What changed in this filing

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Item 1. Financial Statements

2023-11-07 compared with 2023-08-09 · 77 added, 55 removed, 352 unchanged (27% of the section changed)

3 unchanged sentences

(in thousands, except share and per share amounts)

September 29,

2023 December 30,

43 unchanged sentences

(in thousands, except share and per share amounts)

Three Months Ended Six Months Ended

2022 June 30,

Three Months Ended Nine Months Ended

September 29,

2023 September 30,

2022 September 29,

2023 September 30,

Net sales $ 196,761 $ 355,643 $ 607,639 $ 978,349

22 unchanged sentences

(in thousands, except share amounts)

For the three months ending June 30, 2023 Ordinary Shares Additional

For the three months ending September 29, 2023 Ordinary Shares Additional

Capital Treasury

3 unchanged sentences

Shares Amount Shares Amount

Balance at March 31, 2023 29,034,946 $ 3 $ 437,388 4,437,439 $ ( 91,578 ) $ 247,651 $ 593,464

Balance at June 30, 2023 29,241,561 $ 3 $ 441,883 4,437,439 $ ( 91,578 ) $ 226,995 $ 577,303

Ordinary shares issued from exercise of stock options 90,247 — 1,602 — — — 1,602

Ordinary shares issued from vesting of restricted share units 43,580 — ( 553 ) — — — ( 553 )

Ordinary shares issued from employee share purchase plan 49,917 — 1,131 — — — 1,131

Share-based compensation expense — — 4,752 — — — 4,752

Net loss — — — — — ( 10,425 ) ( 10,425 )

Balance at June 30, 2023 29,241,561 $ 3 $ 441,883 4,437,439 $ ( 91,578 ) $ 226,995 $ 577,303

For the six months ending June 30, 2023 Ordinary Shares Additional

Balance at September 29, 2023 29,375,388 $ 3 $ 447,684 4,437,439 $ ( 91,578 ) $ 216,570 $ 572,679

For the nine months ending September 29, 2023 Ordinary Shares Additional

Capital Treasury

9 unchanged sentences

Net loss — — — — — ( 31,086 ) ( 31,086 )

Balance at June 30, 2023 29,241,561 $ 3 $ 441,883 4,437,439 $ ( 91,578 ) $ 226,995 $ 577,303

Balance at September 29, 2023 29,375,388 $ 3 $ 447,684 4,437,439 $ ( 91,578 ) $ 216,570 $ 572,679

The accompanying notes are an integral part of these consolidated financial statements.

2 unchanged sentences

(in thousands, except share amounts)

For the three months ending July 1, 2022 Ordinary Shares Additional

For the three months ending September 30, 2022 Ordinary Shares Additional

Capital Treasury

3 unchanged sentences

Shares Amount Shares Amount

Balance at April 1, 2022 28,628,907 $ 3 $ 420,513 4,437,439 $ ( 91,578 ) $ 182,891 $ 511,829

Balance at July 1, 2022 28,735,728 $ 3 $ 424,471 4,437,439 $ ( 91,578 ) $ 204,428 $ 537,324

Ordinary shares issued from exercise of stock options 29,777 — 652 — — — 652

Ordinary shares issued from vesting of restricted share units 35,769 — ( 881 ) — — — ( 881 )

Ordinary shares issued from employee share purchase plan 42,065 — 929 — — — 929

Share-based compensation expense — — 3,719 — — — 3,719

Net income — — — — — 29,031 29,031

Balance at July 1, 2022 28,735,728 $ 3 $ 424,471 4,437,439 $ ( 91,578 ) $ 204,428 $ 537,324

For the six months ending July 1, 2022 Ordinary Shares Additional

Balance at September 30, 2022 28,801,274 $ 3 $ 427,961 4,437,439 $ ( 91,578 ) $ 233,459 $ 569,845

For the nine months ending September 30, 2022 Ordinary Shares Additional

Capital Treasury

9 unchanged sentences

Net income — — — — — 58,607 58,607

Balance at July 1, 2022 28,735,728 $ 3 $ 424,471 4,437,439 $ ( 91,578 ) $ 204,428 $ 537,324

Balance at September 30, 2022 28,801,274 $ 3 $ 427,961 4,437,439 $ ( 91,578 ) $ 233,459 $ 569,845

The accompanying notes are an integral part of these consolidated financial statements.

2 unchanged sentences

(in thousands)

Six Months Ended

Nine Months Ended

September 29,

2023 September 30,

Cash flows from operating activities:

Net income (loss) $ ( 31,086 ) $ 58,607

Adjustments to reconcile net income (loss) to net cash used in operating activities:

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Depreciation and amortization 26,036 26,743

12 unchanged sentences

Capital expenditures ( 13,239 ) ( 22,458 )

Cash paid for acquisitions, net of cash acquired — 500

Net cash used in investing activities ( 13,239 ) ( 21,958 )

24 unchanged sentences

All dollar figures presented in tables in the notes to consolidated financial statements are in thousands, except per share amounts.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted as permitted by the SEC's rules and regulations for interim reporting.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted as permitted by the U.S.

Securities and Exchange Commission's rules and regulations for interim reporting.

These consolidated financial statements should be read in conjunction with our audited financial statements and notes thereto included in our Annual Report on Form 10‑K for the year ended December 30, 2022.

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

Our fiscal years ending December 29, 2023 and December 30, 2022 each are 52 weeks.

Our fiscal years ending December 29, 2023 and December 30, 2022 are each 52 weeks.

References to 2023 and 2022 relate to the fiscal years then ended, respectively.

The three-month periods ended June 30, 2023 and July 1, 2022 each are 13 weeks.

References to the second quarter of 2023 and 2022 relate to the three-month periods then ended .

The three-month periods ended September 29, 2023 and September 30, 2022 are each 13 weeks.

References to the third quarter of 2023 and 2022 relate to the three-month periods then ended .

Use of Estimates

24 unchanged sentences

Accounts receivable are carried at invoice price less an estimate for doubtful accounts and estimated payment discounts.

Payment terms vary by customer but are generally due within 15 - 60 days.

Payment terms vary by customer, but payment is generally due within 15 - 60 days of purchase.

Historically, we have not incurred significant payment issues with our customers.

We had no significant contract assets or liabilities on our consolidated balance sheets in any of the periods presented .

We had no significant contract assets or liabilities on our consolidated balance sheets in any of the periods presented herein .

Accounting Pronouncements Recently Adopted

6 unchanged sentences

Inventories consist of the following:

September 29,

2023 December 30,

6 unchanged sentences

Property and equipment consist of the following:

September 29,

2023 December 30,

8 unchanged sentences

Total property and equipment, net $ 96,240 $ 98,055

Depreciation expense was $ 4.4 million and $ 4.4 million for the second quarter of 2023 and 2022, respectively, and $ 8.7 million and $ 8.4 million for the six months ended June 30, 2023 and July 1, 2022, respectively.

Depreciation expense was $ 4.9 million and $ 4.4 million for the third quarter of 2023 and 2022, respectively, and $ 13.7 million and $ 12.8 million for the nine months ended September 29, 2023 and September 30, 2022, respectively.

Cloud Computing Implementation Costs

1 unchanged sentence

These costs are recorded to prepaid expenses or other noncurrent assets.

To-date, these costs are those incurred to implement a new company-wide enterprise resource planning ("ERP") system.

The balance of capitalized cloud computing implementation costs, net of accumulated amortization, was $ 11.1 million and $ 11.6 million as of June 30, 2023 and December 30, 2022, respectively, and is included in other assets on our consolidated balance sheets.

The related amortization expense was $ 0.2 million and $ 0.2 million for the second quarter of 2023 and 2022, respectively, and $ 0.5 million and $ 0.4 million for the six months ended June 30, 2023 and July 1, 2022, respectively, and is included in selling, general, and administrative expense on our consolidated statements of operations.

To date, these costs have been those incurred to implement a new company-wide enterprise resource planning ("ERP") system.

The balance of capitalized cloud computing implementation costs, net of accumulated amortization, was $ 10.8 million and $ 11.6 million as of September 29, 2023 and December 30, 2022, respectively, and is included in other assets on our consolidated balance sheets.

The related amortization expense was $ 0.3 million and $ 0.2 million for the third quarter of 2023 and 2022, respectively, and $ 0.8 million and $ 0.6 million for the nine months ended September 29, 2023 and September 30, 2022, respectively, and is included in selling, general, and administrative expense on our consolidated statements of operations.

Note 4 – Intangible Assets

Definite‑lived intangible assets consist of the following:

June 30, 2023

September 29, 2023

Gross value Accumulated

23 unchanged sentences

The components of lease expense are as follows:

Three Months Ended Six Months Ended

2022 June 30,

Three Months Ended Nine Months Ended

September 29,

2023 September 30,

2022 September 29,

2023 September 30,

Operating lease cost $ 2,384 $ 2,120 $ 7,188 $ 6,404

Supplemental cash flow information related to leases is as follows:

Six Months Ended

Nine Months Ended

September 29,

2023 September 30,

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 29,

2023 December 30,

1 unchanged sentence

Weighted-average discount rate of operating leases 3.2 % 3.0 %

Future minimum lease payments under non-cancelable leases are as follows as of June 30, 2023:

Future minimum lease payments under non-cancelable leases are as follows as of September 29, 2023:

2023, remaining $ 2,443

5 unchanged sentences

Income tax information for the periods reported is as follows:

Three Months Ended Six Months Ended

2022 June 30,

Three Months Ended Nine Months Ended

September 29,

2023 September 30,

2022 September 29,

2023 September 30,

Income tax expense $ 436 $ 477 $ 12,521 $ 3,031

1 unchanged sentence

Effective income tax rate ( 4.4 ) % 1.6 % ( 67.4 ) % 4.9 %

Our effective tax rates for the three and six months ended June 30, 2023 differ from the statutory rate primarily due to an $ 11.1 million valuation allowance recorded against our U.S.

federal and state deferred tax assets during the second quarter of 2023, as well as taxes on foreign income that differ from the U.S.

Our effective tax rates for the three and nine months ended September 29, 2023 differ from the statutory rate primarily due to a valuation allowance recorded against our U.S.

federal and state deferred tax assets, as well as taxes on foreign income that differ from the U.S.

tax rate, including a tax holiday in Singapore from which we will benefit through 2026.

The valuation allowance was recorded based on an assessment of available positive and negative evidence, including an estimate of being in a three-year cumulative loss position in the U.S.

We recorded an $ 11.1 million valuation allowance in the second quarter of 2023 based on an assessment of available positive and negative evidence, including an estimate of being in a three-year cumulative loss position in the U.S.

by the end of 2023, projections of future taxable income, and other quantitative and qualitative information.

1 unchanged sentence

federal and state net deferred tax assets until there is sufficient positive evidence to support the reversal of all or some portion of the valuation allowance.

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

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

The ending balance for the unrecognized tax benefits for uncertain tax positions was approximately $ 3.8 million as of June 30, 2023.

The ending balance for the unrecognized tax benefits for uncertain tax positions was approximately $ 4.0 million as of September 29, 2023.

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 June 30, 2023, we were under examination by the Inland Revenue Board of Malaysia for the years 2016 through 2020.

As of September 29, 2023, we were under examination by the Inland Revenue Board of Malaysia for the years 2016 through 2020.

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 $ 0.6 million and $ 0.7 million for the second quarter of 2023 and 2022, respectively, and $ 1.5 million and $ 1.6 million for the six months ended June 30, 2023 and July 1, 2022, respectively.

Matching contributions were $ 0.7 million and $ 0.7 million for the third quarter of 2023 and 2022, respectively, and $ 2.2 million and $ 2.3 million for the nine months ended September 29, 2023 and September 30, 2022, respectively.

Note 8 – Long-Term Debt

Long‑term debt consists of the following:

September 29,

2023 December 30,

6 unchanged sentences

Total long-term debt, less current portion, net $ 272,942 $ 293,218

On October 29, 2021, we entered into an amended and restated credit agreement, which includes a group of financial institutions as direct lenders underlying the agreement.

On October 29, 2021, we entered into an amended and restated credit agreement, which includes a group of financial institutions as direct lenders under the agreement.

The credit agreement includes a $ 150.0 million term loan facility and a $ 250.0 million revolving credit facility (together, “credit facilities”).

3 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, 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 %, depending on our leverage ratio, on the unused portion of our revolving credit facility.

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

We are also charged a commitment fee of 0.175 % to 0.350 %, depending on our leverage ratio, on the unused portion of our revolving credit facility.

Base Rate interest payments and commitment fees are due quarterly.

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.

As of June 30, 2023, our credit facilities bore interest under the BSBY rate option of 6.79 %.

As of September 29, 2023, our credit facilities bore interest under the BSBY rate option at 7.26 %.

Note 9 – Share‑Based Compensation

5 unchanged sentences

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 $ 4.3 million and $ 3.5 million for the second quarter of 2023 and 2022, respectively, and $ 7.9 million and $ 6.4 million for the six months ended June 30, 2023 and July 1, 2022, respectively.

Share‑based compensation expense across all plans for options, RSUs, and employee share purchase rights was $ 4.8 million and $ 3.7 million for the third quarter of 2023 and 2022, respectively, and $ 12.7 million and $ 10.1 million for the nine months ended September 29, 2023 and September 30, 2022, respectively.

Stock Options

8 unchanged sentences

Forfeited or expired ( 7,068 ) $ 21.84

Outstanding, June 30, 2023 673,285 $ 23.46 2.3 years $ 9,452

Exercisable, June 30, 2023 635,441 $ 23.40 2.2 years $ 8,961

Outstanding, September 29, 2023 583,038 $ 24.34 2.3 years $ 3,915

Exercisable, September 29, 2023 556,326 $ 24.35 2.2 years $ 3,728

Restricted Share Units

9 unchanged sentences

Forfeited ( 57,776 ) ( 7,696 ) ( 11,542 ) $ 30.55

Unvested, June 30, 2023 1,087,570 98,659 173,141 $ 30.80

Unvested, September 29, 2023 1,059,614 97,299 171,101 $ 30.85

Employee Share Purchase Plan

2 unchanged sentences

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

As of June 30, 2023, approximately 2.2 million ordinary shares remain available for purchase under the 2017 ESPP.

As of September 29, 2023, approximately 2.2 million ordinary shares remain available for purchase under the 2017 ESPP.

Note 10 – Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share and a reconciliation of the numerator and denominator used in the calculation:

Three Months Ended Six Months Ended

2022 June 30,

Three Months Ended Nine Months Ended

September 29,

2023 September 30,

2022 September 29,

2023 September 30,

Net income (loss) $ ( 10,425 ) $ 29,031 $ ( 31,086 ) $ 58,607

17 unchanged sentences

The following table sets forth sales by geographic area:

Three Months Ended Six Months Ended

2022 June 30,

Three Months Ended Nine Months Ended

September 29,

2023 September 30,

2022 September 29,

2023 September 30,

United States of America $ 64,529 $ 156,909 $ 215,204 $ 457,753

3 unchanged sentences

Total net sales $ 196,761 $ 355,643 $ 607,639 $ 978,349

Foreign long-lived assets, exclusive of deferred tax assets, were $ 50.5 million and $ 52.8 million as of June 30, 2023 and December 30, 2022, respectively .

Foreign long-lived assets, exclusive of deferred tax assets, were $ 48.9 million and $ 52.8 million as of September 29, 2023 and December 30, 2022, 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