What changed in this filing

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Item 1. Financial Statements

2024-10-30 compared with 2024-07-31 · 93 added, 91 removed, 345 unchanged (35% of the section changed)

4 unchanged sentences

(amounts in thousands)

September 30,

Current Assets:

22 unchanged sentences

Retained earnings

Accumulated other comprehensive (loss) income

Accumulated other comprehensive income

Treasury stock, at cost

7 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Cost of sales

13 unchanged sentences

Three Months Ended

Six Months Ended

Other comprehensive loss:

Unrealized losses on available-for-sale investments, net of tax of $ 11 and $ 49 for the three and six months ended June 30, 2024, respectively, and net of tax of $ 0 for the three and six months ended June 30, 2023, respectively

Nine Months Ended

September 30,

Other comprehensive income:

Unrealized gains on available-for-sale investments, net of tax of $( 154 ) and $( 105 ) for the three and nine months ended September 30, 2024, respectively, and net of tax of $( 41 ) for the three and nine months ended September 30, 2023, respectively

Comprehensive income

4 unchanged sentences

(amounts in thousands)

Three Months Ended June 30, 2024

Three Months Ended September 30, 2024

Accumulated Other

1 unchanged sentence

Paid-In Capital

Comprehensive (Loss) Income

Balance - March 31, 2024

Comprehensive Income (Loss)

Balance - June 30, 2024

Stock-based compensation expense

2 unchanged sentences

Repurchase of common stock for treasury

Issuance of common stock under Employee Stock Purchase Plan

Dividend declaration ($ 0.10 per share)

Other comprehensive loss, net of tax

Balance - June 30, 2024

Six Months Ended June 30, 2024

Other comprehensive income, net of tax

Balance - September 30, 2024

Nine Months Ended September 30, 2024

Accumulated Other

1 unchanged sentence

Paid-In Capital

Comprehensive (Loss) Income

Comprehensive Income (Loss)

Balance - December 31, 2023

5 unchanged sentences

Dividend declaration ($ 0.10 per share)

Other comprehensive loss, net of tax

Balance - June 30, 2024

Three Months Ended June 30, 2023

Other comprehensive income, net of tax

Balance - September 30, 2024

Three Months Ended September 30, 2023

Accumulated Other

1 unchanged sentence

Paid-In Capital

Comprehensive (Loss) Income

Balance - March 31, 2023

Comprehensive Income (Loss)

Balance - June 30, 2023

Stock-based compensation expense

1 unchanged sentence

Shares withheld for taxes paid on stock awards

Repurchase of common stock for treasury

Issuance of common stock under Employee Stock Purchase Plan

Dividend declaration ($ 0.08 per share)

Balance - June 30, 2023

Six Months Ended June 30, 2023

Other comprehensive income, net of tax

Balance - September 30, 2023

Nine Months Ended September 30, 2023

Accumulated Other

1 unchanged sentence

Paid-In Capital

Comprehensive (Loss) Income

Comprehensive Income (Loss)

Balance - December 31, 2022

5 unchanged sentences

Dividend declaration ($ 0.08 per share)

Balance - June 30, 2023

Other comprehensive income, net of tax

Balance - September 30, 2023

See notes to unaudited condensed consolidated financial statements.

3 unchanged sentences

(amounts in thousands)

Six Months Ended

Nine Months Ended

September 30,

Cash Flows provided by Operating Activities:

26 unchanged sentences

Net cash used in financing activities

(Decrease) increase in cash and cash equivalents

Increase in cash and cash equivalents

Cash and cash equivalents, beginning of period

2 unchanged sentences

Accrued purchases of property and equipment

Accrued purchase of common stock for treasury shares

Accrued excise tax on treasury purchases

17 unchanged sentences

Subsequent events have been evaluated through the date of issuance of these financial statements.

The operating results for the three and six months ended June 30, 2024 may not be indicative of the results expected for any succeeding quarter or the entire year ending December 31, 2024.

The operating results for the three and nine months ended September 30, 2024 may not be indicative of the results expected for any succeeding quarter or the entire year ending December 31, 2024.

Use of Estimates in the Preparation of Financial Statements

12 unchanged sentences

The Company classifies investments as short-term when their remaining contractual maturities are one year or less from the balance sheet date, and as long-term when the investment has a remaining contractual maturity of more than one year from the balance sheet date.

The Company records investments at fair value with unrealized gains and losses recorded as a component of accumulated other comprehensive (loss) income on the condensed consolidated balance sheets.

Included in interest income, net on the condensed consolidated statements of income is interest income on cash equivalents and short-term investments of $ 4,655 and $ 9,220 for the three and six months ended June 30, 2024, respectively, and $ 1,874 and $ 3,182 for the three and six months ended June 30, 2023, respectively.

The Company records investments at fair value with unrealized gains and losses recorded as a component of accumulated other comprehensive income on the condensed consolidated balance sheets.

Included in interest income, net on the condensed consolidated statements of income is interest income on cash equivalents and short-term investments of $ 4,840 and $ 14,060 for the three and nine months ended September 30, 2024, respectively, and $ 2,684 and $ 5,866 for the three and nine months ended September 30, 2023, respectively.

Treasury Stock, at Cost

The total repurchases for the six months ended June 30, 2024 and 2023 were recorded as treasury stock of $ 3,788 and $ 5,446 , respectively.

The total repurchases for the nine months ended September 30, 2024 and 2023 were recorded as treasury stock of $ 7,723 and $ 5,446 , respectively.

Such costs reflect the applicable one percent excise tax imposed by the Inflation Reduction Act of 2022 on the net value of certain stock repurchases made after December 31, 2022.

Restructuring and Other Charges

The restructuring and other charges recorded for the three and six months ended June 30, 2024 and 2023 were primarily related to an involuntary reduction in our headquarter workforce and included cash severance and other related termination benefits.

These costs will be paid within a year of termination and any unpaid balances are included in accrued expenses as of June 30, 2024.

The restructuring and other charges recorded for the three and nine months ended September 30, 2024 and 2023 were primarily related to an involuntary reduction in the Company’s headquarter workforce and included cash severance and other related termination benefits.

No amounts related to these costs are included in accrued expenses and other liabilities as all such amounts have been paid as of September 30, 2024.

Restructuring and other charges are presented separately from selling, general and administrative expenses.

Costs incurred were as follows (in thousands):

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Employee separations

1 unchanged sentence

Total restructuring and other charges

Included in accrued expenses and other liabilities on the condensed consolidated balance sheets as of June 30, 2024 was $ 130 related to unpaid termination benefits.

Recently Issued Financial Accounting Standards

11 unchanged sentences

The Company disaggregates revenue from its arrangements with customers by type of products and services, as it believes this method best depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

The following tables represent a disaggregation of revenue from arrangements with customers for the three months ended June 30, 2024 and 2023, along with the segment for each category (in thousands).

Three Months Ended June 30, 2024

The following tables represent a disaggregation of revenue from arrangements with customers for the three months ended September 30, 2024 and 2023, along with the segment for each category (in thousands).

Three Months Ended September 30, 2024

Public Sector

5 unchanged sentences

Total net sales

Three Months Ended June 30, 2023

Three Months Ended September 30, 2023

Public Sector

5 unchanged sentences

Total net sales

The following tables represent a disaggregation of revenue from arrangements with customers for the six months ended June 30, 2024 and 2023, along with the segment for each category (in thousands).

Six Months Ended June 30, 2024

The following tables represent a disaggregation of revenue from arrangements with customers for the nine months ended September 30, 2024 and 2023, along with the segment for each category (in thousands).

Nine Months Ended September 30, 2024

Public Sector

5 unchanged sentences

Total net sales

Six Months Ended June 30, 2023

Nine Months Ended September 30, 2023

Public Sector

6 unchanged sentences

Contract Balances

The following table provides information about contract liabilities from arrangements with customers as of June 30, 2024 and December 31, 2023 (in thousands).

June 30, 2024

The following table provides information about contract liabilities from arrangements with customers as of September 30, 2024 and December 31, 2023 (in thousands).

September 30, 2024

December 31, 2023

Contract liabilities, which are included in "Accrued expenses and other liabilities"

Changes in the contract liability balances during the six months ended June 30, 2024 and 2023 are as follows (in thousands):

Changes in the contract liability balances during the nine months ended September 30, 2024 and 2023 are as follows (in thousands):

Balance at December 31, 2023

1 unchanged sentence

Amounts recognized as revenue as performance obligations satisfied

Balance at June 30, 2024

Balance at September 30, 2024

Balance at December 31, 2022

1 unchanged sentence

Amounts recognized as revenue as performance obligations satisfied

Balance at June 30, 2023

Balance at September 30, 2023

Note 3–Fair Value Measurements

Cash equivalents and short-term investments consist of the following (in thousands):

June 30, 2024

Cash equivalents and short-term investments as of September 30, 2024 and December 31, 2023 consist of the following (in thousands):

September 30, 2024

Amortized Cost

28 unchanged sentences

Unobservable inputs that are supported by little or no market activities and are based on significant assumptions and estimates.

As of June 30, 2024 and December 31, 2023, the fair value of the Company’s investments were all measured using level 1 inputs.

As of September 30, 2024 and December 31, 2023, the fair value of the Company’s investments were all measured using level 1 inputs.

Note 4–Earnings Per Share

1 unchanged sentence

Diluted earnings per share is computed using the weighted average number of shares outstanding adjusted for the incremental shares attributable to non-vested stock units and stock options outstanding, if dilutive.

The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data):

Three Months Ended June 30,

Six Months Ended June 30,

The following table sets forth the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2024 and 2023 (in thousands, except per share data):

Three Months Ended September 30,

Nine Months Ended September 30,

Denominator for basic earnings per share

2 unchanged sentences

Earnings per share:

For the three and six months ended June 30, 2024 and 2023, the Company had no outstanding non-vested stock units that were excluded from the computation of diluted earnings per share because including them would have had an anti-dilutive effect.

For the three and nine months ended September 30, 2024 and 2023, the Company had no outstanding non-vested stock units that were excluded from the computation of diluted earnings per share because including them would have had an anti-dilutive effect.

Note 5 – Leases

The Company leases certain facilities from a related party, which is a company affiliated with us through common ownership.

As of June 30, 2024, there were no additional operating leases that have not yet commenced.

Refer to the following table for quantitative information related to the Company’s leases for the three and six months ended June 30, 2024 and 2023 (dollars in thousands):

Three Months Ended June 30, 2024

Six Months Ended June 30, 2024

The Company leases certain facilities from a related party, which is a company affiliated with it through common ownership.

As of September 30, 2024, there were no additional significant operating leases that have not yet commenced.

Refer to the following table for quantitative information related to the Company’s leases for the three and nine months ended September 30, 2024 and 2023 (dollars in thousands):

Three Months Ended September 30, 2024

Nine Months Ended September 30, 2024

Related Parties

10 unchanged sentences

Capitalized operating leases

Three Months Ended June 30, 2023

Six Months Ended June 30, 2023

Three Months Ended September 30, 2023

Nine Months Ended September 30, 2023

Related Parties

10 unchanged sentences

Capitalized operating leases

As of June 30, 2024, future lease payments over the remaining term of capitalized operating leases were as follows (in thousands):

As of September 30, 2024, future lease payments over the remaining term of capitalized operating leases were as follows (in thousands):

For the Years Ended December 31,

Related Parties

2024, excluding the six months ended June 30, 2024

2024, excluding the nine months ended September 30, 2024

Imputed interest

Lease liability balance at June 30, 2024

As of June 30, 2024, the right-of-use, or ROU, asset had a balance of $ 3,917 .

Lease liability balance at September 30, 2024

As of September 30, 2024, the right-of-use, or ROU, asset had a balance of $ 3,460 .

The long-term lease liability was $ 2,030 and the short-term lease liability, which is included in accrued expenses and other liabilities on the condensed consolidated balance sheets, was $ 1,922 .

12 unchanged sentences

Net sales presented below exclude inter-segment product revenues.

Segment information applicable to the Company’s operating segments for the three and six months ended June 30, 2024 and 2023 is shown below (in thousands):

Three Months Ended

Six Months Ended

Segment information applicable to the Company’s operating segments for the three and nine months ended September 30, 2024 and 2023 is shown below (in thousands):

Three Months Ended September 30,

Nine Months Ended September 30,

Enterprise Solutions

22 unchanged sentences

Headquarters/Other

The assets of the Company’s three operating segments presented above consist primarily of accounts receivable, net intercompany receivable, goodwill, and other intangibles.

The assets of the Company’s three operating segments presented above consist primarily of accounts receivable, net intercompany receivables, goodwill, and other intangibles, net.

Assets reported under the Headquarters/Other group are managed by corporate headquarters, including cash and cash equivalents, short-term investments, inventories, property and equipment, ROU assets, and intercompany balance, net.

As of June 30, 2024 and 2023, total assets for the Headquarters/Other group were presented net of intercompany balance eliminations of $ 59,751 and $ 55,432 , respectively.

As of September 30, 2024 and 2023, total assets for the Headquarters/Other group were presented net of intercompany balance eliminations of $ 64,994 and $ 58,864 , respectively.

The Company’s capital expenditures consist largely of IT hardware and software purchased to maintain or upgrade its management information systems.

These information systems serve all of the Company’s segments, to varying degrees, and accordingly, the CODM does not evaluate capital expenditures on a segment-by-segment basis.

Note 7–Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss), which is included as a component of stockholders’ equity, is comprised of unrealized gains (losses) on short-term investments, net of tax.

The changes in accumulated other comprehensive income (loss) were as follows (in thousands):

Six Months Ended

June 30, 2024

Note 7–Accumulated Other Comprehensive Income

Accumulated other comprehensive income, which is included as a component of stockholders’ equity, is comprised of unrealized gains on short-term investments, net of tax.

The changes in accumulated other comprehensive income were as follows (in thousands):

Nine Months Ended

September 30, 2024

Balance - December 31, 2023

Other comprehensive income (loss) before reclassifications, net of tax

Less amounts reclassified from accumulated other comprehensive income (loss), net of tax

Net other comprehensive income (loss)

Balance - June 30, 2024

Six Months Ended

June 30, 2023

Other comprehensive income before reclassifications, net of tax

Less amounts reclassified from accumulated other comprehensive income, net of tax

Net other comprehensive income

Balance - September 30, 2024

Nine Months Ended

September 30, 2023

Balance - December 31, 2022

Other comprehensive income (loss) before reclassifications, net of tax

Less amounts reclassified from accumulated other comprehensive income (loss), net of tax

Net other comprehensive income (loss)

Balance - June 30, 2023

Other comprehensive income before reclassifications, net of tax

Less amounts reclassified from accumulated other comprehensive income, net of tax

Net other comprehensive income

Balance - September 30, 2023

Note 8–Commitments and Contingencies

6 unchanged sentences

This facility can be increased, at the Company’s option, to $ 80,000 for permitted acquisitions or other uses authorized by the lender on substantially the same terms.

Amounts outstanding under this facility bear interest at the daily Bloomberg Short-Term Bank Yield Index, or BSBY Rate, plus a spread based on the Company’s funded debt ratio, or in the absence of BSBY Rate, the prime rate ( 8.50 % at June 30, 2024).

The credit facility includes various customary financial ratios and operating covenants, including minimum net worth and maximum funded debt ratio requirements, and default acceleration provisions.

3 unchanged sentences

Decreases in the Company’s consolidated trailing twelve months Adjusted EBITDA could limit its potential borrowing capacity under the credit facility.

As of June 30, 2024, the Company was in compliance with all financial covenants contained in the agreement governing the credit facility.

As of September 30, 2024, the Company was in compliance with all financial covenants contained in the agreement governing the credit facility.

Cash receipts are automatically applied against any outstanding borrowings.

During the six months ended June 30, 2024 and 2023, the Company borrowed incremental amounts that were each repaid in full.

These borrowings for the six months ended June 30, 2024 and 2023 totaled $ 10,560 and $ 67,895 , respectively;

During the nine months ended September 30, 2024 and 2023, the Company borrowed incremental amounts that were each repaid in full.

These borrowings for the nine months ended September 30, 2024 and 2023 totaled $ 25,204 and $ 70,877 , respectively;

however, at no time were the outstanding borrowings greater than the $ 50,000 limit under the credit facility.

The Company had no outstanding borrowings under the credit facility as of June 30, 2024 or 2023, and accordingly, the entire $ 50,000 credit facility was available for borrowings on such date.

The Company had no outstanding borrowings under the credit facility as of September 30, 2024 or 2023, and accordingly, the entire $ 50,000 credit facility was available for borrowings on such date.

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

What changed 10-Q

Item 1. Financial Statements