.3 million for the three months ended September 26, 2025 and September 27, 2024, respectively.
Accrued Expenses
−Removed: (In thousands) March 28,
+Added: (In thousands) September 26,
2025 June 27,
9 unchanged sentences
Changes in the warranty liability were as follows:
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: Three Months Ended
+Added: (In thousands) September 26,
+Added: 2025 September 27,
Balance as of the beginning of the period $ 3,352 $ 2,996
4 unchanged sentences
Advance Payments and Unearned Revenue
−Removed: (In thousands) March 28,
+Added: (In thousands) September 26,
2025 June 27,
2 unchanged sentences
Total advance payments and unearned revenue $ 73,447 $ 73,735
−Removed: Excluded from the balances above are $ 7.7 million and $ 7.4 million in long-term unearned revenue as of March 28, 2025 and June 28, 2024, respectively.
+Added: Excluded from the balances above are $ 8.8 million and $ 8.1 million in long-term unearned revenue as of September 26, 2025 and June 27, 2025, respectively.
Fair Value Measurements of Assets and Liabilities
5 unchanged sentences
• 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.
−Removed: The estimated fair values and valuation input levels of assets and liabilities that are measured at fair value on a recurring basis as of March 28, 2025 and June 28, 2024 were as follows:
−Removed: (In thousands) March 28, 2025 June 28, 2024 Valuation Inputs
+Added: The estimated fair values and valuation input levels of assets and liabilities that are measured at fair value on a recurring basis as of September 26, 2025 and June 27, 2025 were as follows:
+Added: (In thousands) September 26, 2025 June 27, 2025 Valuation Inputs
Cash and cash equivalents:
3 unchanged sentences
The Company’s Level 1 items are primarily money market funds and marketable securities.
−Removed: As of March 28, 2025 and June 28, 2024, the money market funds were valued at $ 1.00 net asset value per share.
+Added: As of September 26, 2025 and June 27, 2025, the money market funds were valued at $ 1.00 net asset value per share.
Items are classified within 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.
3 unchanged sentences
Credit Facility and Debt
−Removed: The Company entered into a Secured Credit Facility Agreement (the “Credit Facility”), dated May 9, 2023, amended as of November 22, 2023 and October 18, 2024, with Wells Fargo Bank, National Association, as administrative agent, swingline lender and issuing lender and Wells Fargo Securities LLC, Citigroup Global Markets Inc., and Regions Capital Markets as lenders.
+Added: The Company entered into a Secured Credit Facility Agreement (the “Credit Facility”), dated May 9, 2023, amended as of November 22, 2023, October 18, 2024 and August 28, 2025, with Wells Fargo Bank, National Association, as administrative agent, swingline lender and issuing lender and Wells Fargo Securities LLC, Citigroup Global Markets Inc., and Regions Capital Markets as lenders.
The Credit Facility provides for a $ 95.0 million revolving credit facility (the “Revolver”) and a $ 95.0 million Term Loan Facility (the “Term Loan”) with a maturity date of October 18, 2029.
The $ 95.0 million Revolver can be borrowed with a $ 20.0 million sub-limit for letters of credit, and a $ 10.0 million swingline loan sub-limit.
+Added: On August 28, 2025, the Company entered into an amendment under the Credit Facility to increase the Term Loan and Revolver commitments by $ 20 million for each instrument.
In November 2023, the Company borrowed $ 50.0 million against the Term Loan to primarily settle the cash portion of the consideration associated with the NEC Transaction (as defined below).
Acquisitions for further information.
−Removed: As of March 28, 2025, the available credit under the Revolver was $ 66.3 million, reflecting the available limit of $ 75.0 million less outstanding letters of credit of $ 8.7 million.
−Removed: The Company borrowed and repaid $ 55.0 million against the Revolver during the nine months ended March 28, 2025.
−Removed: The Company borrowed $ 75.0 million and repaid $ 49.7 million against the Term Loan during the nine months ended March 28, 2025.
−Removed: The following summarizes the Company’s outstanding long-term debt as of March 28, 2025:
+Added: As of September 26, 2025, the available credit under the Revolver was $ 72.1 million, reflecting the available limit of $ 80.0 million less outstanding letters of credit of $ 7.9 million.
+Added: The Company borrowed and repaid $ 25.0 million against the Revolver during the three months ended September 26, 2025.
+Added: The Company borrowed $ 20.0 million and repaid $ 0.9 million against the Term Loan during the three months ended September 26, 2025.
+Added: The following summarizes the Company’s outstanding long-term debt as of September 26, 2025:
(In thousands)
+Added: Revolver $ 15,000
Term loan 92,188
7 unchanged sentences
The pricing levels for interest rate margins are determined based on the Consolidated Total Leverage Ratio as determined and adjusted quarterly.
−Removed: As of March 28, 2025, the applicable margin on Adjusted Term SOFR and Base Rate borrowings was 2.75 % and 1.75 %, respectively.
−Removed: The effective rate of interest on the outstanding Term Loan borrowings as of March 28, 2025 was 7.1 %.
+Added: As of September 26, 2025, the applicable margin on Adjusted Term SOFR and Base Rate borrowings was 2.75 % and 1.75 %, respectively.
+Added: The effective rate of interest on the outstanding Term Loan borrowings as of September 26, 2025 was 6.7 %.
The Credit Facility requires the Company and its subsidiaries to maintain a fixed charge coverage ratio to be greater than 1.25 to 1.00 as of the last day of any fiscal quarter of the Company.
1 unchanged sentence
The Credit Facility contains customary affirmative and negative covenants, including, among others, covenants limiting the ability of the Company and its subsidiaries 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, in each case subject to customary exceptions.
−Removed: As of March 28, 2025, the Company was in compliance with all financial covenants contained in the Credit Facility.
−Removed: As of March 28, 2025, scheduled maturities of outstanding long-term debt by fiscal year are as follows:
+Added: As of September 26, 2025, the Company was in compliance with all financial covenants contained in the Credit Facility.
+Added: As of September 26, 2025, scheduled maturities of outstanding long-term debt by fiscal year are as follows:
(In thousands)
2 unchanged sentences
Restructuring
−Removed: The following table summarizes restructuring related activities during the nine months ended March 28, 2025:
−Removed: (In thousands) Employee Severance and Benefits Facilities and Other Total
+Added: The following table summarizes restructuring related activities during the three months ended September 26, 2025:
+Added: (In thousands) Employee Severance and Benefits
Balance as of June, 27, 2025 $ 1,757
1 unchanged sentence
Balance as of September, 26, 2025 $ 1,070
−Removed: Charges, net 1,415 — 1,415
−Removed: Cash payments ( 2,403 ) — ( 2,403 )
−Removed: Balance as of December, 27, 2024 $ 650 $ — $ 650
−Removed: Charges, net 177 — 177
−Removed: Cash payments ( 741 ) — ( 741 )
−Removed: Balance as of March, 28, 2025 $ 86 $ — $ 86
−Removed: As of March 28, 2025, the accrued restructuring balance of $ 0.1 million was included in other current liabilities on the unaudited condensed consolidated balance sheets.
+Added: As of September 26, 2025, the accrued restructuring balance of $ 1.1 million was included in other current liabilities on the unaudited condensed consolidated balance sheets.
Included in the above were positions identified for termination that have not been executed from a restructuring perspective.
2 unchanged sentences
The fiscal 2025 plans are expected to be completed through the end of fiscal 2026.
−Removed: Prior Years’ Plans
−Removed: During fiscal 2024, the Company’s Board of Directors approved restructuring plans, primarily associated with the NEC Transaction (as defined below) and reductions in workforce in certain of the Company’s operations to optimize skill sets and align cost structure.
−Removed: The fiscal 2024 plans are expected to be completed through the end of fiscal 2025.
Stockholders’ Equity
1 unchanged sentence
In November 2021, the Company’s Board of Directors approved a stock repurchase program to purchase up to $ 10.0 million of the Company’s common stock.
−Removed: As of March 28, 2025, $ 6.3 million remains available and Aviat may choose to suspend or discontinue the repurchase program at any time.
+Added: As of September 26, 2025, $ 6.3 million remains available and Aviat may choose to suspend or discontinue the repurchase program at any time.
Repurchased shares are recorded as treasury stock.
−Removed: During the third quarter of fiscal 2025, the Company repurchased 5,200 shares of its common stock in the open market for an aggregate purchase price, including commissions, of $ 0.1 million.
+Added: During the first quarter of fiscal 2026, the Company did no t repurchase any shares of its common stock.
Stock Incentive Programs
−Removed: As of March 28, 2025, the Company had one stock incentive plan for its employees and non-employee directors, the 2018 Incentive Plan (the “2018 Plan”).
+Added: As of September 26, 2025, the Company had one stock incentive plan for its 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.
5 unchanged sentences
Vesting of performance share awards and units is subject to the achievement of predetermined financial performance and share price criteria, and continued employment through the end of the applicable period.
−Removed: During the nine months ended March 28, 2025, the Company granted 281,659 restricted stock units and 164,553 performance share awards.
+Added: During the three months ended September 26, 2025, the Company granted 174,155 restricted stock units and 128,629 performance share awards.
The Company recognizes compensation cost for share-based payment awards on a straight-line basis over the requisite service period.
2 unchanged sentences
Total compensation expense for share-based awards included in the unaudited condensed consolidated statements of operations was as follows:
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: Three Months Ended
+Added: (In thousands) September 26,
+Added: 2025 September 27,
By Expense Category:
6 unchanged sentences
Restricted stock and performance share awards and units
−Removed: 1,748 1,478 4,784 4,372
Total share-based compensation expense $ 1,555 $ 1,664
−Removed: As of March 28, 2025, there was approximately $ 1.1 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 1.2 years.
−Removed: As of March 28, 2025, there was $ 10.6 million of total unrecognized compensation expense related to non-vested stock awards which is expected to be recognized over a weighted-average period of 1.8 years.
+Added: As of September 26, 2025, there was approximately $ 0.5 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 0.92 years.
+Added: As of September 26, 2025, there was $ 12.8 million of total unrecognized compensation expense related to non-vested stock awards which is expected to be recognized over a weighted-average period of 2.06 years.
Segment and Geographic Information
Aviat operates in one reportable business segment:
−Removed: the design, manufacturing, and sale of wireless networking products, solutions, and services.
−Removed: The Company’s financial performance is regularly reviewed by its chief operating decision maker who is its Chief Executive Officer (“CEO”).
+Added: the design, manufacturing, and sale of a range of wireless networking and access networking products, solutions, and services.
+Added: Aviat conducts business globally and its sales and support activities are managed on a geographic basis.
+Added: The Company’s Chief Executive Officer (“CEO”) is the Chief Operating Decision Maker (the “CODM”).
+Added: The CODM manages the business primarily by function globally and reviews financial information on a consolidated basis, accompanied by disaggregated information about revenues by geographic region, for purposes of allocating resources and evaluating financial performance.
+Added: The profitability of geographic regions is not a determining factor in allocating resources and the CODM does not evaluate profitability below the level of the consolidated company.
+Added: Significant segment expenses are not analyzed by segment within the Company’s internal reporting.
+Added: Significant segment expenses are presented in Aviat’s consolidated statement of operations.
The Company reports revenue by region and country based on the location where its customers accept delivery of products and services.
−Removed: Revenue by region for the three and nine months ended March 28, 2025 and March 29, 2024 was as follows:
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: Revenue by region for the three months ended September 26, 2025 and September 27, 2024 was as follows:
+Added: Three Months Ended
+Added: (In thousands) September 26,
+Added: 2025 September 27,
North America
5 unchanged sentences
$ 107,320 $ 88,429
+Added: Revenue by country comprising more than 10% of total revenue for the three months ended September 26, 2025 and September 27, 2024 was as follows:
+Added: (In thousands) Revenue % of
+Added: Total Revenue
+Added: Three Months Ended September 26, 2025
+Added: United States
+Added: $ 51,335 47.8 %
+Added: India $ 13,788 12.8 %
+Added: Three Months Ended September 27, 2024
+Added: United States
+Added: $ 38,505 43.5 %
+Added: India $ 5,165 5.8 %
+Added: During the three months ended September 26, 2025 revenues from one customer represented 12.7 % of total revenue, and during the three months ended September 27, 2024 revenues from one customer represented 17.8 % of total revenue.
+Added: Long-lived assets, consisting primarily of net property, plant and equipment and operating lease right-of-use assets, by geographic areas based on physical location as of September 26, 2025 and September 27, 2024 were as follows:
+Added: (In thousands) September 26,
+Added: 2025 September 27,
+Added: United States $ 5,648 $ 7,668
+Added: Slovenia 8,159 2,922
+Added: New Zealand 2,534 1,528
+Added: Singapore 2,518 162
+Added: Other countries 2,647 3,268
+Added: $ 21,506 $ 15,548
The Company’s effective tax rate varies from the U.S.
−Removed: federal statutory rate of 21% primarily due to U.S.
−Removed: global intangible low-taxed income inclusion (GILTI), state taxes, stock-based compensation and foreign operations that are subject to income taxes at different statutory rates.
+Added: federal statutory rate of 21% primarily due to state taxes, losses in certain jurisdictions for which no tax benefit can be recognized, stock-based compensation and foreign operations that are subject to income taxes at different statutory rates.
During interim periods, tax expense or benefit are accrued for jurisdictions that are anticipated to be profitable for fiscal 2026.
−Removed: The determination of income taxes for the nine months ended March 28, 2025 and March 29, 2024 was based on the Company’s estimated annual effective tax rate adjusted for losses in certain jurisdictions for which no tax benefit can be recognized.
−Removed: The tax benefit for the nine months ended March 28, 2025 was primarily due to tax benefit resulting from year-to-date losses.
−Removed: The tax expense for the nine months ended March 29, 2024 was primarily due to tax expense related to U.S.
+Added: The determination of income taxes for the three months ended September 26, 2025 and September 27, 2024 was based on the Company’s estimated annual effective tax rate adjusted for losses in certain jurisdictions for which no tax benefit can be recognized.
+Added: The tax expense for the three months ended September 26, 2025 was primarily related to U.S.
and profitable foreign subsidiaries.
−Removed: The Company has a number of years with open tax audits which vary from jurisdiction to jurisdiction.
−Removed: The major tax jurisdictions that are open and subject to potential audits include the U.S., Singapore, Kenya, Nigeria, Saudi Arabia and Tanzania.
−Removed: The earliest years for these jurisdictions are as follows:
−Removed: Singapore - 2015;
−Removed: Kenya – 2023;
−Removed: Nigeria – 2006;
−Removed: Saudi Arabia – 2019 and Tanzania - 2019.
+Added: The tax benefit for the three months ended September 27, 2024 was primarily resulting from year-to-date losses.
+Added: The Company files income tax returns in the U.S., Singapore, and various state and foreign jurisdictions.
+Added: The Company is currently under examination in Singapore for fiscal years 2015-2021 and in various other foreign jurisdictions.
+Added: The Company remains subject to potential audits in the U.S.
+Added: for fiscal years after 2021, and in Singapore for fiscal years after 2014.
+Added: Additionally, all net operating losses and tax credits generated to date in these two jurisdictions are subject to adjustment.
Interest and penalties related to unrecognized tax benefits are accounted for as part of the provision for federal, foreign, and state income taxes.
−Removed: Such interest expense was not material for the nine months ended March 28, 2025 and March 29, 2024.
+Added: Such interest expense was not material for the three months ended September 26, 2025 and September 27, 2024.
On March 11, 2021, the U.S.
1 unchanged sentence
The Company will continue to examine the elements of the ARPA and the impact it may have on future business.
+Added: On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted.
+Added: At this time the Company does not expect a material effect on our consolidated financial statements, but will continue to examine the impacts of OBBBA on current and future business.
On July 2, 2024, the Company acquired 4RF Limited (“4RF”), a New Zealand company.
3 unchanged sentences
The 4RF acquisition was accounted for as a business combination using the acquisition method of accounting.
−Removed: The Company is in the process of obtaining independent third-party valuations of the intangible and tangible assets acquired.
−Removed: The fair values of the acquired intangible assets are based on estimates and assumptions that are considered reasonable to the Company.
−Removed: A summary of the preliminary purchase price allocation is as follows:
+Added: During the fourth quarter of fiscal 2025, the Company finalized purchase accounting adjustments for the valuation of intangible and tangible assets acquired.
+Added: The fair value of the acquired intangible assets are based on estimates and assumptions that are considered reasonable to the Company.
+Added: A summary of the finalized purchase price allocation is as follows:
(In thousands)
13 unchanged sentences
Net assets acquired $ 19,365
−Removed: The preliminary purchase price allocation has been updated for certain measurement period adjustments based on revised estimates of fair value, which primarily resulted in a $ 0.9 million decrease in identifiable finite-lived intangible assets acquired, a $ 0.2 million increase in other assets and a $ 0.7 million increase to goodwill.
−Removed: The preliminary purchase price allocation is subject to adjustment based on the Company obtaining final independent third-party valuations and determining fair value and final allocations of purchase price to the identifiable assets acquired and liabilities assumed.
+Added: The final purchase price allocation was updated during the fourth quarter of fiscal 2025 for certain measurement period adjustments based on revised estimates of fair value, which primarily resulted in a $ 1.7 million decrease to inventories, a $ 1.1 million increase in other assets, a $ 0.4 million increase in identifiable intangible assets and a $ 0.3 million increase to goodwill.
The goodwill from this acquisition is non-deductible for tax purposes.
1 unchanged sentence
On May 9, 2023, the Company entered into a Master Sale of Business Agreement (as amended on November 30, 2023, the “Purchase Agreement”) with NEC Corporation (“NEC”) to acquire NEC’s wireless transport business (the “NEC Transaction”).
−Removed: The Company completed the NEC Transaction on November 30, 2023 (the “Closing Date”).
−Removed: Prior to the Closing Date, NEC was a leader in wireless backhaul networks with an extensive installed base of their Pasolink series products.
+Added: The Company completed the NEC Transaction on November 30, 2023.
+Added: Prior to the acquisition date, NEC was a leader in wireless backhaul networks with an extensive installed base of their Pasolink series products.
The completion of the NEC Transaction increases the scale of Aviat, enhances the Company’s product portfolio with a greater capability to innovate, and creates a more diversified business.
−Removed: The results of operations of the NEC Transaction have been included in the consolidated financial statements since the Closing Date.
+Added: The results of operations of the NEC Transaction have been included in the consolidated financial statements since the date of acquisition.
The fair value of the consideration transferred at the closing of the NEC Transaction was comprised of (i) cash of $ 32.2 million, and (ii) the issuance of 736,750 shares or $ 22.3 million of common stock of the Company.
−Removed: The fair value of the shares issued was determined based on the closing market price of the Company’s common stock on the Closing Date.
+Added: The fair value of the shares issued was determined based on the closing market price of the Company’s common stock on the acquisition date.
Aggregate consideration transferred at closing was approximately $ 54.5 million, which was subject to certain post-closing adjustments.
−Removed: The Company funded the cash portion of the consideration transferred at closing primarily with Term Loan borrowings under its Credit Facility.
+Added: The Company funded the cash portion of the consideration with Term Loan borrowings under its Credit Facility.
+Added: Refer to Note 6.
Credit Facility and Debt for further information.
−Removed: In the second quarter of fiscal 2025, the Company transferred consideration of $ 5.8 million to settle a portion of the post-closing working capital adjustment.
−Removed: As of March 28, 2025, the Company recorded accruals of approximately $ 13.2 million in estimated additional cash consideration, which is included in other current liabilities on the unaudited condensed consolidated balance sheets.
−Removed: The additional consideration is primarily related to the settlement of the remaining post-closing working capital adjustment.
+Added: In the second and fourth quarters of fiscal 2025, the Company transferred consideration of $ 5.8 million and $ 12.7 million, respectively, to settle the post-closing working capital adjustment.
The NEC Transaction was accounted for as a business combination using the acquisition method of accounting.
4 unchanged sentences
The goodwill from this acquisition is expected to be fully deductible for tax purposes.
−Removed: A summary of the final purchase price allocation is as follows:
+Added: A summary of the finalized purchase price allocation is as follows:
(In thousands)
11 unchanged sentences
Net assets acquired $ 73,520
−Removed: The following unaudited supplemental pro forma information has been presented as if the NEC Transaction occurred at the beginning of fiscal 2023 and includes certain pro forma adjustments for interest expense, depreciation and amortization expense, the fair value of acquired inventory, and transaction costs, net of income tax:
−Removed: Three Months Ended Nine Months Ended
−Removed: 2024 March 29,
+Added: The final purchase price allocation was updated during the second quarter of fiscal 2025 for certain measurement period adjustments based on revised estimates of fair value.
+Added: Purchase price allocation adjustments during the measurement period primarily resulted in a $ 9.4 million decrease in accounts receivable, $ 6.3 million decrease in inventories, $ 5.3 million increase in identifiable intangible assets, and $ 10.0 million increase in goodwill.
+Added: The following unaudited supplemental pro forma information has been presented as if the NEC Transaction had occurred at the beginning of fiscal 2023 and includes certain pro forma adjustments for interest expense, depreciation and amortization expense, the fair value of acquired inventory, and acquisition-related costs, net of income tax:
+Added: Three Months Ended
+Added: September 27,
Revenue $ 135,702
Net income 5,657
−Removed: The unaudited pro forma information presented above is for informational purposes only and is not necessarily indicative of the operating results that would have occurred if the NEC Transaction occurred at the beginning of fiscal 2023, nor is it necessarily indicative of future operating results.
Commitments and Contingencies
2 unchanged sentences
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 the Company has no present intention to cancel or terminate any of these agreements, the Company currently does not believe that it has any future liability under these agreements.
−Removed: As of March 28, 2025, the Company had outstanding purchase obligations with its suppliers or contract manufacturers of $ 45.0 million.
+Added: As of September 26, 2025, the Company had outstanding purchase obligations with its suppliers or contract manufacturers of $ 46.6 million.
In addition, the Company had purchase obligations of approximately $ 6.8 million associated with software as a service and software maintenance support.
2 unchanged sentences
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.
−Removed: As of March 28, 2025, the Company had no guarantees applicable to its debt arrangements.
+Added: As of September 26, 2025, the Company had no guarantees applicable to its debt arrangements.
The Company has 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.
−Removed: As of March 28, 2025, the Company had commercial commitments outstanding of $ 24.1 million, that were not recorded on the unaudited condensed consolidated balance sheets.
+Added: As of September 26, 2025, the Company had commercial commitments outstanding of $ 33.7 million, that were not recorded on the unaudited condensed consolidated balance sheets.
The Company does 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.
1 unchanged sentence
(In thousands)
+Added: September 26,
Letters of credit $ 7,887
1 unchanged sentence
Under the terms of substantially all of the Company’s license agreements, it has agreed to defend and pay any final judgment against its customers arising from claims against such customers that the Company’s products infringe the intellectual property rights of a third party.
−Removed: As of March 28, 2025, the Company has not received any notice that any customer is subject to an infringement claim arising from the use of its products;
+Added: As of September 26, 2025, the Company has not received any notice that any customer is subject to an infringement claim arising from the use of its products;
the Company has not received any request to defend any customers from infringement claims arising from the use of its products;
1 unchanged sentence
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, the Company cannot estimate the maximum amount of potential future payments, if any, related to its indemnification provisions.
−Removed: As of March 28, 2025, the Company had not recorded any liabilities related to these indemnifications.
+Added: As of September 26, 2025, the Company had not recorded any liabilities related to these indemnifications.
Legal Proceedings
2 unchanged sentences
The Company is aggressively defending all current litigation matters.
−Removed: Although there can be no assurances and
−Removed: the outcome of these matters is currently not determinable, the Company currently believes that none of these claims or proceedings are likely to have a material adverse effect on its financial position.
+Added: Although there can be no assurances and the outcome of these matters is currently not determinable, the Company currently believes that none of these claims or proceedings are likely to have a material adverse effect on its financial position.
There are many uncertainties associated with any litigation and these actions or other third-party claims against the Company may cause it to incur costly litigation and/or substantial settlement charges.
1 unchanged sentence
The actual liability in any such matters may be materially different from the Company’s estimates, if any.
+Added: On August 13, 2025 and October 21, 2025, NEC issued letters of arbitration to the Company originally demanding $ 19 million of additional component purchases, which the Company believes is unfounded and not required under the Manufacturing Supply Agreement (“MSA”).
+Added: NEC further demanded the escrow under the Master Sale of Business Agreement (“MSBA”).
+Added: The NEC arbitration letters also included a demand for payment of the outstanding accounts payable balances which are reflected in Accounts payable of the Company’s consolidated balance sheets and disclosed in Note.
+Added: 14 Related Party Transactions.
+Added: As of September 26, 2025, the Company cannot predict the outcome of these matters.
+Added: As such, no loss accrual is deemed necessary.
+Added: The Company will continue to evaluate the proceedings and the expected outcome of this matter.
The Company records accruals for its 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.
8 unchanged sentences
In March 2016, an enforcement action by the Indian Department of Revenue, Ministry of Finance was brought against Aviat’s 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.
−Removed: 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.
+Added: 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 the acquisition of Telsima India in February 2009.
In September 2019, the directors of Aviat India appeared before the Ministry of Finance Enforcement Directorate.
−Removed: In March 2024, the Company appeared before the Joint Director of Enforcement to review the transactions at issue.
−Removed: No subsequent hearing date has been scheduled as of March 28, 2025.
+Added: The Company appeared before the Joint Director of Enforcement to review the transactions at issue in March 2024, and again on May 22, 2025 to provide additional information.
+Added: No subsequent hearing date has been scheduled as of September 26, 2025.
The Company has accrued an immaterial amount representing the estimated probable loss for which it would settle the matter.
2 unchanged sentences
Periodically, the Company reviews the status of each significant matter to assess the potential financial exposure.
−Removed: If a potential loss is considered probable and the amount can be reasonably estimated, the estimated loss is reflected in our results of operations.
+Added: If a potential loss is considered probable and the amount can be reasonably estimated, the estimated loss is reflected in the results 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.
5 unchanged sentences
(In thousands)
+Added: September 26,
2025 June 27,
Goodwill $ 19,482 $ 19,655
−Removed: The $ 11.0 million increase for the nine months ended March 28, 2025 is associated with the purchase price allocations for the 4RF acquisition and the NEC Transaction.
−Removed: Refer to Note 11.
−Removed: Acquisitions for further information.
The Company performs its annual goodwill impairment test on the first day of its fourth fiscal quarter.
1 unchanged sentence
(In thousands, except useful life)
−Removed: Useful life in Years March 28,
+Added: Useful life in Years September 26,
2025 June 27,
8 unchanged sentences
Total net intangible assets $ 25,834 $ 26,897
−Removed: Amortization of finite-lived intangibles for the three and nine months ended March 28, 2025 was $ 0.7 million and $ 2.0 million, respectively, and is included in selling and administrative expenses.
−Removed: There were no impairment charges recorded for the three and nine months ended March 28, 2025.
−Removed: As of March 28, 2025, the estimated future amortization expense of finite-lived intangible assets is as follows (in thousands):
+Added: Amortization of finite-lived intangibles for the three months ended September 26, 2025 was $ 0.7 million and $ 0.7 million, respectively, and is included in selling and administrative expenses.
+Added: There were no impairment charges recorded for the three months ended September 26, 2025.
+Added: As of September 26, 2025, the estimated future amortization expense of finite-lived intangible assets is as follows (in thousands):
Remainder of 2026 $ 2,138
3 unchanged sentences
NEC Corporation
−Removed: On the Closing Date, the Company completed the NEC Transaction.
+Added: On November 30, 2023, the Company completed the NEC Transaction.
Acquisitions for further information.
A portion of the total consideration in the NEC Transaction included the issuance of 736,750 shares in Company common stock to NEC.
−Removed: The Company and NEC entered into a Registration Rights and Lock-Up Agreement, restricting NEC’s ability to transfer shares (the “Lock-Up”), except for certain limited exceptions as provided in the Registration Rights and Lock-Up Agreement, until one day after the one-year anniversary of the Closing Date (the “Initial Lock-Up Expiration Date”).
−Removed: Starting one day after the Initial Lock-Up Expiration Date, one-twelfth of the issued shares shall be released from the Lock-Up each month, such that all issued shares shall be released from Lock-Up by the two-year anniversary of the Closing Date.
−Removed: Pursuant to the Purchase Agreement, NEC has the right to nominate a director to the Company’s Board of Directors from the Closing Date and for a period of two years thereafter.
−Removed: As of March 28, 2025, NEC held approximately 5.8 % of the Company’s outstanding common stock.
−Removed: In connection with the closing of the NEC Transaction and as of the Closing Date, the Company and NEC entered into agreements covering the performance of certain post-closing services and licensing arrangements.
+Added: The Company and NEC entered into a Registration Rights and Lock-Up Agreement, restricting NEC’s ability to transfer shares (the “Lock-Up”), except for certain limited exceptions as provided in the Registration Rights and Lock-Up Agreement, until one day after the one-year anniversary of the acquisition date (the “Initial Lock-Up Expiration Date”).
+Added: Starting one day after the Initial Lock-Up Expiration Date, one-twelfth of the issued shares shall be released from the Lock-Up each month, such that all issued shares shall be released from Lock-Up by the two-year anniversary of the acquisition date.
+Added: Pursuant to the Purchase Agreement, NEC has the right to nominate a director to the Company’s Board of Directors from the acquisition date and for a period of two years thereafter.
+Added: As of September 26, 2025, NEC held approximately 5.8 % of the Company’s outstanding common stock.
+Added: In connection with the closing of the NEC Transaction and as of the acquisition date, the Company and NEC entered into agreements covering the performance of certain post-closing services and licensing arrangements.
The agreements include arrangements covering manufacturing services and product supply, transition services, distribution services, research and development services, and licensing of trademark and intellectual property (“IP”).
1 unchanged sentence
The transition services agreements include arrangements for the Company and NEC to provide and receive certain transition services, primarily associated with administrative functions.
−Removed: The distribution services agreements includes arrangements where NEC will provide distribution services on behalf of and to the
−Removed: Company and its customers in certain international markets and territories.
+Added: The distribution services agreements includes arrangements where NEC will provide distribution services on behalf of and to the Company and its customers in certain international markets and territories.
The Research and Development Cooperating Agreement for Existing Products includes arrangements for NEC to provide the Company certain services relating to development work to maintain existing products of the NEC business.
2 unchanged sentences
A summary of the related party activity between the Company and NEC is as follows:
−Removed: Three Months Ended Nine Months Ended
−Removed: (In thousands) March 28,
−Removed: 2025 March 29,
−Removed: 2024 March 28,
−Removed: 2025 March 29,
+Added: Three Months Ended
+Added: (In thousands) September 26,
+Added: 2025 September 27,
Transition services received $ — $ 745
1 unchanged sentence
Purchase of inventories 5,356 8,293
−Removed: As of March 28, 2025, the Company’s outstanding related party balances with NEC included in the unaudited condensed consolidated balance sheets are as follows:
−Removed: (In thousands)
+Added: The Company’s outstanding related party balances with NEC included in the unaudited condensed consolidated balance sheets are as follows:
+Added: (In thousands) September 26,
+Added: 2025 June 27,
Accounts receivable, net 4,834 8,223
Accounts payable 32,833 41,670
−Removed: Other current liabilities 13,213
−Removed: Revisions to Prior Period Consolidated Financial Statements
−Removed: As described in Note 1.
−Removed: The Company and Basis of Presentation, subsequent to the third quarter of fiscal 2024, the Company identified certain errors in the quarterly financial statements for fiscal 2024 related to estimated total contract costs and progress to completion for an over-time arrangement.
−Removed: The Company identified additional errors impacting the quarterly financial statements for fiscal 2024 related to the recognition of revenue prior to performance obligations being met and related to journal entries recorded in error.
−Removed: In accordance with ASC 250, Accounting Changes and Error Corrections and SAB No.
−Removed: 99, Materiality and No.
−Removed: 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements, the Company evaluated the materiality of the errors and determined that the impacts were not material, individually or in the aggregate, to the Company’s previously issued consolidated financial statements.
−Removed: The Company has revised the prior period financial statements and related disclosures for the third quarter of fiscal 2024 to correct the errors.
−Removed: A summary of the corrections to the impacted financial statement line items in the Company’s previously issued Consolidated Statements of Operations, Comprehensive Income, Equity and Cash Flows for the three and nine months ended March 29, 2024 is provided below.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
−Removed: Three Months Ended March 29, 2024 Nine Months Ended March 29, 2024
−Removed: (In thousands, except per share amounts) As Previously Reported
−Removed: As Previously Reported
−Removed: Product sales $ 70,857 $ ( 13 ) $ 70,844 $ 196,794 $ ( 1,384 ) $ 195,410
−Removed: Services 40,756 ( 778 ) 39,978 97,421 ( 1,408 ) 96,013
−Removed: Total revenues 111,613 ( 791 ) 110,822 294,215 ( 2,792 ) 291,423
−Removed: Cost of revenues:
−Removed: Product sales 47,791 ( 8 ) 47,783 121,775 ( 786 ) 120,989
−Removed: Services 27,288 ( 320 ) 26,968 67,224 ( 383 ) 66,841
−Removed: Total cost of revenues 75,079 ( 328 ) 74,751 188,999 ( 1,169 ) 187,830
−Removed: Gross margin 36,534 ( 463 ) 36,071 105,216 ( 1,623 ) 103,593
−Removed: Operating expenses:
−Removed: Selling and administrative 21,300 ( 1,102 ) 20,198 61,979 — 61,979
−Removed: Operating income 5,028 639 5,667 15,569 ( 1,623 ) 13,946
−Removed: Income before income taxes 4,037 639 4,676 13,920 ( 1,623 ) 12,297
−Removed: Provision for income taxes 619 187 806 3,607 ( 521 ) 3,086
−Removed: Net income $ 3,418 $ 452 $ 3,870 $ 10,313 $ ( 1,102 ) $ 9,211
−Removed: Net income per share of common stock outstanding:
−Removed: Basic $ 0.27 $ 0.04 $ 0.31 $ 0.86 $ ( 0.10 ) $ 0.76
−Removed: Diluted $ 0.27 $ 0.03 $ 0.30 $ 0.84 $ ( 0.09 ) $ 0.75
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited)
−Removed: Three Months Ended March 29, 2024 Nine Months Ended March 29, 2024
−Removed: (In thousands) As Previously Reported
−Removed: As Previously Reported
−Removed: Net income $ 3,418 $ 452 $ 3,870 $ 10,313 $ ( 1,102 ) $ 9,211
−Removed: Comprehensive income $ 3,077 $ 452 $ 3,529 $ 10,550 $ ( 1,102 ) $ 9,448
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
−Removed: Nine Months Ended March 29, 2024
−Removed: (In thousands) As Previously Reported
−Removed: Operating Activities
−Removed: Net income $ 10,313 $ ( 1,102 ) $ 9,211
−Removed: Adjustments to reconcile net income to net cash provided by operating activities:
−Removed: Deferred taxes 2,180 ( 521 ) 1,659
−Removed: Changes in operating assets and liabilities:
−Removed: Accounts receivable 14,312 1,103 15,415
−Removed: Unbilled receivables ( 17,039 ) 1,689 ( 15,350 )
−Removed: Inventories 7,037 ( 1,061 ) 5,976
−Removed: Accrued expenses 11,449 ( 108 ) 11,341
−Removed: Net cash provided by operating activities $ 22,229 $ — $ 22,229
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (unaudited)
−Removed: Three Months Ended March 29, 2024
−Removed: Accumulated Deficit Total Equity
−Removed: (In thousands)
−Removed: As Previously Reported
−Removed: Balance as of December 29, 2023
−Removed: $ ( 581,019 ) $ 253,936
−Removed: Net income 3,418 3,418
−Removed: Balance as of March 29, 2024
−Removed: $ ( 577,601 ) $ 258,507
−Removed: Balance as of December 29, 2023
−Removed: $ ( 2,913 ) $ ( 2,913 )
−Removed: Net income 452 452
−Removed: Balance as of March 29, 2024
−Removed: $ ( 2,461 ) $ ( 2,461 )
−Removed: Balance as of December 29, 2023
−Removed: $ ( 583,932 ) $ 251,023
−Removed: Net income 3,870 3,870
−Removed: Balance as of March 29, 2024
−Removed: $ ( 580,062 ) $ 256,046
−Removed: Nine Months Ended March 29, 2024
−Removed: Accumulated Deficit Total Equity
−Removed: (In thousands)
−Removed: As Previously Reported
−Removed: Balance as of June 30, 2023
−Removed: $ ( 587,914 ) $ 220,098
−Removed: Net income 10,313 10,313
−Removed: Balance as of March 29, 2024
−Removed: $ ( 577,601 ) $ 258,507
−Removed: Balance as of June 30, 2023
−Removed: $ ( 1,359 ) $ ( 1,359 )
−Removed: Net income ( 1,102 ) ( 1,102 )
−Removed: Balance as of March 29, 2024
−Removed: $ ( 2,461 ) $ ( 2,461 )
−Removed: Balance as of June 30, 2023
−Removed: $ ( 589,273 ) $ 218,739
−Removed: Net income 9,211 9,211
−Removed: Balance as of March 29, 2024
−Removed: $ ( 580,062 ) $ 256,046
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.