What changed in this filing

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Item 1. Financial Statements

2022-11-09 compared with 2022-08-10 · 88 added, 48 removed, 323 unchanged (30% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

(dollars in thousands, except per share amounts)

(in thousands, except share and per share amounts)

September 30,

Current assets:

38 unchanged sentences

Consolidated Statements of Operations

(dollars in thousands, except per share amounts)

(in thousands, except share and per share amounts)

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 24,

September 30,

September 24,

Cost of sales

16 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 24,

September 30,

September 24,

Other comprehensive loss, net of tax:

Unrealized loss on available-for-sale marketable securities

Unrealized gain (loss) on available-for-sale marketable securities

Comprehensive income

2 unchanged sentences

Consolidated Statements of Shareholders’ Equity

(dollars in thousands)

For the three months ending July 1, 2022

(in thousands, except share amounts)

For the three months ending September 30, 2022

Ordinary Shares

2 unchanged sentences

Income (Loss)

Balance at April 1, 2022

Balance at July 1, 2022

Ordinary shares issued from exercise of stock options

Ordinary shares issued from vesting of restricted share units

Ordinary shares issued from employee share purchase plan

Share-based compensation expense

Balance at July 1, 2022

For the six months ending July 1, 2022

Balance at September 30, 2022

For the nine months ending September 30, 2022

Ordinary Shares

7 unchanged sentences

Share-based compensation expense

Balance at July 1, 2022

Balance at September 30, 2022

See accompanying notes.

1 unchanged sentence

Consolidated Statements of Shareholders’ Equity (continued)

(dollars in thousands)

For the three months ending June 25, 2021

(in thousands, except share amounts)

For the three months ending September 24, 2021

Ordinary Shares

2 unchanged sentences

Income (Loss)

Balance at March 26, 2021

Balance at June 25, 2021

Ordinary shares issued from exercise of stock options

Ordinary shares issued from vesting of restricted share units

Ordinary shares issued from employee share purchase plan

Share-based compensation expense

Other comprehensive loss

Balance at June 25, 2021

For the six months ending June 25, 2021

Balance at September 24, 2021

For the nine months ending September 24, 2021

Ordinary Shares

8 unchanged sentences

Other comprehensive loss

Balance at June 25, 2021

Balance at September 24, 2021

See accompanying notes.

2 unchanged sentences

(in thousands)

Six Months Ended

Nine Months Ended

September 30,

September 24,

Cash flows from operating activities:

14 unchanged sentences

Capital expenditures

Cash paid for acquisitions, net of cash acquired

Purchase of marketable securities

Proceeds from maturities and sales of marketable securities

Proceeds from sale of property and equipment

28 unchanged sentences

We use a 52- or 53-week fiscal year ending on the last Friday in December.

The three months ended July 1, 2022 and June 25, 2021 were both 13 weeks.

References to the second quarter of 2022 and 2021 refer to the three-month periods then ended .

The three months ended September 30, 2022 and September 24, 2021 were both 13 weeks.

References to the third quarter of 2022 and 2021 refer to the three-month periods then ended .

References to fiscal year 2022 and 2021 refer to our fiscal years ending December 30, 2022 and December 31, 2021, respectively.

41 unchanged sentences

Inventories consist of the following:

September 30,

Raw materials

5 unchanged sentences

Property and equipment consist of the following:

September 30,

Leasehold improvements

4 unchanged sentences

Total property and equipment, net

Depreciation expense was $ 4.4 million and $ 2.4 million for the second quarter of 2022 and 2021, respectively.

Depreciation expense was $ 8.4 million and $ 4.7 million for the six months ended July 1, 2022 and June 25, 2021, respectively.

Depreciation expense was $ 4.4 million and $ 2.8 million for the third quarter of 2022 and 2021, respectively.

Depreciation expense was $ 12.8 million and $ 7.5 million for the nine months ended September 30, 2022 and September 24, 2021, respectively.

Cloud Computing Implementation Costs

6 unchanged sentences

Capitalized costs amortized during the period

Capitalized cloud computing implementation costs as of July 1, 2022

Capitalized cloud computing implementation costs as of September 30, 2022

Note 4 – Intangible Assets

Definite‑lived intangible assets consist of the following:

September 30, 2022

Customer relationships

6 unchanged sentences

Total intangible assets

The following table presents the changes to goodwill.

There were no goodwill impairment losses recognized during the nine months ended September 30, 2022.

Balance at December 31, 2021

Balance at September 30, 2022

Note 5 – Leases

Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term.

For purposes of calculating operating lease ROU assets and operating lease liabilities, we use the non-cancellable lease term plus options to extend that we are reasonably certain to take.

Operating lease right-of-use (“ROU”) assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term.

For purposes of calculating operating lease ROU assets and operating lease liabilities, we use the non-cancelable lease term plus options to extend that we are reasonably certain to take.

Lease expense for operating lease payments is recognized on a straight-line basis over the lease term.

1 unchanged sentence

As such, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

We lease facilities under various non-cancellable operating leases expiring through 2031 .

We lease facilities under various non-cancelable operating leases expiring through 2031 .

In addition to base rental payments, we are generally responsible for our proportionate share of operating expenses, including facility maintenance, insurance, and property taxes.

As these amounts are variable, they are not included in lease liabilities.

As of July 1, 2022, we had one operating lease executed for which the rental period had not yet commenced.

As of September 30, 2022, we had one operating lease executed for which the rental period had not yet commenced.

The components of lease expense are as follows:

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 24,

September 30,

September 24,

Operating lease cost

Supplemental cash flow information related to leases is as follows:

Six Months Ended

Nine Months Ended

September 30,

September 24,

Cash paid for amounts included in the measurement of lease liabilities:

1 unchanged sentence

Supplemental balance sheet information related to leases is as follows:

September 30,

Weighted-average remaining lease term of operating leases

Weighted-average discount rate of operating leases

Future minimum lease payments under non-cancelable leases as of July 1, 2022 are as follows:

Future minimum lease payments under non-cancelable leases as of September 30, 2022 are as follows:

2022, remaining

5 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 24,

September 30,

September 24,

Income tax expense

1 unchanged sentence

Effective income tax rate

Our effective tax rates for the three and six months ended July 1, 2022 and June 25, 2021 differ from the statutory rate primarily due to taxes on foreign income that differ from the U.S.

Our effective tax rates for the three and nine months ended September 30, 2022 and September 24, 2021 differ from the statutory rate primarily due to taxes on foreign income that differ from the U.S.

tax rate, including a tax holiday in Singapore, and the impact of share-based compensation activity during the quarter.

The ending balance for the unrecognized tax benefits for uncertain tax positions was approximately $ 3.8 million at July 1, 2022.

The ending balance for the unrecognized tax benefits for uncertain tax positions was approximately $ 4.1 million at September 30, 2022.

The related interest and penalties were insignificant.

The uncertain tax positions that are reasonably possible to decrease in the next twelve months are insignificant.

As of July 1, 2022, we were not under examination by tax authorities.

As of September 30, 2022, we were not under examination by tax authorities.

Note 7 – Employee Benefit Programs

2 unchanged sentences

Eligible employees receive a discretionary matching contribution equal to 50 % of a participant’s deferral, up to an annual matching maximum of 4 % of a participant’s annual compensation.

Matching contributions were $ 0.7 million and $ 0.5 million for the second quarter of 2022 and 2021, respectively.

Matching contributions were $ 1.6 million and $ 1.1 million for the six months ended July 1, 2022 and June 25, 2021, respectively.

Matching contributions were $ 0.7 million and $ 0.5 million for the third quarter of 2022 and 2021, respectively.

Matching contributions were $ 2.3 million and $ 1.6 million for the nine months ended September 30, 2022 and September 24, 2021, respectively.

Note 8 – Long-Term Debt

Long‑term debt consists of the following:

September 30,

Revolving credit facility

10 unchanged sentences

The Base Rate is equal to the higher of i) the Prime Rate, ii) the Federal Funds Rate plus 0.5 %, or iii) the BSBY Rate plus 1.00 %.

The applicable margin on Base Rate and BSBY Rate loans is 0.375 ‑ 1.375 % and 1.375 ‑ 2.375 % per annum, respectively, depending on our leverage ratio.

The applicable margin on Base Rate and BSBY Rate loans is 0.375 ‑ 1.375 % and 1.375 ‑ 2.375 % per annum, respectively, depending on our leverage ratio, which is based on trailing 12‑month EBITDA, as defined in our credit agreement.

We are also charged a commitment fee of 0.175 %- 0.350 % on the unused portion of our revolving credit facility.

1 unchanged sentence

BSBY Rate interest payments are due on the last day of the applicable interest period, or quarterly for applicable interest periods longer than 3 months .

At July 1, 2022, our credit facilities bore interest under the BSBY rate option of 3.44 %.

At September 30, 2022, our credit facilities bore interest under the BSBY rate option of 4.94 %.

Note 9 – Share‑Based Compensation

3 unchanged sentences

Awards generally vest over four years , 25 % on the first anniversary of the date of grant and quarterly thereafter over the remaining 3 years.

Upon vesting of RSUs, employees may elect to have shares withheld to cover statutory minimum withholding taxes.

Upon vesting of RSUs, shares are withheld to cover statutory minimum withholding taxes.

Shares withheld are not reflected as an issuance of ordinary shares within our consolidated statements of shareholders’ equity, as the shares were never issued, and the associated tax payments are reflected as financing activities within our consolidated statements of cash flows.

Share‑based compensation expense across all plans for options, RSUs, and employee share purchase rights was $ 3.5 million and $ 2.7 million for the second quarter of 2022 and 2021, and was $ 6.4 million and $ 5.1 million for the six months ended July 1, 2022 and June 25, 2021, respectively.

Share‑based compensation expense across all plans for options, RSUs, and employee share purchase rights was $ 3.7 million and $ 3.0 million for the third quarter of 2022 and 2021, and was $ 10.1 million and $ 8.1 million for the nine months ended September 30, 2022 and September 24, 2021, respectively.

Stock Options

6 unchanged sentences

Forfeited or expired

Outstanding, July 1, 2022

Exercisable, July 1, 2022

Outstanding, September 30, 2022

Exercisable, September 30, 2022

Restricted Share Units

3 unchanged sentences

Unvested, December 31, 2021

Unvested, July 1, 2022

Unvested, September 30, 2022

Employee Share Purchase Plan

2 unchanged sentences

Shares are purchased on the last day of the purchase period.

As of July 1, 2022, approximately 2.3 million ordinary shares remain available for purchase under the 2017 ESPP.

As of September 30, 2022, approximately 2.3 million ordinary shares remain available for purchase under the 2017 ESPP.

Note 10 – Earnings per Share

1 unchanged sentence

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 24,

September 30,

September 24,

Basic weighted average ordinary shares outstanding

15 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 24,

September 30,

September 24,

United States of America

Total net sales

Foreign long-lived assets, exclusive of deferred tax assets, were $ 42.2 million and $ 38.4 million at July 1, 2022 and December 31, 2021, respectively .

Foreign long-lived assets, exclusive of deferred tax assets, were $ 44.0 million and $ 38.4 million at September 30, 2022 and December 31, 2021, respectively .

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