TTM TECHNOLOGIES INC 10-Q

Item 1. Financial Statements (unaudited) TTM TECHNOLOGIES, INC. Consolidated Condensed Balance Sheets As of September 27, 2021 and December 28, 2020 As of September 27, December 28, 2021 2020 (Unaudited) (In thousands, except par value) ASSETS Current assets: Cash and cash equivalents $ 529,816 $ 451,565 Accounts receivable, net 388,233 381,105 Contract assets 325,774 273,256 Inventories 140,055 115,651 Prepaid expenses and other current assets 39,470 27,181 Total current assets 1,423,348 1,248,758 Property, plant and equipment, net 669,736 650,435 Operating lease right-of-use assets 16,794 24,340 Goodwill 637,324 637,324 Definite-lived intangibles, net 250,319 281,307 Deposits and other non-current assets 50,110 53,780 Total assets $ 3,047,631 $ 2,895,944 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 386,705 $ 327,102 Contract liabilities 2,376 4,254 Accrued salaries, wages and benefits 85,104 97,268 Other current liabilities 93,257 89,422 Total current liabilities 567,442 518,046 Long-term debt, net of discount and issuance costs 926,922 842,853 Operating lease liabilities 12,077 17,211 Other long-term liabilities 74,601 73,825 Total long-term liabilities 1,013,600 933,889 Commitments and contingencies (Note 14) Equity: Common stock, $ 0.001 par value; 300,000 shares authorized; 108,165 and 106,770 shares issued as of September 27, 2021 and December 28, 2020, respectively; 105,692 and 106,770 shares outstanding as of September 27, 2021 and December 28, 2020, respectively 108 107 Treasury stock – common stock at cost; 2,473 shares as of September 27, 2021 ( 34,349 ) — Additional paid-in capital 835,662 830,971 Retained earnings 697,871 651,844 Accumulated other comprehensive loss ( 32,703 ) ( 38,913 ) Total stockholders’ equity 1,466,589 1,444,009 Total liabilities and stockholders' equity $ 3,047,631 $ 2,895,944 See accompanying notes to consolidated condensed financial statements. 3 TTM TECHNOLOGIES, INC. Consolidated Condensed Statements of Operations For the Quarter and Three Quarters Ended September 27, 2021 and September 28, 2020 Quarter Ended Three Quarters Ended September 27, September 28, September 27, September 28, 2021 2020 2021 2020 (Unaudited) (In thousands, except per share data) Net sales $ 556,784 $ 513,576 $ 1,650,599 $ 1,581,520 Cost of goods sold 463,605 424,298 1,375,910 1,310,470 Gross profit 93,179 89,278 274,689 271,050 Operating expenses: Selling and marketing 15,858 15,895 46,745 48,033 General and administrative 32,389 29,086 95,109 110,476 Research and development 4,423 5,223 13,075 15,166 Amortization of definite-lived intangibles 8,274 10,126 26,837 29,249 Impairment of goodwill — 69,200 — 69,200 Total operating expenses 60,944 129,530 181,766 272,124 Operating income (loss) 32,235 ( 40,252 ) 92,923 ( 1,074 ) Other (expense) income: Interest expense ( 11,147 ) ( 20,204 ) ( 33,615 ) ( 58,557 ) Loss on extinguishment of debt — — ( 15,217 ) — Other, net 2,525 ( 2,316 ) 5,338 641 Total other expense, net ( 8,622 ) ( 22,520 ) ( 43,494 ) ( 57,916 ) Income (loss) from continuing operations before income taxes 23,613 ( 62,772 ) 49,429 ( 58,990 ) Income tax (provision) benefit ( 2,655 ) 1,300 ( 3,402 ) 3,644 Net income (loss) from continuing operations 20,958 ( 61,472 ) 46,027 ( 55,346 ) Income from discontinued operations, net of income taxes — 20,021 — 193,921 Net income (loss) $ 20,958 $ ( 41,451 ) $ 46,027 $ 138,575 Earnings (loss) per share: Basic earnings (loss) per share from continuing operations $ 0.20 $ ( 0.58 ) $ 0.43 $ ( 0.52 ) Basic earnings per share from discontinued operations — 0.19 — 1.83 Basic earnings (loss) per share $ 0.20 $ ( 0.39 ) $ 0.43 $ 1.31 Diluted earnings (loss) per share from continuing operations $ 0.19 $ ( 0.58 ) $ 0.42 $ ( 0.52 ) Diluted earnings per share from discontinued operations — 0.19 — 1.83 Diluted earnings (loss) per share $ 0.19 $ ( 0.39 ) $ 0.42 $ 1.31 See accompanying notes to consolidated condensed financial statements. 4 TTM TECHNOLOGIES, INC. Consolidated Condensed Statements of Comprehensive Income (Loss) For the Quarter and Three Quarters Ended September 27, 2021 and September 28, 2020 Quarter Ended Three Quarters Ended September 27, September 28, September 27, September 28, 2021 2020 2021 2020 (Unaudited) (In thousands) Net income (loss) $ 20,958 $ ( 41,451 ) $ 46,027 $ 138,575 Other comprehensive income (loss), net of tax: Pension obligation adjustments, net 30 ( 17 ) 59 4 Reclassification adjustment for foreign currency translation — ( 346 ) — ( 346 ) Derecognition of foreign currency translation adjustments due to sale of Mobility business unit — — — ( 27,341 ) Foreign currency translation adjustments, net ( 51 ) 1,049 363 778 Derecognition of unrealized losses on cash flow hedge due to sale of Mobility business unit — — — 384 Net unrealized gain (loss) on cash flow hedges: Unrealized gain (loss) on effective cash flow hedges during the period, net 116 ( 655 ) ( 87 ) ( 8,667 ) Loss realized in the statement of operations, net 1,891 2,098 5,875 4,727 Net 2,007 1,443 5,788 ( 3,940 ) Other comprehensive income (loss), net of tax 1,986 2,129 6,210 ( 30,461 ) Comprehensive income (loss), net of tax $ 22,944 $ ( 39,322 ) $ 52,237 $ 108,114 See accompanying notes to consolidated condensed financial statements. 5 TTM TECHNOLOGIES, INC. Consolidated Condensed Statements of Stockholders’ Equity For the Three Quarters Ended September 27, 2021 Common Stock Treasury Stock Additional Paid-In Retained Accumulated Other Comprehensive Total Stockholders' Shares Amount Shares Amount Capital Earnings Loss Equity (Unaudited) (In thousands) Balance, December 28, 2020 106,770 $ 107 — $ — $ 830,971 $ 651,844 $ ( 38,913 ) $ 1,444,009 Net loss — — — — — ( 3,192 ) — ( 3,192 ) Other comprehensive income — — — — — — 1,786 1,786 Issuance of common stock for performance-based restricted stock units 135 — — — — — — — Issuance of common stock for restricted stock units 203 — — — — — — — Fair value of warrants reclassified to warrant liabilities — — — — ( 4,345 ) — — ( 4,345 ) Issuance of common stock from warrant exercises 5 — — — — — — — Stock-based compensation — — — — 4,209 — — 4,209 Balance, March 29, 2021 107,113 $ 107 — $ — $ 830,835 $ 648,652 $ ( 37,127 ) $ 1,442,467 Net income — — — — — 28,261 — 28,261 Other comprehensive income — — — — — — 2,438 2,438 Issuance of common stock for restricted stock units 947 1 — — ( 1 ) — — — Repurchases of common stock — — ( 411 ) ( 6,145 ) — — — ( 6,145 ) Issuance of stock from warrant exercises 86 — 50 745 ( 745 ) — — — Stock-based compensation — — — — 3,350 — — 3,350 Balance, June 28, 2021 108,145 $ 108 ( 361 ) $ ( 5,400 ) $ 833,439 $ 676,913 $ ( 34,689 ) $ 1,470,371 Net income — — — — — 20,958 — 20,958 Other comprehensive income — — — — — — 1,986 1,986 Issuance of common stock for restricted stock units 20 — — — — — — — Repurchases of common stock — — ( 2,114 ) ( 28,971 ) — — — ( 28,971 ) Fair value of warrants reclassified to warrant liabilities — — — — ( 2,699 ) — — ( 2,699 ) Issuance of stock from warrant exercises — — 2 22 ( 22 ) — — — Stock-based compensation — — — — 4,944 — — 4,944 Balance, September 27, 2021 108,165 $ 108 ( 2,473 ) $ ( 34,349 ) $ 835,662 $ 697,871 $ ( 32,703 ) $ 1,466,589 See accompanying notes to consolidated condensed financial statements. 6 TTM TECHNOLOGIES, INC. Consolidated Condensed Statements of Stockholders’ Equity For the Three Quarters Ended September 28, 2020 Common Stock Additional Paid-In Retained Accumulated Other Comprehensive Total Stockholders' Shares Amount Capital Earnings Loss Equity (Unaudited) (In thousands) Balance, December 30, 2019 105,510 $ 106 $ 814,708 $ 474,309 $ ( 10,086 ) $ 1,279,037 Net loss — — — ( 1,174 ) — ( 1,174 ) Other comprehensive loss — — — — ( 5,498 ) ( 5,498 ) Issuance of common stock for performance-based restricted stock units 187 — — — — — Issuance of common stock for restricted stock units 520 — — — — — Stock-based compensation — — 4,835 — — 4,835 Balance, March 30, 2020 106,217 $ 106 $ 819,543 $ 473,135 $ ( 15,584 ) $ 1,277,200 Net income — — — 181,200 — 181,200 Other comprehensive loss — — — — ( 27,092 ) ( 27,092 ) Issuance of common stock for restricted stock units 484 1 ( 1 ) — — — Stock-based compensation — — 2,647 — — 2,647 Balance, June 29, 2020 106,701 $ 107 $ 822,189 $ 654,335 $ ( 42,676 ) $ 1,433,955 Net loss — — — ( 41,451 ) — ( 41,451 ) Other comprehensive income — — — — 2,129 2,129 Exercise of stock options 20 — 191 — — 191 Issuance of common stock for restricted stock units 21 — — — — — Stock-based compensation — — 4,479 — — 4,479 Balance, September 28, 2020 106,742 $ 107 $ 826,859 $ 612,884 $ ( 40,547 ) $ 1,399,303 See accompanying notes to consolidated condensed financial statements. 7 TTM TECHNOLOGIES, INC. Consolidated Condensed Statements of Cash Flows For the Three Quarters Ended September 27, 2021 and September 28, 2020 Three Quarters Ended September 27, 2021 September 28, 2020 (Unaudited) (In thousands) Cash flows from operating activities: Net income $ 46,027 $ 138,575 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of property, plant and equipment 63,711 97,172 Amortization of definite-lived intangible assets 30,988 34,209 Amortization of debt discount and issuance costs 1,613 14,488 Loss on extinguishment of debt 15,217 — Deferred income taxes 3,704 8,039 Stock-based compensation 12,503 11,961 Impairment of goodwill — 69,200 Gain on sale of the Mobility business unit — ( 237,253 ) Other ( 4,005 ) ( 242 ) Changes in operating assets and liabilities: Accounts receivable, net ( 7,128 ) 128,681 Contract assets ( 52,518 ) ( 33,500 ) Inventories ( 24,404 ) ( 10,557 ) Prepaid expenses and other current assets ( 12,440 ) ( 15,008 ) Accounts payable 59,686 15,902 Contract liabilities ( 1,878 ) ( 839 ) Accrued salaries, wages and benefits ( 12,164 ) ( 11,804 ) Other current liabilities ( 4,649 ) 22,661 Net cash provided by operating activities 114,263 231,685 Cash flows from investing activities: Proceeds from sale of the Mobility business unit, net of cash disposed — 507,466 Purchase of property, plant and equipment and other assets ( 62,086 ) ( 84,042 ) Proceeds from sale of property, plant and equipment and other assets 1,017 154 Other — ( 623 ) Net cash (used in) provided by investing activities ( 61,069 ) 422,955 Cash flows from financing activities: Proceeds from long-term debt borrowing 500,000 — Repayment of long-term debt borrowings ( 425,838 ) ( 400,000 ) Payment of debt issuance costs ( 5,864 ) — Proceeds from exercise of stock options — 191 Repurchases of common stock ( 33,262 ) — Cash used to settle warrants ( 3,177 ) — Other ( 7,071 ) 7,321 Net cash provided by (used in) financing activities 24,788 ( 392,488 ) Effect of foreign currency exchange rates on cash and cash equivalents 269 979 Net increase in cash and cash equivalents 78,251 263,131 Cash and cash equivalents at beginning of period 451,565 400,154 Cash and cash equivalents at end of period $ 529,816 $ 663,285 Supplemental cash flow information: Cash paid, net for interest $ 36,431 $ 40,540 Cash paid, net for income taxes 3,292 15,856 Net cash provided by operating activities from discontinued operations — 39,462 Net cash provided by investing activities from discontinued operations — 497,916 Net cash used in financing activities from discontinued operations — — Supplemental disclosure of noncash investing and financing activities: Property, plant and equipment recorded in accounts payable $ 37,550 $ 26,914 Issuance of common stock for warrant settlement 2,116 — Repurchases of common stock recorded in accounts payable 1,854 — See accompanying notes to consolidated condensed financial statements. 8 TTM TECHNOLOGIES, INC. Notes to Consolidated Condensed Financial Statements (Unaudited) (Dollars and shares in thousands, except per share data) (1) Nature of Operations and Basis of Presentation TTM Technologies, Inc. (the Company or TTM) is a leading global printed circuit board (PCB) manufacturer, focusing on quick-turn and volume production of technologically advanced PCBs and backplane assemblies as well as a global designer and manufacturer of high-frequency radio frequency (RF) and microwave components and assemblies. The Company provides time-to-market and volume production of advanced technology products and offers a one-stop design, engineering and manufacturing solution to customers. This one-stop design, engineering and manufacturing solution allows the Company to align technology developments with the diverse needs of the Company’s customers and to enable them to reduce the time required to develop new products and bring them to market. The Company serves a diversified customer base in various markets throughout the world, including aerospace and defense, data center computing, automotive components, medical, industrial and instrumentation related products, as well as networking/communications infrastructure products. The Company’s customers include both original equipment manufacturers (OEMs) and electronic manufacturing services (EMS) providers. The accompanying consolidated condensed financial statements have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) have been condensed or omitted pursuant to such rules and regulations. It is suggested that these consolidated condensed financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s most recent Annual Report on Form 10-K. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated condensed financial statements and accompanying notes. Due to the coronavirus (COVID-19) global pandemic, the global economy and financial markets have been volatile, have contributed to disruptions in global supply chains and labor shortages, and there is a significant amount of uncertainty about the length and severity of the consequences caused by the on-going pandemic. The Company has considered information available to it as of the date of issuance of these financial statements and is not aware of any specific events or circumstances that would require an update to its estimates or judgments, or a revision to the carrying value of its assets or liabilities. Actual results could differ materially from those estimates. The Company uses a 52/53 week fiscal calendar with the fourth quarter ending on the Monday nearest December 31. Fiscal 2021 ending on January 3, 2022 will be a 53-week year with the additional week included in the fourth quarter. Fiscal 2020 was a 52-week year. On January 19, 2020, the Company entered into a definitive equity interests purchase agreement with AKMMeadville Electronics (Xiamen) Co., Ltd (the Purchaser) for the sale that was completed on April 17, 2020 of the following now former Company subsidiaries: Shanghai Kaiser Electronics Co., Ltd. (SKE), Shanghai Meadville Electronics Co., Ltd. (SME), Shanghai Meadville Science & Technology Co., Ltd. (SP) and Guangzhou Meadville Electronics Co., Ltd. (GME) (collectively, the Mobility business unit). For all periods presented in the consolidated condensed statements of operations, all sales, costs, expenses, income taxes and gain on sale attributable to the Mobility business unit have been aggregated under the caption “Income from discontinued operations, net of income taxes”. Refer to Note 2, Discontinued Operations , for additional information. Unless otherwise noted, amounts and disclosures throughout these notes to consolidated condensed financial statements relate to continuing operations. These consolidated condensed financial statements reflect all adjustments (consisting only of normal recurring adjustments) which, in the opinion of management, are necessary to present fairly the financial position, the results of operations and cash flows of the Company for the periods presented. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Reclassifications The Company currently has two reportable segments: PCB and RF and Specialty Components (RF&S Components). On April 29, 2020, the Company announced the restructuring of its E-M Solutions business unit. In prior periods, the Company’s E-M Solutions business unit consisted of three Chinese manufacturing facilities with two being in Shanghai (SH BPA and SH E-MS) and one in Shenzhen (SZ). The Company closed the SH E-MS and SZ facilities at the end of 2020 and integrated the SH BPA facility into its PCB operations. As of March 29, 2021, E-M Solutions no longer met the criteria for segment reporting. As a result of the restructuring of the E-M Solutions business unit, certain prior year amounts have been reclassified to conform to this new presentation. 9 Recently Adopted and Issued Accounting Standards Recently Adopted Accounting Standards In December 2019, the Financial Accounting Standards Board (FASB) issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The guidance is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Early adoption is permitted. The Company adopted this ASU as of December 29, 2020 and it did not have a material impact on its consolidated condensed financial statements and related disclosures. (2) Discontinued Operations On January 19, 2020, the Company entered into a definitive equity interests purchase agreement for the sale of the Company’s Mobility business unit. The sale was completed on April 17, 2020 for a base purchase price of $ 550,000 , subject to customary purchase price adjustments. The base purchase price did not include certain accounts receivable of the divested business, which were estimated to total approximately $ 95,000 . After the price adjustments, the final purchase price was $ 569,246 , which did not include approximately $ 83,000 accounts receivable of the divested business. On April 18, 2020, the Company entered into a Transition Services Agreement (TSA) with the Purchaser pursuant to which the Purchaser is receiving certain services (the Services) to enable it to operate the Mobility business unit after the closing of the sale of the Mobility business unit. The Services include finance and accounting, human resources, legal and compliance, sales, information technology, and other corporate support services. Under the TSA, the Services are being provided at cost for a period of up to 24 months. In addition, the Company entered into a Manufacturing Supply Agreement with the Purchaser pursuant to which the Purchaser will supply products to a few customers of the Company. There was no material impact on the Company’s consolidated condensed financial statements. Further, on June 29, 2020, the Company entered into a Sales Force Agreement with the Purchaser pursuant to which the Company’s sales representatives assist the Purchaser in selling PCBs manufactured by the Purchaser to certain customers for a commission for a period up to April 17, 2021. There was no material impact on the Company’s consolidated condensed financial statements. As the sale of the Company’s Mobility business unit represented a strategic shift that had a major effect on the Company’s operations and financial results, in accordance with the provisions of FASB authoritative guidance on the presentation of financial statements, Mobility business unit results are classified as discontinued operations in the consolidated condensed statements of operations for all periods presented. 10 The following table summarizes the results of Mobility operations for the quarter and three quarters ended September 28, 2020 prior to sale: Quarter Ended Three Quarters Ended September 28, September 28, 2020 2020 (In thousands, except per share data) Net sales $ — $ 143,951 Cost of goods sold — 136,800 Gross profit — 7,151 Operating expenses: Selling and marketing — 1,461 General and administrative — 2,317 Research and development — 147 Amortization of definite-lived intangibles — 809 Total operating expenses — 4,734 Operating income — 2,417 Other (expense) income: Interest expense — ( 223 ) Gain on sale of the Mobility business unit — 237,253 Other, net — 1,160 Total other income, net — 238,190 Income from discontinued operations before income taxes — 240,607 Income tax benefit (provision) 20,021 ( 46,686 ) Income from discontinued operations, net of income taxes $ 20,021 $ 193,921 Earnings per share from discontinued operations: Basic earnings per share $ 0.19 $ 1.83 Diluted earnings per share $ 0.19 $ 1.83 There was no depreciation expense related to the discontinued operations for the quarter ended September 28, 2020. Depreciation expense related to the discontinued operations for the three quarters ended September 28, 2020 was $ 21,382 . During the quarter and three quarters ended September 28, 2020, the Company’s income tax expense related to the discontinued operations was impacted by a net discrete tax benefit of $ 20,021 and a net discrete tax expense of $ 46,686 , respectively. As a result of the sale of the Mobility business unit, the discrete income tax benefit during the quarter ended September 28, 2020 is due to recognition of additional Internal Revenue Code (IRC) Section 250 deduction and foreign tax credit benefits. The net income tax expense for the three quarters ended September 28, 2020 is related mainly to (i) China withholding tax related to gain on sale, (ii) U.S. income tax related to Global Intangible Low Taxed Income (GILTI) inclusion net of IRC Section 250 deduction and foreign tax credits, offset by (iii) release of U.S. FIN 48 uncertain tax positions. 11 Proceeds from the sale of the Company’s Mobility business unit have been presented in the consolidated condensed statements of cash flows within net cash provided by investing activities from discontinued operations. The following is a reconciliation of the final gain recorded for the sale of the Company’s Mobility business unit ( in thousands ): Net proceeds from the sale of the Mobility business unit (1) $ 569,246 Mobility business unit assets: Cash and cash equivalents 12,513 Restricted cash 35,412 Accounts receivable, net 12 Contract assets 40,072 Inventories 4,988 Prepaid expenses and other current assets 4,593 Property, plant and equipment, net 328,648 Goodwill 68,267 Definite-lived intangibles, net 5,520 Deposits and other non-current assets 6,291 Total Mobility business unit assets 506,316 Mobility business unit liabilities: Accounts payable 142,636 Accrued salaries, wages and benefits 9,392 Other current liabilities 8,890 Other long-term liabilities 303 Total Mobility business unit liabilities 161,221 Derecognition of foreign currency translation adjustments and unrealized losses on cash flow hedges recorded in accumulated other comprehensive loss 26,957 Other transaction costs incurred as part of the sale of the Mobility business unit (2) 13,855 Gain on sale of the Mobility business unit before income taxes $ 237,253 (1) Net proceeds from the sale of the Mobility business unit are net of customary purchase price adjustments. (2) Costs directly incurred as a result of the sale of the Company’s Mobility business unit, including bank fees, legal fees, professional fees, and other costs. (3) Leases The Company leases some of its manufacturing and assembly plants, sales offices and equipment under non-cancellable operating leases that expire at various dates through 2049 and a manufacturing plant under a finance lease. The majority of the Company’s lease arrangements are comprised of fixed payments, and certain leases consist of variable payments based on equipment usage. These variable payments are not included in the measurement of the right-of-use (ROU) asset or lease liability due to uncertainty of the payment amount and are recorded as lease expense in the period incurred. Certain leases contain renewal provisions at the Company’s option. Most of the leases require the Company to pay for certain other costs such as property taxes and maintenance. Certain leases also contain rent escalation clauses (step rents) that require additional rental amounts in the later years of the term. Rent expense for leases with step rents is recognized on a straight-line basis over the minimum lease term. The lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows: Quarter Ended Three Quarters Ended September 27, 2021 September 28, 2020 September 27, 2021 September 28, 2020 (In thousands) Operating lease cost $ 2,015 $ 2,333 $ 6,147 $ 7,041 Variable lease cost 193 133 567 376 Short-term lease cost 89 84 198 482 12 Supplemental cash flow information related to leases was as follows: Three Quarters Ended September 27, 2021 September 28, 2020 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,321 $ 6,636 Right-of-use assets obtained in exchange for new lease obligations: Operating leases 1,954 6,559 Finance lease 15,256 — Supplemental balance sheet information related to leases was as follows: As of Balance Sheet Location September 27, 2021 December 28, 2020 (In thousands) Assets: Operating leases Operating lease right-of-use assets $ 16,794 $ 24,340 Finance lease Property, plant and equipment, net 14,743 — Total lease assets $ 31,537 $ 24,340 Liabilities: Current: Operating leases Other current liabilities $ 5,528 $ 8,144 Finance lease Other current liabilities 639 — Long-term: Operating leases Operating lease liabilities 12,077 17,211 Finance lease Other long-term liabilities 14,124 — Total lease liabilities $ 32,368 $ 25,355 As of September 27, 2021 December 28, 2020 Weighted average remaining lease term (years): Operating leases 4.1 4.2 Finance lease 14.9 — Weighted average discount rate: Operating leases 2.89 % 3.31 % Finance lease 2.69 % — Maturities of the Company’s lease liabilities were as follows (1) : (In thousands) Less than one year $ 2,573 1 - 2 years 6,360 2 - 3 years 5,152 3 - 4 years 3,946 4 - 5 years 3,574 Thereafter 15,308 Total lease payments 36,913 Less imputed interest ( 4,545 ) Total $ 32,368 (1) Excludes $ 851 of legally binding minimum lease payments for leases signed but not yet commenced. 13 (4) Revenues As of September 27, 2021, the aggregate amount of the transaction price allocated to remaining performance obligations for long-term contracts was $ 11,008 . The Company expects to recognize revenue on approximately 84 % of the remaining performance obligations for the Company’s long-term contracts over the next twelve months . Revenue from products and services transferred to customers over time and at a point in time accounted for 97 % and 3 %, respectively, of the Company’s revenue for the quarter and three quarters ended September 27, 2021, and 98 % and 2 %, respectively, of the Company’s revenue for the quarter and three quarters ended September 28, 2020. The following tables represent a disaggregation of revenue by principal end markets with the reportable segments: Quarter Ended September 27, 2021 Quarter Ended September 28, 2020 PCB RF&S Components Total PCB RF&S Components Other (1) Total End Markets (In thousands) Aerospace and Defense $ 173,894 $ 12 $ 173,906 $ 182,558 $ 180 $ 18 $ 182,756 Automotive 99,205 — 99,205 63,114 — 10,097 73,211 Cellular Phone — — — 38 — — 38 Data Center Computing (2) 81,202 — 81,202 62,554 186 34 62,774 Medical/Industrial/Instrumentation 108,879 1,467 110,346 91,836 742 2,939 95,517 Networking/Communications 74,316 12,848 87,164 74,366 7,203 8,919 90,488 Other 3,622 1,339 4,961 6,845 3,431 ( 1,484 ) 8,792 Total $ 541,118 $ 15,666 $ 556,784 $ 481,311 $ 11,742 $ 20,523 $ 513,576 Three Quarters Ended September 27, 2021 Three Quarters Ended September 28, 2020 PCB RF&S Components Other (1) Total PCB RF&S Components Other (1) Total End Markets (In thousands) Aerospace and Defense $ 545,585 $ 24 $ — $ 545,609 $ 555,882 $ 189 $ 38 $ 556,109 Automotive 293,890 — 3,642 297,532 182,970 — 28,693 211,663 Cellular Phone — — — — 1,334 — — 1,334 Data Center Computing (2) 235,191 456 — 235,647 192,209 663 124 192,996 Medical/Industrial/Instrumentation 303,661 3,615 25 307,301 298,117 2,336 9,247 309,700 Networking/Communications 216,982 35,451 1 252,434 240,215 19,173 20,560 279,948 Other 9,775 2,713 ( 412 ) 12,076 21,429 10,913 ( 2,572 ) 29,770 Total $ 1,605,084 $ 42,259 $ 3,256 $ 1,650,599 $ 1,492,156 $ 33,274 $ 56,090 $ 1,581,520 (1) Other represents results from the now closed SH E-MS and SZ facilities. (2) Beginning in the first quarter of 2021, the Computing/Storage/Peripherals end market was renamed to Data Center Computing to better reflect the customer mix and growth prospects. There was no change to the customers included in this end market. 14 (5) Composition of Certain Consolidated Condensed Financial Statement Captions As of September 27, 2021 December 28, 2020 (In thousands) Inventories: Raw materials $ 124,772 $ 103,890 Work-in-process 11,763 7,841 Finished goods 3,520 3,920 $ 140,055 $ 115,651 Property, plant and equipment, net: Land and land use rights $ 62,061 $ 61,781 Buildings and improvements 423,313 398,540 Machinery and equipment 875,587 832,723 Furniture and fixtures and other 10,210 10,304 Construction-in-progress 34,528 33,191 1,405,699 1,336,539 Less: Accumulated depreciation ( 735,963 ) ( 686,104 ) $ 669,736 $ 650,435 Other current liabilities: Sales returns and allowances $ 13,319 $ 13,015 Income taxes payable 9,877 2,428 Derivative liabilities 7,372 — Interest 3,471 7,157 Operating lease 5,528 8,144 Restructuring 46 7,382 Other 53,644 51,296 $ 93,257 $ 89,422 Other long-term liabilities: Deferred income taxes $ 23,882 $ 23,704 Defined benefit pension plan liability 9,097 9,986 Derivative liabilities — 14,968 Finance lease 14,124 — Other 27,498 25,167 $ 74,601 $ 73,825 (6) Goodwill As of September 27, 2021 and December 28, 2020, goodwill by reportable segment was as follows: PCB RF&S Components Total (In thousands) Balance as of September 27, 2021 and December 28, 2020 Goodwill $ 700,724 $ 177,200 $ 877,924 Accumulated impairment losses ( 171,400 ) ( 69,200 ) ( 240,600 ) $ 529,324 $ 108,000 $ 637,324 15 (7) Definite-lived Intangibles As of September 27, 2021 and December 28, 2020, the components of definite-lived intangibles were as follows: Gross Amount Accumulated Amortization Net Carrying Amount Weighted Average Amortization Period (In thousands) (In years) September 27, 2021 Customer relationships $ 397,500 $ ( 176,979 ) $ 220,521 10.9 Technology 47,650 ( 17,852 ) 29,798 9.5 $ 445,150 $ ( 194,831 ) $ 250,319 December 28, 2020 Customer relationships $ 397,500 $ ( 150,142 ) $ 247,358 10.9 Technology 47,650 ( 13,701 ) 33,949 9.5 $ 445,150 $ ( 163,843 ) $ 281,307 Definite-lived intangibles are amortized using the straight-line method of amortization over the useful life. Amortization expense was $ 9,658 and $ 11,510 for the quarters ended September 27, 2021 and September 28, 2020, respectively, and $ 30,988 and $ 33,400 for the three quarters ended September 27, 2021 and September 28, 2020, respectively. For both the quarter and three quarters ended September 27, 2021 and September 28, 2020, $ 1,384 and $ 4,151 , respectively, of amortization expense is included in cost of goods sold. Estimated aggregate amortization for definite-lived intangible assets for the next five years and thereafter is as follows: (In thousands) Remaining 2021 $ 10,191 2022 38,631 2023 36,713 2024 29,713 2025 25,397 Thereafter 109,674 $ 250,319 (8) Long-term Debt and Letters of Credit The following table summarizes the long-term debt of the Company as of September 27, 2021 and December 28, 2020: Interest Rate as of September 27, 2021 Principal Outstanding as of September 27, 2021 Interest Rate as of December 28, 2020 Principal Outstanding as of December 28, 2020 (In thousands) Senior Notes due March 2029 4.00 % $ 500,000 — % $ — Term Loan due September 2024 2.59 405,879 2.65 405,879 Senior Notes due October 2025 — — 5.63 375,000 U.S. ABL Revolving Loan due June 2024 — — 1.40 40,000 Asia ABL Revolving Loan due June 2024 1.49 30,000 1.55 30,000 935,879 850,879 Less: Long-term debt unamortized discount ( 660 ) ( 814 ) Long-term debt unamortized debt issuance costs ( 8,297 ) ( 7,212 ) 926,922 842,853 Less: current maturities — — Long-term debt, less current maturities $ 926,922 $ 842,853 Pursuant to the Term Loan Credit Agreement, the Company may reinvest the cash proceeds received from the sale of the Mobility business unit for a period of twelve months commencing September 3, 2020. If the proceeds are not reinvested during that 16 time , the Company is required to use the proceeds to prepay the Term Loan. The Company used a portion of the cash proceeds to repay $ 400,000 of the Term Loan during the year ended December 28, 2020 and used the remaining cash proceeds for reinvestment pursuant to the Term Loan Credit Agreement . Permitted investments, as defined in the Term Loan Credit Agreement, include extensions of trade credit in the ordinary course of business, investments in cash and cash equivalents, permitted acquisitions, investments in assets useful in the business of the Company and its restricted subsidiaries, investments in joint ventures and unrestricted subsidiaries among others . Senior Notes due 2029 On March 10, 2021, the Company issued $ 500,000 of Senior Notes due 2029, which are included in long-term debt and bear interest at a rate of 4.0 % per annum. Interest is payable semiannually in arrears on March 1 and September 1 of each year beginning September 1, 2021. The Senior Notes due 2029 will mature on March 1, 2029 . The Company used a portion of the net proceeds from the issuance of the Senior Notes due 2029 during the quarter ended March 29, 2021 to: (i) fund the early retirement of $ 375,000 Senior Notes due 2025, (ii) fund the repayment of $ 40,000 outstanding under the U.S. Asset-Based Lending Credit Agreement (U.S. ABL) Revolving credit facility (but not terminate the commitments thereunder), and (iii) pay related premiums, fees and expenses. The Company has and intends to use the remaining net proceeds for general corporate purposes. Asset-Based Lending Agreements As of September 27, 2021, letters of credit in the amount of $ 12,346 were outstanding under the U.S. ABL and $ 2,606 were outstanding under the Asia Asset-Based Lending Credit Agreement (Asia ABL) with various expiration dates through September 2021 . Available borrowing capacity under the U.S. ABL and the Asia ABL was $ 137,654 and $ 117,394 , respectively, which considers letters of credit outstanding as of September 27, 2021. Debt Covenants Borrowings under the Term Loan and Senior Notes due 2029 are subject to certain affirmative and negative covenants, including limitations on indebtedness, corporate transactions, investments, dispositions, and share payments. Under the occurrence of certain events, the U.S. ABL and Asia ABL (collectively, the ABL Revolving Loans), are subject to various financial covenants, including leverage and fixed charge coverage ratios. Debt Issuance and Debt Discount As of September 27 , 2021 and December 28, 2020, remaining unamortized debt discount and debt issuance costs for the Senior Notes due 2029, Term Loan Facility and Senior Notes due 2025 are as follows: As of September 27, 2021 As of December 28, 2020 Debt Issuance Costs Debt Discount Effective Interest Rate Debt Issuance Costs Debt Discount Effective Interest Rate (In thousands, except interest rates) Senior Notes due March 2029 $ 6,114 $ — 4.19 % $ — $ — — % Term Loan due September 2024 2,183 660 4.66 2,695 814 4.66 Senior Notes due October 2025 — — — 4,517 — 5.92 $ 8,297 $ 660 $ 7,212 $ 814 The above debt discount and debt issuance costs are recorded as a reduction of the debt and are amortized into interest expense using an effective interest rate over the duration of the debt. Remaining unamortized debt issuance costs for the ABL Revolving Loans of $ 1,496 and $ 1,919 as of September 27 , 2021 and December 28, 2020, respectively, are included in other non-current assets and are amortized to interest expense over the duration of the ABL Revolving Loans using the straight-line method of amortization. As of September 27 , 2021 , the remaining weighted average amortization period for all unamortized debt discount and debt issuance costs was 5.5 years. Loss on Extinguishment of Debt During the three quarters ended September 27, 2021, the Company recognized losses of $ 15,217 associated with the premium paid on extinguishment of debt and the write-off of the remaining unamortized debt issuance costs as a result of the repayment of the remaining outstanding balance of the Senior Notes due 2025. 17 (9) Income Taxes The Company’s effective tax rate is impacted by tax rates in China and Hong Kong, the U.S. federal income tax rate, apportioned state income tax rates, generation of credits and deductions available to the Company as well as changes in valuation allowances and certain non-deductible items. Additionally, no tax benefit was recorded on the losses incurred in certain foreign jurisdictions as a result of corresponding increases in the valuation allowances in these jurisdictions. During the quarter and three quarters ended September 27, 2021, the Company’s effective tax rate was impacted by a net discrete expense of $ 1,157 and a net tax benefit of $ 1,069 , respectively. This is related mainly due to an increase in uncertain tax positions in the United States netted against (i) the release of uncertain tax positions due to the expiration of the statute of limitation in foreign jurisdictions, (ii) stock based compensation releases, (iii) the approval of the Company’s renewal application for High and New Tax Enterprise status for two of the Company’s manufacturing subsidiaries in China (including the impact on the respective Company’s deferred tax amounts), and (iv) the reduction in the deferred tax liability for the foreign withholding tax accrual with respect to the Company’s indefinite reinvestment policy outside of the United States. The Company has various foreign subsidiaries formed or acquired to conduct or support its business outside the United States. The Company expects its earnings attributable to most foreign subsidiaries may be repatriated back to the U.S. and so a deferred tax liability has been recorded for foreign withholding and the estimated federal/state tax impact. For those other companies with earnings currently being reinvested outside of the U.S., no deferred tax liabilities on undistributed earnings are recorded. (10) Financial Instruments Derivatives Interest Rate Swaps The Company’s business is exposed to risk resulting from fluctuations in interest rates on certain LIBOR-based variable rate debt. Increases in interest rates would increase interest expenses relating to the outstanding variable rate borrowings and increase the cost of debt. Fluctuations in interest rates can also lead to significant fluctuations in the fair value of the debt obligations. On May 15, 2018, the Company entered into a four-year pay-fixed, receive floating (1-month LIBOR), interest rate swap arrangement with a notional amount of $ 400,000 for the period beginning June 1, 2018 and ending on June 1, 2022 . Under the terms of the interest rate swap, the Company pays a fixed rate of 2.84 % against a portion of its LIBOR-based debt and receives floating 1-month LIBOR during the swap period. At inception, the Company designated the interest rate swap as a cash flow hedge and the fair value of the interest rate swap was zero . As of September 27, 2021, the fair value of the interest rate swap was recorded as a liability in the amount of $ 7,372 and included as a component of other current liabilities. The change in the fair value of the interest rate swap is recorded as a component of accumulated other comprehensive loss, net of tax. No ineffectiveness was recognized for the quarter and three quarters ended September 27, 2021 and September 28, 2020. The interest rate swap increased interest expense by $ 2,775 and $ 2,707 for the quarters ended September 27, 2021 and September 28, 2020, respectively, and $ 8,278 and $ 6,224 for the three quarters ended September 27, 2021 and September 28, 2020, respectively. Foreign Exchange Contracts The Company enters into foreign currency forward contracts to mitigate the impact of changes in foreign currency exchange rates and to reduce the volatility of purchases and other obligations generated in currencies other than its functional currencies. The Company’s foreign subsidiaries may at times purchase forward exchange contracts to manage their foreign currency risks in relation to certain purchases of machinery denominated in foreign currencies other than the Company’s functional currencies. The notional amount of the foreign exchange contracts as of September 27, 2021 and December 28, 2020 was approximately $ 1,245 (Japanese Yen (JPY) 132.3 million) and $ 1,181 (JPY 125.0 million), respectively. The Company has designated certain of these foreign exchange contracts as cash flow hedges. Commodity Price Risk Management The Company uses various raw materials in the manufacturing of PCBs. In particular, the Company has been experiencing increasing prices and lead times of copper clad laminates (CCLs), a key raw material for the manufacture of PCBs. CCLs are made from epoxy resin, glass cloth and copper foil, all of which are seeing limited supply and resulting increased prices. The Company only buys a small amount of copper directly. However, copper is a major driver of laminate cost. As such, the Company enters into commodity contracts to hedge copper as a proxy for hedging laminate. As of September 27, 2021, the Company has commodity contracts with a notional quantity of 0.5 metric tonnes each for the periods (i) beginning September 28, 2021 and ending on December 30, 2021 , (ii) beginning January 4, 2022 and ending on March 31, 2022 , and (iii) beginning April 5, 2022 and ending on June 29, 2022 , and 0.6 metric tonnes for the period beginning June 30, 2022 and ending on October 3, 2022 . As of September 27, 2021, the fair value of the commodity contracts was recorded as a liability in the amount of $ 65 and included as a component of other current liabilities. The changes in the fair value of these commodity contracts are recorded in cost of goods sold in the consolidated 18 condensed statements of operations. The commodity contracts increased cost of goods sold by $ 164 and $ 65 for the quarter and three quarters ended September 27 , 2021 , respectively . These commodity contracts are not designated as accounting hedges. The fair values of derivative instruments in the consolidated condensed balance sheets are as follows: Asset/(Liability) Fair Value Balance Sheet Location September 27, 2021 December 28, 2020 (In thousands) Cash flow derivative instruments designated as hedges: Interest rate swap Other current liabilities $ ( 7,372 ) $ — Interest rate swap Other long-term liabilities — ( 14,968 ) Foreign exchange contracts Other current liabilities ( 48 ) — Cash flow derivative instruments not designated as hedges: Foreign exchange contracts Prepaid expenses and other current assets — 28 Commodity contracts Other current liabilities ( 65 ) — The following table provides information about the amounts recorded in accumulated other comprehensive loss related to derivatives designated as cash flow hedges, as well as the amounts recorded in each caption in the consolidated condensed statements of operations when derivative amounts are reclassified out of accumulated other comprehensive loss for the quarter and three quarters ended September 27, 2021 and September 28, 2020: Quarter Ended September 27, 2021 Quarter Ended September 28, 2020 Financial Statement Caption Loss Recognized in Other Comprehensive Loss Loss Reclassified into Income Loss Recognized in Other Comprehensive Loss Loss Reclassified into Income (In thousands) Cash flow hedge: Interest rate swap Interest expense $ ( 147 ) $ ( 2,775 ) $ ( 586 ) $ ( 2,707 ) Three Quarters Ended September 27, 2021 Three Quarters Ended September 28, 2020 Financial Statement Caption Loss Recognized in Other Comprehensive Loss Loss Reclassified into Income Loss Recognized in Other Comprehensive Loss Loss Reclassified into Income (In thousands) Cash flow hedge: Interest rate swap Interest expense $ ( 682 ) $ ( 8,278 ) $ ( 11,618 ) $ ( 6,224 ) The following table provides a summary of the activity associated with the designated cash flow hedges reflected in accumulated other comprehensive loss for the three quarters ended September 27, 2021 and September 28, 2020: Three Quarters Ended September 27, September 28, 2021 2020 (In thousands) Beginning balance, net of tax $ ( 11,231 ) $ ( 9,617 ) Changes in fair value loss, net of tax ( 87 ) ( 8,667 ) Reclassification to earnings 5,875 4,727 Derecognition of unrealized losses on cash flow hedge due to sale of Mobility business unit — 384 Ending balance, net of tax $ ( 5,443 ) $ ( 13,173 ) Based on the current yield curve, the Company expects that losses of approximately $ 6,022 of the accumulated other comprehensive loss will be reclassified into the statement of operations, net of tax, in the next twelve months. 19 (11) Accumulated Other Comprehensive Loss The following provides a summary of the components of accumulated other comprehensive loss, net of tax, as of September 27, 2021 and December 28, 2020: Foreign Currency Translation Pension Obligation (Losses) Gains on Cash Flow Hedges Total (In thousands) Ending balance as of December 28, 2020 $ ( 24,827 ) $ ( 2,855 ) $ ( 11,231 ) $ ( 38,913 ) Other comprehensive income (loss) before reclassifications 363 59 ( 87 ) 335 Amounts reclassified from accumulated other comprehensive loss — — 5,875 5,875 Other comprehensive income 363 59 5,788 6,210 Ending balance as of September 27, 2021 $ ( 24,464 ) $ ( 2,796 ) $ ( 5,443 ) $ ( 32,703 ) (12) Significant Customers and Concentration of Credit Risk In the normal course of business, the Company extends credit to its customers. Some customers to whom the Company extends credit are located outside the United States. The Company performs ongoing credit evaluations of customers, does not require collateral, and considers the credit risk profile of the entity from which the receivable is due in further evaluating collection risk. The Company’s customers include both OEMs and EMS companies. The Company’s OEM customers often direct a significant portion of their purchases through EMS companies. While the Company’s customers include both OEM and EMS providers, the Company measures customer concentration based on OEM companies, as they are the ultimate end customers. There were no customers that accounted for 10% or more of net sales for the quarter ended September 27, 2021. For the three quarters ended September 27, 2021, one customer accounted for approximately 10 % of the Company’s net sales. For the quarter and three quarters ended September 28, 2020, one customer accounted for approximately 13 % and 10 % of the Company’s net sales, respectively. (13) Fair Value Measures The Company measures at fair value its financial and non-financial assets by using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, essentially an exit price, based on the highest and best use of the asset or liability. The carrying amount and estimated fair value of the Company’s financial instruments as of September 27, 2021 and December 28, 2020 were as follows: As of As of September 27, 2021 December 28, 2020 Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) Derivative assets, current $ — $ — $ 28 $ 28 Derivative liabilities, current 7,485 7,485 — — Derivative liabilities, non-current — — 14,968 14,968 Senior Notes due March 2029 493,886 504,565 — — Term Loan due September 2024 403,036 407,150 402,370 407,909 Senior Notes due October 2025 — — 370,483 383,974 ABL Revolving Loans 30,000 30,000 70,000 70,000 The fair value of the derivative instruments was determined using pricing models developed based on the LIBOR swap rate, foreign currency exchange rates, and other observable market data, including quoted market prices, as appropriate using Level 2 inputs. The values were adjusted to reflect non-performance risk of both the counterparty and the Company, as necessary. The fair value of the long-term debt was estimated based on quoted market prices or discounting the debt over its life using current market rates for similar debt as of September 27, 2021 and December 28, 2020, which are considered Level 2 inputs. 20 As of September 27 , 2021 and December 28 , 20 20 , the Company’s other financial instruments included cash and cash equivalents, accounts receivable, and accounts payable. Due to short-term maturities, the carrying amount of these instruments approximates fair value. The Company’s cash and cash equivalents as of September 27 , 2021 consisted of $ 355,243 held in the U.S., with the remaining $ 174,573 held by foreign subsidiaries. The majority of the Company’s non-financial assets and liabilities, which include goodwill, intangible assets, inventories, and property, plant and equipment, are not required to be carried at fair value on a recurring basis. However, if certain triggering events occur (or are tested at least annually in the case of goodwill) such that a non-financial instrument is required to be evaluated for impairment, based upon a comparison of the non-financial instrument’s fair value to its carrying value, an impairment is recorded to reduce the carrying value to the fair value, if the carrying value exceeds the fair value. (14) Commitments and Contingencies Legal Matters The Company is subject to various legal matters, which it considers normal for its business activities. While the Company currently believes that the amount of any reasonably possible loss for known matters would not be material to the Company’s financial condition, the outcome of these actions is inherently difficult to predict. In the event of an adverse outcome, the ultimate potential loss could have a material adverse effect on the Company’s financial condition or results of operations in a particular period. The Company has accrued amounts for its loss contingencies which are probable and estimable as of September 27, 2021 and December 28, 2020. However, these amounts are not material to the consolidated condensed financial statements of the Company. (15) Earnings Per Share The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share from continuing operations for the quarter and three quarters ended September 27, 2021 and September 28, 2020: Quarter Ended Three Quarters Ended September 27, 2021 September 28, 2020 September 27, 2021 September 28, 2020 (In thousands, except per share amounts) Net income (loss) from continuing operations $ 20,958 $ ( 61,472 ) $ 46,027 $ ( 55,346 ) Basic weighted average shares 107,098 106,729 106,917 106,130 Dilutive effect of performance-based restricted stock units, restricted stock units and stock options 1,247 — 1,655 — Dilutive effect of outstanding warrants — — 267 — Diluted shares 108,345 106,729 108,839 106,130 Earnings (loss) per share: Basic $ 0.20 $ ( 0.58 ) $ 0.43 $ ( 0.52 ) Diluted $ 0.19 $ ( 0.58 ) $ 0.42 $ ( 0.52 ) Performance-based restricted stock units (PRUs), restricted stock units (RSUs), and stock options to purchase 997 and 866 shares of common stock for the quarter and three quarters ended September 27, 2021, respectively, were not included in the computation of diluted earnings per share. The PRUs were not included in the computation of diluted earnings per share because the performance conditions had not been met at September 27, 2021, and for RSUs and stock options, the options’ exercise prices or the total expected proceeds under the treasury stock method was greater than the average market price of common stock during the applicable quarter and three quarters and, as a result, the impact would be anti-dilutive. For the quarter and three quarters ended September 28, 2020, potential shares of common stock, consisting of stock options to purchase approximately 80 shares of common stock at exercise prices ranging from $ 11.83 to $ 16.60 per share, 3,187 RSUs, and 216 PRUs were not included in the computation of diluted earnings per share because the Company incurred a net loss and as a result, the impact would be anti-dilutive. Outstanding warrants for the quarter ended September 27, 2021, and the quarter and three quarters ended September 28, 2020 to purchase common stock were not included in the computation of dilutive earnings per share because the strike price of the warrants to purchase the Company’s common stock was greater than the average market price of common stock during the applicable quarter, and therefore, the effect would be anti-dilutive. 21 (16) Stock-Based Compensation Stock-based compensation expense is recognized in the accompanying consolidated condensed statements of operations as follows: Quarter Ended Three Quarters Ended September 27, September 28, September 27, September 28, 2021 2020 2021 2020 (In thousands) Cost of goods sold $ 1,284 $ 1,173 $ 3,310 $ 2,643 Selling and marketing 731 557 1,819 1,299 General and administrative 2,542 2,705 6,912 7,872 Research and development 387 44 462 147 Stock-based compensation expense recognized $ 4,944 $ 4,479 $ 12,503 $ 11,961 Summary of Unrecognized Compensation Costs The following is a summary of total unrecognized compensation costs as of September 27, 2021: Unrecognized Stock-Based Compensation Cost Remaining Weighted Average Recognition Period (In thousands) (In years) RSU awards $ 29,156 1.5 PRU awards 2,348 1.1 Stock options 69 0.9 $ 31,573 (17) Segment Information The reportable segments shown below are the Company’s segments for which separate financial information is available and upon which operating results are evaluated by the chief operating decision maker to assess performance and to allocate resources. On April 29, 2020, the Company announced the restructuring of its E-M Solutions business unit. In prior periods, the Company’s E-M Solutions business unit consisted of three Chinese manufacturing facilities with two being in Shanghai (SH BPA and SH E-MS) and one in Shenzhen (SZ). The Company closed the SH E-MS and SZ facilities at the end of 2020 and integrated the SH BPA facility into its PCB operations. As of March 29, 2021, E-M Solutions no longer met the criteria for segment reporting. As a result of the restructuring of the E-M Solutions business unit, certain prior year amounts have been reclassified to conform to this new presentation. The Company, including the chief operating decision maker, evaluates segment performance based on reportable segment income, which is operating income before amortization of intangibles. Interest expense and interest income are not presented by segment since they are not included in the measure of segment profitability reviewed by the chief operating decision maker. All inter-segment transactions have been eliminated. Quarter Ended Three Quarters Ended September 27, 2021 September 28, 2020 September 27, 2021 September 28, 2020 (In thousands) Net Sales: PCB $ 541,118 $ 481,311 $ 1,605,084 $ 1,492,156 RF&S Components 15,666 11,742 42,259 33,274 Other (1) — 20,523 3,256 56,090 Total net sales $ 556,784 $ 513,576 $ 1,650,599 $ 1,581,520 Operating Segment Income (Loss): PCB $ 61,424 $ 65,179 $ 191,711 $ 203,131 RF&S Components 6,537 ( 66,098 ) 15,129 ( 59,880 ) Corporate and Other (1) ( 26,068 ) ( 27,823 ) ( 82,929 ) ( 110,925 ) Total operating segment income (loss) 41,893 ( 28,742 ) 123,911 32,326 Amortization of definite-lived intangibles (2) ( 9,658 ) ( 11,510 ) ( 30,988 ) ( 33,400 ) Total operating income (loss) 32,235 ( 40,252 ) 92,923 ( 1,074 ) Total other expense ( 8,622 ) ( 22,520 ) ( 43,494 ) ( 57,916 ) Income (loss) before income taxes $ 23,613 $ ( 62,772 ) $ 49,429 $ ( 58,990 ) 22 As of September 27, 2021 December 28, 2020 (In thousands) Segment Assets: PCB $ 1,596,648 $ 1,529,102 RF&S Components 219,294 227,990 Corporate and Other (1) 1,231,689 1,138,852 Total assets $ 3,047,631 $ 2,895,944 (1) Other represents results from the now closed SH E-MS and SZ facilities. (2) Amortization of definite-lived intangibles primarily relates to the PCB and RF&S Components reportable segments. For both the quarter and three quarters ended September 27, 2021 and September 28, 2020, $ 1,384 and $ 4,151 , respectively, of amortization expense is included in cost of goods sold. The Corporate category primarily includes operating expenses that are not included in the segment operating performance measures. Corporate consists primarily of corporate governance functions such as finance, accounting, information technology and human resources personnel, as well as global sales and marketing personnel, research and development costs, and acquisition and integration costs associated with acquisitions and divestitures. The Company markets and sells its products in approximately 50 countries. Other than in the United States and China, the Company does not conduct business in any country in which its net sales in that country exceed 10 % of the Company’s total net sales. Net sales are as follows: Quarter Ended Three Quarters Ended September 27, 2021 September 28, 2020 September 27, 2021 September 28, 2020 (In thousands) Net Sales: United States $ 245,940 $ 271,050 $ 775,351 $ 802,681 China 77,022 80,696 238,891 252,736 Other 233,822 161,830 636,357 526,103 Total net sales $ 556,784 $ 513,576 $ 1,650,599 $ 1,581,520 Net sales are attributed to countries by country invoiced. (18) Restructuring Charges On April 29, 2020, the Company announced the restructuring of its E-M Solutions business unit. The E-M Solutions business unit consisted of three Chinese manufacturing facilities with two being in Shanghai (SH BPA and SH E-MS) and one in Shenzhen (SZ). The Company ceased operations at the SH E-MS and SZ facilities while integrating the SH BPA facility into its PCB operations. The restructuring is another step in advancing the Company’s stated strategy of increasing its focus on differentiated higher margin products that more fully leverage the Company’s early engagement capabilities and industry leading engineering-based technology solutions. The Company closed the SH E-MS and SZ facilities at the end of 2020. As of September 27, 2021, the Company had incurred approximately $ 19,868 of restructuring charges and $ 6,702 of accelerated depreciation expense since the April 29, 2020 announcement. In connection with the restructuring of its E-M Solutions business unit and other global realignment restructuring efforts, the Company recognized employee separation, contract termination and other costs during the quarter and three quarters ended September 27, 2021 and September 28, 2020. Contract termination and other costs primarily represented plant closure costs. The table below summarizes such restructuring costs by reportable segment, which are included as a component of general and administrative expenses in the consolidated condensed statements of operations, for the quarter and three quarters ended September 27, 2021 and September 28, 2020: Quarter Ended September 27, 2021 Three Quarters Ended September 27, 2021 Employee Separation/ Severance Contract Termination and Other Costs Total Employee Separation/ Severance Contract Termination and Other Costs Total (In thousands) Reportable Segment: PCB $ — $ — $ — $ 470 $ 123 $ 593 Corporate and Other (1) — 243 243 415 3,026 3,441 $ — $ 243 $ 243 $ 885 $ 3,149 $ 4,034 23 Quarter Ended September 28, 2020 Three Quarters Ended September 28, 2020 Employee Separation/ Severance Contract Termination and Other Costs Total Employee Separation/ Severance Contract Termination and Other Costs Total (In thousands) Reportable Segment: PCB $ — $ — $ — $ ( 8 ) $ 14 $ 6 Corporate and Other (1) 979 109 1,088 14,373 451 14,824 $ 979 $ 109 $ 1,088 $ 14,365 $ 465 $ 14,830 (1) Other represents results from the now closed SH E-MS and SZ facilities. Accrued restructuring costs are included as a component of other current liabilities in the consolidated condensed balance sheet. The table below shows the utilization of the accrued restructuring costs during the three quarters ended September 27, 2021: Employee Separation/ Severance Contract Termination and Other Costs Total (In thousands) Accrued as of December 28, 2020 $ 7,063 $ 319 $ 7,382 Charged to expense 885 3,149 4,034 Amount paid ( 7,940 ) ( 3,430 ) ( 11,370 ) Accrued as of September 27, 2021 $ 8 $ 38 $ 46 (19) Share Repurchase Program On February 3, 2021, the Company announced that its Board of Directors authorized and approved a share repurchase program. Under the program, the Company may repurchase up to $ 100,000 in value of the Company’s outstanding shares of common stock from time to time through February 3, 2023 . The Company may repurchase shares through open market purchases, privately-negotiated transactions, or otherwise in accordance with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the Exchange Act) which sets certain restrictions on the method, timing, price and volume of open market stock repurchases. In addition, the Company adopted a trading plan, which may be amended from time to time, in accordance with Rule 10b5-1 of the Exchange Act to facilitate certain purchases that may be effected under the share repurchase program. The timing, manner, price and amount of any repurchases will be determined at the Company’s discretion, and the share repurchase program may be suspended, terminated or modified at any time for any reason. The repurchase program does not obligate the Company to acquire any specific number of shares. During the quarter ended September 27, 2021, the Company repurchased 2,114 shares of common stock for a total cost of $ 28,971 and during the three quarters ended September 27, 2021, the Company has repurchased a total of 2,525 shares of common stock for a total cost of $ 35,116 . As of September 27, 2021, the remaining amount available to be repurchased under the Company’s share repurchase program was $ 64,884 . 24