What changed in this filing

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Item 1. Financial Statements

2021-11-05 compared with 2021-05-07 · 153 added, 242 removed, 453 unchanged (47% of the section changed)

3 unchanged sentences

(In thousands, except share data)

March 31, 2021 June 30, 2020

September 30, 2021 June 30, 2021

Current assets:

1 unchanged sentence

Investments — short-term 1,074 1,320

Accounts receivable, net of allowance for doubtful accounts of $ 52 and $ 203 at March 31, 2021 and June 30, 2020, respectively

Accounts receivable, net of allowance for doubtful accounts of $ 54 and $ 47 at September 30, 2021 and June 30, 2021, respectively

173,927 172,289

10 unchanged sentences

Total assets $ 998,656 $ 890,985

Liabilities and Stockholders’ Deficit

Liabilities and Stockholders’ Equity

Current liabilities:

10 unchanged sentences

Commitments and contingencies (Note 10)

Stockholders’ deficit:

Stockholders’ equity:

Preferred stock—$ 0.001 par value;

2 unchanged sentences

500,000,000 shares authorized:

62,814,126 and 63,687,891 outstanding as of March 31, 2021 and June 30, 2020, respectively

62,461,356 and 62,582,858 outstanding as of September 30, 2021 and June 30, 2021, respectively

Additional paid–in capital — —

Accumulated other comprehensive income — 1

Retained earnings (deficit) ( 60,971 ) ( 295,978 )

Total stockholders’ deficit ( 60,209 ) ( 295,458 )

Total liabilities and stockholders’ deficit $ 893,008 $ 737,451

Retained earnings equity 57,910 2,635

Total stockholders’ equity 57,972 2,699

Total liabilities and stockholders’ equity $ 998,656 $ 890,985

See notes to consolidated financial statements.

2 unchanged sentences

(In thousands, except per share amounts)

Three Months Ended March 31, Nine Months Ended March 31,

2021 2020 2021 2020

Three Months Ended September 30,

Revenues $ 458,914 $ 473,533

22 unchanged sentences

UBIQUITI INC.

Consolidated Statements of Stockholders’ Deficit

Consolidated Statements of Stockholders’ Equity (Deficit)

(In thousands, except per share amounts)

Three and Nine Months Ended March 31, 2021

Common Stock Additional Paid-In Capital Retained Earnings (Deficit) Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Deficit

Three Months Ended September 30, 2021

Common Stock Additional Paid-In Capital Retained Earnings (Deficit) Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity

Shares Amount Amount Amount Amount Amount

9 unchanged sentences

Balances at September 30, 2021 62,461,356 $ 62 $ — $ 57,910 $ — $ 57,972

Net Income — — — 159,668 — 159,668

Other comprehensive income (loss) — — — — ( 4 ) ( 4 )

Stock options exercised 2,384 — 22 — — 22

Restricted stock units issued, net of tax withholdings 8,141 — ( 201 ) — — ( 201 )

Repurchases of Common Stock ( 309,133 ) — ( 516 ) ( 54,542 ) — ( 55,058 )

Stock-based compensation expense — — 750 — — 750

Dividends Paid on Common Stock ($ 0.40 per share)

— — — ( 25,115 ) — ( 25,115 )

Balances at December 31, 2020 62,798,242 $ 63 $ 55 $ ( 181,922 ) $ 4 $ ( 181,800 )

Net Income — — — 146,075 — 146,075

Other comprehensive income (loss) — — — — ( 1 ) ( 1 )

Stock options exercised 4,372 — 48 — — 48

Restricted stock units issued, net of tax withholdings 11,512 — ( 182 ) — — ( 182 )

Stock-based compensation expense — — 775 — — 775

Dividends Paid on Common Stock ($ 0.40 per share)

— — — ( 25,124 ) — ( 25,124 )

Balances at March 31, 2021 62,814,126 $ 63 $ 696 $ ( 60,971 ) $ 3 $ ( 60,209 )

Three and Nine Months Ended March 31, 2020

Common Stock Additional Paid-In Capital Retained Earnings (Deficit) Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Deficit

Three Months Ended September 30, 2020

Common Stock Additional Paid-In Capital Retained Earnings (Deficit) Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity

Shares Amount Amount Amount Amount Amount

9 unchanged sentences

Balances at September 30, 2020 63,096,850 $ 63 $ — $ ( 261,933 ) $ 8 $ ( 261,862 )

Net Income — — — 85,811 — 85,811

Other comprehensive income (loss) — — — — ( 172 ) ( 172 )

Stock options exercised 17,192 — 124 — — 124

Restricted stock units issued, net of tax withholdings 7,935 — ( 139 ) — — ( 139 )

Repurchases of Common Stock ( 995,495 ) ( 1 ) ( 250 ) ( 119,321 ) — ( 119,572 )

Stock-based compensation expense — — 730 — — 730

Dividends Paid on Common Stock ($ 0.30 per share)

— $ — $ — $ ( 19,460 ) $ — $ ( 19,460 )

Balances at December 31, 2019 64,877,087 $ 65 $ 465 $ ( 292,703 ) $ 68 $ ( 292,105 )

Net Income — — — 103,722 — 103,722

Other comprehensive income (loss) — — — — ( 90 ) ( 90 )

Stock options exercised 2,478 — 25 — — 25

Restricted stock units issued, net of tax withholdings 16,374 — ( 416 ) — — ( 416 )

Repurchases of Common Stock ( 1,112,606 ) ( 1 ) ( 799 ) ( 147,600 ) — ( 148,400 )

Stock-based compensation expense — — 725 — — 725

Dividends Paid on Common Stock ($ 0.30 per share)

— — — ( 19,447 ) — ( 19,447 )

Balances at March 31, 2020 63,783,333 $ 64 $ — $ ( 356,028 ) $ ( 22 ) $ ( 355,986 )

See notes to consolidated financial statements.

2 unchanged sentences

(In thousands) (Unaudited)

Nine Months Ended March 31,

Three Months Ended September 30,

Cash Flows from Operating Activities:

2 unchanged sentences

Depreciation and amortization 3,244 2,634

Impairment of equity investment — 5,000

Amortization of debt issuance costs 332 464

1 unchanged sentence

Premium amortization and (discount accretion), net 12 2

Write off unamortized debt issuance costs 267 105

Provision for inventory obsolescence 64 180

1 unchanged sentence

Stock-based compensation 810 740

Provisions for doubtful accounts 7 8

Deferred taxes 23 420

13 unchanged sentences

Purchase of property and equipment and other long-term assets ( 2,971 ) ( 2,836 )

Advance of loan to third party — ( 2,497 )

Purchase of investments ( 569 ) —

Proceeds from sale of investments — 103,848

Proceeds from maturities of investments 550 422

1 unchanged sentence

Cash Flows from Financing Activities:

Proceeds from borrowing under the credit facility - Term 37,500 37,500

Proceeds from borrowing under the credit facility- Revolver 75,000 340,000

Repayment against credit facility- Revolver — ( 10,000 )

Repayment against credit facility- Term ( 6,250 ) ( 6,250 )

Debt issuance costs ( 3,257 ) ( 3,138 )

Repurchases of common stock ( 36,752 ) ( 83,926 )

13 unchanged sentences

Unpaid property and equipment and other long-term assets $ 580 $ 133

Net unsettled investment purchases $ 1,234 $ 117

See notes to consolidated financial statements.

14 unchanged sentences

These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the fiscal year ended June 30, 2021, included in its Annual Report on Form 10-K, as filed with the SEC on August 27, 2021 (the “Annual Report”).

The results of operations for the three and nine months ended March 31, 2021 are not necessarily indicative of the results to be expected for any future periods.

The results of operations for the three months ended September 30, 2021 are not necessarily indicative of the results to be expected for any future periods.

NOTE 2— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

11 unchanged sentences

and valuation of warranty accruals.

The Company evaluates its estimates and assumptions based on historical experience and other assumptions that are believed to be reasonable under the circumstances.

We evaluate our estimates and assumptions based on historical experience and other assumptions that are believed to be reasonable under the circumstances.

Actual results could differ materially from those estimates.

Recently Adopted Accounting Pronouncements

Credit Losses on Financial Instruments

In June 2016, the FASB issued ASU No.

2016-13, Financial Instruments-Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”).

ASU 2016-13 replaces the existing incurred loss impairment model with a forward-looking expected credit loss model which will result in earlier recognition of credit losses for certain financial instruments and financial assets.

For trade receivables, we are required to estimate lifetime expected credit losses.

For available-for-sale debt securities, the Company will recognize an allowance for credit losses rather than a reduction to the carrying value of the asset.

ASU 2016-13 is effective for the Company’s fiscal year beginning July 1, 2020 on a modified retrospective basis.

As of July 1, 2020, the Company adopted the new standard, including identifying, evaluating and quantifying the impact on its consolidated financial statements.

The Company concluded that the expected credit loss impact to the opening balance of fiscal 2021 retained earnings was deemed immaterial, and as a result the adoption did not have a material impact the Company's consolidated financial position, results of operations, or cash flow.

Recent Accounting Pronouncements Not Yet Effective

In December 2019, the FASB issued ASU No.

2019-12, Income Taxes (Topic 740), which amends the existing guidance relating to the accounting for income taxes.

ASU 2019-12 is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles of accounting for income taxes and to improve the consistent application of GAAP for other areas of accounting for income taxes by clarifying and amending existing guidance.

ASU 2019-12 is effective for the Company’s fiscal year beginning July 1, 2021.

The Company is currently evaluating the impact of this new standard on its consolidated financial statements

and related disclosures.

Recent Accounting Pronouncements

In December 2019, the FASB issued Accounting Standards Update (ASU) No.

2019-12 Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes.

The ASU removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods.

The ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group.

The ASU is effective for calendar year-end public business entities on January 1, 2021 and other entities on January 1, 2022.

Entities may early adopt the ASU in any interim period for which financial statements have not yet been issued (or made available for issuance).

The Company has adopted the new guidance effective July 1, 2021 with no impacts upon adoption.

NOTE 3— REVENUES

6 unchanged sentences

Disaggregation of Revenue

See Note 15 of Notes to Consolidated Financial Statements “Segment Information” for disaggregation of revenue by product category and geography.

See Note 15 of Notes to Consolidated Financial Statements “Segment Information” for disaggregation of revenue by product category

and geography.

Contract Balances

1 unchanged sentence

Accounts receivable are recognized in the period the Company’s right to the consideration is unconditional.

The Company’s contract liabilities consist of advance payments (Customer deposits) as well as billing in excess of revenue recognized primarily related to deferred revenue.

The Company classifies customer deposits as a current liability, and deferred revenue as a current or non-current liability based on the timing of when we expect to fulfill these remaining performance obligations.

The current portion of deferred revenue is included in other current liabilities and the non-current portion is included in other long-term liabilities in the Company’s consolidated balance sheets.

As of March 31, 2021 and June 30, 2020, the Company’s customer deposits were $ 4.3 million and $ 2.1 million, respectively.

As of March 31, 2021, the Company’s deferred revenue, included in other current liabilities and other long-term liabilities, was $ 22.2 million and $ 9.3 million, respectively.

Our contract liabilities consist of advance payments (Customer deposits) as well as billing in excess of revenue recognized primarily related to deferred revenue.

We classify customer deposits as a current liability, and deferred revenue as a current or non-current liability based on the timing of when we expect to fulfill these remaining performance obligations.

The current portion of deferred revenue is included in other current liabilities and the non-current portion is included in other long-term liabilities in our consolidated balance sheets.

As of September 30, 2021 and June 30, 2021, the Company’s customer deposits were $ 1.4 million and $ 2.7 million, respectively.

As of September 30, 2021, the Company’s deferred revenue, included in other current liabilities and other long-term liabilities, was $ 23.1 million and $ 7.6 million, respectively.

As of June 30, 2021, the Company’s deferred revenue, included in other current liabilities and other long-term liabilities, was $ 21.6 million and $ 8.6 million, respectively.

12 unchanged sentences

The valuation techniques used to measure the fair value of the Company’s marketable securities incorporate bond terms and conditions, current performance data, proprietary pricing models, real time quotes from contributing dealers, trade prices and other market data.

The Company held no Level 3 financial instruments as of March 31, 2021 and June 30, 2020.

The following tables summarize the Company’s financial instruments’ adjusted cost, gross unrealized gains and losses, and fair value by significant investment category as of March 31, 2021 and June 30, 2020 (in thousands):

March 31, 2021

The Company held no Level 3 financial instruments as of September 30, 2021 and June 30, 2021.

September 30, 2021

Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash and Cash Equivalents (1) Short-Term Investments Long-Term Investments

15 unchanged sentences

The carrying amount approximates fair value, primarily due to the short maturity of cash equivalent instruments.

For the three and nine months ended March 31, 2021 the Company did no t recognize any net gains or losses from accumulated other comprehensive income related to unrealized gains or losses.

For the three months ended March 31, 2020, the Company's reclassified realized net loss to earnings from accumulated other comprehensive income related to unrealized gains or losses, was immaterial.

For the nine months ended March 31, 2020, the Company reclassified realized net gain of $ 0.4 million to earnings from accumulated other comprehensive income related to unrealized gains or losses.

During the three and nine months ended March 31, 2021, interest income on the Company’s investment securities was immaterial.

During the three and nine months ended March 31, 2020, the Company had $ 0.2 million and $ 1.0 million interest income on the Company's investment securities.

The following table represents the Company's marketable securities that had been in continuous unrealized loss position for less than 12 months and for 12 months or greater as of March 31, 2021 (in thousands):

For the three months ended September 30, 2021 the Company did no t recognize any material net gains or losses from accumulated other comprehensive income related to unrealized gains or losses.

During the three months ended September 30, 2021, interest income on the Company’s investment securities was immaterial.

During the three months ended September 30, 2020, interest income on our investment securities was immaterial.

Continuous Unrealized Loss

3 unchanged sentences

The Company had no continuous unrealized loss position from marketable securities as of June 30, 2021.

The following table represents the adjusted costs and fair value of cash equivalents and investments by contractual maturity as of March 31, 2021 (in thousands):

The following table represents the adjusted costs and fair value of cash equivalents and investments by contractual maturity as of September 30, 2021 (in thousands):

Available-For-Sale

4 unchanged sentences

For certain of the Company’s financial instruments, other than those presented in the disclosures above, including cash, accounts receivable, accounts payable and other current liabilities, the carrying amounts approximate fair value due to their short maturities.

As of March 31, 2021 and June 30, 2020, the Company had outstanding loans associated with its credit facilities, which are carried at historical cost.

As of September 30, 2021 and June 30, 2021, the Company had outstanding loans associated with its credit facilities, which are carried at historical cost.

The fair value of the Company’s debt disclosed below was estimated based on the current rates offered to the Company for debt with similar terms and remaining maturities and was a Level 2 measurement.

As of March 31, 2021 and June 30, 2020, the fair value of the Company’s debt, which is carried at historical cost was $ 575.0 million and $ 655.0 million, respectively.

As of September 30, 2021 and June 30, 2021, the fair value of the Company’s debt, which is carried at historical cost was $ 487.5 million and $ 493.8 million, respectively.

NOTE 5— EARNINGS PER SHARE

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

Three Months Ended March 31, Nine Months Ended March 31,

2021 2020 2021 2020

Three Months Ended September 30,

Net income $ 132,150 $ 156,509

8 unchanged sentences

The Company excludes potentially dilutive securities from its diluted net income per share calculation when their effect would be anti-dilutive to net income per share amounts.

The following table summarizes the total potential shares of common stock that were excluded from the diluted per share calculation, because to include them would have been anti-dilutive for the period (in thousands):

Three Months Ended March 31, Nine Months Ended March 31,

2021 2020 2021 2020

Restricted stock units — 11 4 4

NOTE 6— BALANCE SHEET COMPONENTS

Inventories consisted of the following (in thousands):

March 31, 2021 June 30, 2020

September 30, 2021 June 30, 2021

Finished goods $ 256,105 $ 228,514

3 unchanged sentences

Property and equipment, net consisted of the following (in thousands):

March 31, 2021 June 30, 2020

September 30, 2021 June 30, 2021

Testing equipment $ 15,546 $ 15,279

10 unchanged sentences

Other long-term assets consisted of the following (in thousands):

March 31, 2021 June 30, 2020

September 30, 2021 June 30, 2021

Hong Kong Tax deposit (1)

3 unchanged sentences

Total $ 71,018 $ 71,946

(1) The Company made a total of $ 57.4 million of deposits with the Hong Kong Inland Revenue Department (“IRD”) in connection with extending the statute of limitation for income tax examinations currently under audit for the 2010-2014 tax years.

These deposits were made during fiscal years 2021, 2020, 2019, and 2018 in the amounts of $ 21.9 million, $ 15.5 million, $ 13.4 million and $ 6.6 million, respectively.

The Company expects the $ 57.5 million of deposits made with the IRD to be refunded upon completion of the audit.

See Note 14 to the consolidated financial statements for additional details regarding this ongoing tax audit.

(2) Accumulated amortization was $ 2.4 million and $ 1.8 million as of March 31, 2021 and June 30, 2020, respectively.

(2) Accumulated amortization was $ 3.2 million and $ 2.8 million as of September 30, 2021 and June 30, 2021, respectively.

Other Current Liabilities

Other current liabilities consisted of the following (in thousands):

March 31, 2021 June 30, 2020

September 30, 2021 June 30, 2021

Deferred revenue — short-term $ 23,120 21,617

10 unchanged sentences

Other long-term liabilities consisted of the following (in thousands):

March 31, 2021 June 30, 2020

September 30, 2021 June 30, 2021

Deferred Revenue — long-term $ 7,637 $ 8,564

2 unchanged sentences

NOTE 7— ACCRUED WARRANTY

The Company offers warranties on certain products, generally a period of one to two years and records a liability for the estimated

future costs associated with potential warranty claims.

The Company offers warranties on certain products, generally a period of one to two years and records a liability for the estimated future costs associated with potential warranty claims.

The warranty costs are reflected in the Company’s consolidated statements of operations and comprehensive income within cost of revenues.

4 unchanged sentences

Warranty obligations, included in other current liabilities, were as follows (in thousands):

Nine Months Ended March 31,

Three Months Ended September 30,

Beginning balance $ 4,812 $ 4,538

5 unchanged sentences

In addition, the Facilities include an option to request increases in the amounts of such credit facilities by up to an additional $ 500 million in the aggregate.

The Third Amended and Restated Credit Agreement replaced the Company's existing $ 700 million senior secured revolving facility (the “Existing Revolving Facility”) and $ 500 million senior secured term loan facility (the “Existing Term Facility”, together with the Existing Revolving Facility, the “Existing Facilities”) under the Second Amended & Restated Credit Agreement, dated as of January 17, 2018 (as amended by the First Amendment, dated as of June 29, 2018, the Second Amendment, dated as of March 15, and the Third Amendment, dated as of September 9, 2019, the “Existing Credit Agreement”).

The Facilities replace the Company's Existing Facilities under the Existing Credit Agreement, which has been terminated in connection with the Third Amended and Restated Credit Agreement.

At the closing of the Third Amended and Restated Credit Agreement, the Term facility was fully drawn, of which $ 462.5 million and $ 0.7 million was used to repay the Existing Term Facility under the Existing Credit Agreement for principal and interest, respectively.

Additionally, at closing of the Third Amended and Restated Credit Agreement, $ 75.0 million and $ 0.4 million of the Existing Revolving Facility under the Existing Credit Agreement was repaid for principal and interest, respectively.

The Third Amended and Restated Credit Agreement replaced the Company's prior $ 700 million senior secured revolving facility (the “Prior Revolving Facility”) and $ 500 million senior secured term loan facility (the “Prior Term Facility”, together with the Prior Revolving Facility, the “Prior Facilities”) under the Second Amended & Restated Credit Agreement, dated as of January 17, 2018 (as amended by the First Amendment, dated as of June 29, 2018, the Second Amendment, dated as of March 15, and the Third Amendment, dated as of September 9, 2019, the “Prior Credit Agreement”).

The Facilities replace the Company's Prior Facilities

under the Prior Credit Agreement, which has been terminated in connection with the Third Amended and Restated Credit Agreement.

At the closing of the Third Amended and Restated Credit Agreement, the Term facility was fully drawn, of which $ 462.5 million and $ 0.7 million was used to repay the Prior Term Facility under the Prior Credit Agreement for principal and interest, respectively.

Additionally, at closing of the Third Amended and Restated Credit Agreement, $ 75.0 million and $ 0.4 million of the Prior Revolving Facility under the Prior Credit Agreement was repaid for principal and interest, respectively.

The Company then borrowed $ 75.0 million under the Revolving Facility under the Third Amended and Restated Credit Agreement.

1 unchanged sentence

The Company’s Debt consisted of the following (in thousands):

March 31, 2021 June 30, 2020

Term Loan - short term $ 25,000 $ 25,000

September 30, 2021 June 30, 2021

Term Facility - short term $ 25,000 $ 25,000

Debt issuance costs, net ( 1,135 ) ( 1135 )

Total Debt - short term 23,865 23,865

Term Loan - long term 475,000 450,000

Revolver - long term 75,000 180,000

Term Facility - long term 462,500 468,750

Debt issuance costs, net ( 1,571 ) ( 1,720 )

1 unchanged sentence

The Revolving Facility includes a sub-limit of $ 25.0 million for letters of credit and a sub-limit of $ 25.0 million for swingline loans.

The Facilities are available for working capital and general corporate purposes that comply with the terms of the Third Amended and Restated Credit Agreement, including to finance the repurchase of the Company’s common stock or to make dividends to the holders

of the Company’s common stock.

Under the Third Amended and Restated Credit Agreement, revolving loans and swingline loans may be borrowed, repaid and reborrowed until March 30, 2026, at which time all amounts borrowed must be repaid.

13 unchanged sentences

The Facilities

As of March 31, 2021, $ 500.0 million was outstanding on the Term Facility and $ 75.0 million on the Revolving Facility, leaving $ 625.0 million available on the Revolving Facility.

As of September 30, 2021, $ 487.5 million was outstanding on the Term Facility and there was no outstanding balance on the Revolving Facility, leaving $ 700.0 million available on the Revolving Facility.

Term Facility:

Under the Existing Credit Agreement, during the three months ended March 31, 2021, the Company made no principal payments against the Existing Term Facility, however, made $ 2.0 million payment of interest.

During the nine months ended March 31, 2021, the Company made aggregate payments of $ 19.1 million under the Existing Term Facility, of which $ 12.5 million was repayment of principal and $ 6.6 million was payment of interest.

As of March 31, 2021, the interest rate on the term loan was 1.61 %.

As of April 30, 2021, the most currently available reset date, the Term Facility has an interest rate of 1.6 %.

During the three months ended September 30, 2021, the Company made aggregate payments of $ 8.3 million under the Term Facility, of which $ 6.3 million was repayment of principal and $ 2.0 million was payment of interest.

As of September 30, 2021, the interest rate on the term loan was 1.58 %.

As of October 29, 2021, the most currently available reset date, the Term Facility has an interest rate of 1.58 %.

Revolving Facility:

Under the Existing Credit Agreement, during the three months ended March 31, 2021, the Company made aggregate payments of $ 71.0 million under the Existing Revolving Facility, of which $ 70.0 million was repayment of principal and $ 1.0 million was payment of interest.

During the nine months ended March 31, 2021, the Company made aggregate payments of $ 182.9 million under the Existing Revolving Facility, of which $ 180.0 million was repayment of principal and $ 2.9 million was payment of interest.

The table below shows the respective interest rates as of March 31, 2021, in addition to the interest rate reset dates as available for each revolver draw.

Debt Payment Obligations Interest Rate as of March 31, 2021 Rate Reset Date Reset Rate

$ 75 Million Revolver

1.61 % April 30, 2021 1.61 %

The following table summarizes the Company’s estimated debt and interest payment obligations as of March 31, 2021, for the remainder of fiscal 2021 and future fiscal years (in thousands):

Under the Third Amended and Restated Credit Agreement, during the three months ended September 30, 2021, the Company did not make any aggregate payments under the Revolving Facility.

The following table summarizes the Company’s estimated debt and interest payment obligations as of September 30, 2021, for the remainder of fiscal 2022 and future fiscal years (in thousands):

2022 (remainder) 2023 2024 2025 2026 Thereafter Total

3 unchanged sentences

Total $ 25,595 $ 33,801 $ 33,422 $ 32,997 $ 399,469 $ — $ 525,284

(1) - Interest payments are calculated based on the applicable rates and payment dates as of March 31, 2021.

(1) - Interest payments are calculated based on the applicable rates and payment dates as of September 30, 2021.

Although the Company’s interest rates on our debt obligations may vary, the Company has assumed the most recent available interest rates for all periods presented.

2 unchanged sentences

Some of the Company’s leases include options to extend the term of such leases for a period from 12 months to 60 months, and/or have options to early terminate the lease.

As of March 31, 2021, the Company included such options in determining the lease terms for certain of the Company’s leases because the Company was reasonably certain that it would exercise the extension options.

As of September 30, 2021, the Company included such options in determining the lease terms for certain of the Company’s leases because the Company was reasonably certain that it would exercise the extension options.

Most of the Company’s leases require it to pay certain operating expenses in addition to base rent, such as taxes, insurance and maintenance costs.

The following table summarizes the Company’s lease costs for the three and nine months ended March 31, 2021 and 2020 (in thousands):

Financial Statement Classification Three Months Ended March 31, Nine Months Ended March 31,

2021 2020 2021 2020

The following table summarizes the Company’s lease costs for the three months ended September 30, 2021 and 2020 (in thousands):

Financial Statement Classification Three Months Ended September 30,

Operating lease costs:

5 unchanged sentences

The operating lease costs in the table above include costs for long-term and short-term leases.

Total short-term costs for the three and nine months ended March 31, 2021 and 2020 were immaterial.

Total short-term costs for three months ended September 30, 2021 and 2020 were immaterial.

Variable lease costs primarily include maintenance, utilities and operating expenses that are incremental to the fixed base rent payments and are excluded from the calculation of operating lease liabilities and ROU assets.

For the three and nine months ended March 31, 2021, cash paid for amounts associated with the Company’s operating lease liabilities were approximately $ 2.8 million and $ 8.2 million, respectively.

For the three and nine months ended March 31, 2020, cash paid for amounts associated with the Company’s operating lease liabilities were approximately $ 2.3 million and $ 6.6 million, respectively.

For the three months ended September 30, 2021 and 2020, cash paid for amounts associated with the Company’s operating lease liabilities were approximately $ 3.0 million and $ 2.8 million, respectively.

Cash paid for amounts associated with the Company’s operating lease liabilities were classified as operating activities in the consolidated statement of cash flows.

The following table shows the Company’s undiscounted future fixed payment obligations under the Company’s recognized operating leases and a reconciliation to the operating lease liabilities as of March 31, 2021:

Remainder of Fiscal 2022 $ 8,838

11 unchanged sentences

Operating Leases

See Note 9- Leases for future minimum lease payments under non-cancelable operating leases as of March 31, 2021.

See Note 9- Leases for future minimum lease payments under non-cancelable operating leases as of September 30, 2021.

Purchase Obligations

2 unchanged sentences

If the Company cancels all or part of the orders, the Company may still be liable to the contract manufacturers for the cost of the components purchased by the subcontractors to manufacture the Company's products.

The Company periodically reviews the potential liability, and as of March 31, 2021, the Company recorded a purchase obligation liability of $ 8.3 million related to component purchase commitments.

There have been no other significant liabilities for cancellations recorded as of March 31, 2021.

The Company periodically reviews the potential liability, and as of September 30, 2021, the Company recorded a purchase obligation liability of $ 7.8 million related to component purchase commitments.

There have been no other significant liabilities for cancellations recorded as of September 30, 2021.

The Company’s consolidated financial position and results of operations could be negatively impacted if it were required to compensate the contract manufacturers for any unrecorded liabilities incurred.

The Company may be subject to additional purchase obligations for supply agreements and components ordered by its contract manufacturers based on manufacturing forecasts it provides them each month.

The Company estimates the amount of these additional purchase obligations to range from $ 150.3 million to $ 756.5 million as of March 31, 2021, depending upon the timing of orders placed for these components by its contract manufacturers.

The Company estimates the amount of these additional purchase obligations to range from $ 176.9 million to $ 919.4 million as of September 30, 2021, depending upon the timing of orders placed for these components by its contract manufacturers.

Other Obligations

As of March 31, 2021, the Company has other obligations of $ 52.9 million which consisted primarily of commitments related to raw materials and research and development projects.

As of September 30, 2021, the Company has other obligations of $ 2.7 million which consisted primarily of commitments related to raw materials and research and development projects.

Indemnification Obligations

9 unchanged sentences

However, the Company’s estimates may be incorrect and the Company could ultimately incur more or less than the amounts initially recorded.

The Company may also incur significant legal fees, which are expensed as incurred, in defending against these claims.

The Company may also incur significant legal fees, which are expensed as incurred, in

defending against these claims.

The Company is not currently aware of any pending or threatened litigation that would have a material adverse effect on the Company’s financial statements.

On April 19, 2017, XR Communications, LLC, d/b/a Vivato Technologies (“Vivato”), filed a complaint against the Company in the United States District Court for the Central District of California, alleging that at least one of the Company’s products infringes United States Patent Numbers 7,062,296 (the “‘296 Patent”), 7,729,728 (the “‘728 Patent”), and 6,611,231 (the “‘231 Patent” and, collectively, the “Patents-in-Suit”).

The ‘296 and ‘728 Patents are entitled “Forced Beam Switching in Wireless Communication Systems Having Smart Antennas.” The ‘231 Patent is entitled “Wireless Packet Switched Communications Systems and Networks Using Adaptively Steered Antenna Arrays.” Vivato amended its complaint on June 23, 2017 and again on July 6, 2017.

According to the complaint, the products accused of infringing the Patents-in-Suit include Wi-Fi access points and routers supporting MU-MIMO, including without limitation access points and routers utilizing the IEEE 802.11ac-2013 standard.

Vivato has also filed nine other lawsuits asserting the same patents against other defendants in the Central District of California.

On October 2, 2017, the ten cases were consolidated into a single action for all purposes except trial.

On March 19, 2018, the Company and the remaining defendants in the consolidated action moved to stay the case (the “Motion to Stay”) pending completion of certain inter partes review proceedings before the Patent Trial and Appeal Board.

On April 9, 2018, the Court held a hearing on the Motion to Stay, and, on April 11, 2018, the Court granted the motion.

On February 11, 2019, the Court maintained the stay pending a status conference scheduled for

December 2, 2019.

The Court maintained the stay in full pending a further status conference, which was originally scheduled for March 17, 2020 and subsequently rescheduled for February 22, 2021 and was postponed pending submission and approval of a scheduling order as described below.

On October 2, 2017, the ten cases were consolidated into a single action for all purposes except trial (the "Original Action").

According to the operative Second Amended Complaint filed on July 6, 2017, the products accused of infringing the Patents-in-Suit include Wi-Fi access points and routers supporting MU-MIMO, including without limitation access points and routers utilizing the IEEE 802.11ac-2013 standard.

On March 19, 2018, the Company and the remaining defendants in the Original Action moved to stay the case pending completion of certain inter partes review proceedings before the Patent Trial and Appeal Board.

On April 11, 2018, the Court stayed the Original Action.

The Patent Trial and Appeal Board, in the aforementioned series of inter partes review proceedings, invalidated two of the three Patents-in-Suit, but it rejected the challenge to the ‘231 Patent.

That decision was appealed, and on November 25, 2020, the Federal Circuit Court of Appeals affirmed the Patent Trial and Appeal Board decision.

On February 16, 2021, the parties submitted a joint status report to the Court seeking to lift the stay.

On February 17, 2021, the Court ordered the parties to submit a further report by March 1, 2021, at which time the stay would be lifted.

The parties submitted their joint report and proposals for a case schedule, and the Court has not yet issued a schedule in this matter.

Following the Federal Circuit's affirmance, the District Court lifted the stay on March 1, 2021 to resume proceedings on the '231 Patent in the Original Action.

On June 16, 2021, Vivato filed a new suit against the Company in the Central District of California, alleging that various Company products infringe some of the non-invalidated claims of the ’728 Patent and U.S.

10,594,376 (the “New Action”).

According to the New Action, the products accused of infringing these patents include Wi-Fi access points and routers supporting MU-MIMO, including without limitation access points and routers utilizing the 802.11ac and 802.11ax protocols.

The New Action, as well as four similar new lawsuits filed by Vivato against other defendants in the same jurisdiction, were consolidated into the Original Action.

The Company’s response to the New Action was filed on August 11, 2021.

Trial is currently scheduled for October 11, 2022.

The Company plans to vigorously defend itself against these claims;

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The Company cannot currently estimate the possible loss or range of losses, if any, that it may experience in connection with this litigation.

In re Ubiquiti Inc.

Securities Litigation (SDNY)

On May 19, 2021, a purported class action, captioned Nils Molder, Individually and On Behalf of All Others Similarly Situated v.

Ubiquiti Inc.

National Union National Union Fire Insurance Company of Pittsburgh, Pa.

(“National Union”)

The Company filed this action in February of 2018, in the Superior Court of California County of Santa Clara.

The Company alleged causes of action for breach of the applicable insurance contract and breach of the implied covenant of good faith and fair dealing, arising from National Union’s coverage denial for a loss from an email compromise scam that occurred in 2015.

The parties reached a confidential settlement of the lawsuit on March 4, 2021.

Pursuant to the settlement, the case was dismissed by the Court on March 24, 2021.

1:21-cv-04520 (the “Securities Action”), was filed in the United States District Court for the Southern District of New York against the Company and certain of its officers.

The Securities Action complaint alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder by making false and/or misleading statements, including purported failure to disclose material facts about a data breach experienced by the Company in January 2021.

On July 30, 2021, the Court appointed a lead plaintiff and lead plaintiff’s counsel and ordered the lead plaintiff to file an amended complaint on or before September 24, 2021.

The case is now captioned In re Ubiquiti Inc.

Securities Litigation, 21 Civ.

Plaintiff filed an amended complaint on September 24, 2021.

Defendants moved to dismiss the amended complaint on October 22, 2021.

On October 29, 2021, Plaintiff informed the Court that she intends to further amend the complaint and plans to do so on or before November 12, 2021.

The Company plans to vigorously defend itself against these claims;

however, there can be no assurance that the Company will prevail in the lawsuit.

The Company cannot currently estimate the possible loss or range of losses, if any, that it may experience in connection with this litigation.

Ubiquiti Inc.

On October 21, 2021, a purported stockholder of the Company filed an action captioned Flannery v.

Ubiquiti Inc., C.A.

2021-0913-PAF (the “Books and Records Action”) in the Court of Chancery of the State of Delaware seeking to inspect certain books and records of the Company pursuant to 8 Delaware Code Section 220.

The Books and Records Action complaint seeks to inspect, without limitation, books and records concerning the data breach experienced by the Company in January 2021, as well as related statements, disclosures, policies, procedures, and practices.

Ubiquiti’s response to the complaint is due on November 12, 2021.

NOTE 11— COMMON STOCK AND TREASURY STOCK

Common Stock Repurchases

On November 6, 2019, the Company’s Board of Directors approved a $ 200 million stock repurchase program (the “2019 November Program”).

Under the 2019 November Program, the Company is authorized to repurchase up to $ 200 million of common stock.

The 2019 November Program expires on December 31, 2021.

During the three months ended September 30, 2020, under the 2019 November Program, the Company repurchased and retired 228,180 shares of common stock at an average price per share of $ 166.05 for an aggregate amount of $ 37.9 million.

As of September 15, 2020, the Company had no remaining balance available for share repurchase under the 2019 November Program.

On May 5, 2020, the Company's Board of Directors approved a $ 500 million stock repurchase program (the “2020 May Program”).

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The 2020 May Program expires on March 31, 2022.

During the six months ended December 31, 2020, under the 2020 May Program, the Company repurchased and retired 682,956 shares of common stock at an average price per share of $ 168.03 for an aggregate amount of $ 114.8 million.

The Company made no repurchases during the three months ended March 31, 2021.

Under both programs, for the nine months ended March 31, 2021, the Company repurchased and retired 911,136 shares of common stock at an average price per share of $ 167.53 for an aggregate amount of $ 152.6 million.

As of March 31, 2021, the Company had $ 385.2 million available for share repurchases under the 2020 May Program.

The following table provides information with respect to the Company’s Share Repurchase programs and the activity under the available share repurchase programs during the nine months ended March 31, 2021 (in millions, except share and per share amounts):

During the three months ended September 30, 2021, under the 2020 May Program, the Company repurchased and retired 130,994 shares of common stock at an average price per share of $ 299.64 for an aggregate amount of $ 39.3 million.

As of September 30, 2021, the Company had $ 278.9 million available for share repurchases under the 2020 May Program.

The following table provides information with respect to the Company’s Share Repurchase programs and the activity under the available share repurchase programs during the three months ended September 30, 2021 (in millions, except share and per share amounts):

Date of Publicly Announced Program Amount of Publicly Announced Program Total Number of Shares Purchased as Part of Publicly Announced Programs Average Price Paid per Share Total Aggregate Amount Paid Period of Purchases Estimated Remaining Balance Available for Share Repurchases under the Program Expiration date of Program

November 8, 2019 $ 200 million 228,180 $ 166.05 $ 37.9 August 21, 2020 - September 15, 2020 $ — 12/31/2021

May 8, 2020 $ 500 million 682,956 $ 168.03 $ 114.8 September 15, 2020 - November 2, 2020 $ 385.2 3/31/2022

May 8, 2020 $ 500 million 130,994 $ 299.64 $ 221.1 July 7, 2021 - September 30, 2021 $ 278.9 3/31/2022

NOTE 12— ACCUMULATED OTHER COMPREHENSIVE INCOME

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Other comprehensive income refers to unrealized gains and losses that are recorded as an element of stockholders’ equity but are excluded from net income pursuant to GAAP.

For the three and nine months ended March 31, 2021 and 2020, the Company’s accumulated other comprehensive income includes net unrealized gains and losses from the Company’s available-for-sale securities, respectively.

For the three months ended September 30, 2021 and 2020, the Company’s accumulated other comprehensive income includes net unrealized gains and losses from the Company’s available-for-sale securities, respectively.

NOTE 13— STOCK BASED COMPENSATION

Stock-Based Compensation Plans

The Company’s 2010 Equity Incentive Plan and 2005 Equity Incentive Plan are described in the Company’s Annual Report.

In December 2020, the Company's stockholders approved the Ubiquiti Inc.

2020 Omnibus Incentive Plan (the “2020 Equity Plan”) that will succeed the Company's 2010 Equity Incentive Plan (the “Prior Plan”), and no additional awards will be granted under the Prior Plan following January 31, 2021.

Under the terms of the 2020 Equity Plan, the Company is authorized to grant awards for up to five million shares of common stock over the term of the 2020 Equity Plan.

Outstanding awards under the Prior Plan remain in effect pursuant to the terms of the Prior Plan.

As of March 31, 2021, the Company had 4,989,876 authorized shares available for future issuance under all of its stock incentive plans.

The Company’s 2020, 2010 and 2005 Equity Incentive Plan are described in the Company’s Annual Report.

As of September 30, 2021, the Company had 4,986,685 authorized shares available for future issuance under all of its stock incentive plans.

Stock-Based Compensation

The following table shows total stock-based compensation expense included in the Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended March 31, 2021 and 2020 (in thousands):

Three Months Ended March 31, Nine Months Ended March 31,

2021 2020 2021 2020

The following table shows total stock-based compensation expense included in the Consolidated Statements of Operations and Comprehensive Income for the three months ended September 30, 2021 and 2020 (in thousands):

Three Months Ended September 30,

Cost of revenues $ 22 $ 28

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Sales, general and administrative 218 202

$ 775 $ 725 $ 2,265 $ 2,144

Stock Options

The following is a summary of option activity for the Company’s stock incentive plans for the nine months ended March 31, 2021:

The following is a summary of option activity for the Company’s stock incentive plans for the three months ended September 30, 2021:

Common Stock Options Outstanding

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Forfeitures and cancellations

Balance, March 31, 2021 13,309 $ 11.65 1.56 $ 3,815

Vested as of March 31, 2021 13,309 $ 11.65 1.56 $ 3,815

Vested and exercisable as of March 31, 2021 13,309 $ 11.65 1.56 $ 3,815

During the three months ended March 31, 2021 and 2020, the aggregate intrinsic value of options exercised under the Company’s stock incentive plans was $ 1.4 million and $ 0.3 million, respectively, as determined as of the date of option exercise.

During the nine months ended March 31, 2021 and 2020, the aggregate intrinsic value of options exercised under the Company’s stock incentive plans was $ 2.4 million and $ 3.5 million, respectively, as determined as of the date of options exercise.

As of March 31, 2021, the Company had no unrecognized compensation costs related to stock options.

The Company did no t grant any employee stock options during the three and nine months ended March 31, 2021 and 2020.

Balance, September 30, 2021 8,920 $ 11.64 1.02 $ 2,560

Vested as of September 30, 2021 8,920 $ 11.64 1.02 $ 2,560

Vested and exercisable as of September 30, 2021 8,920 $ 11.64 1.02 $ 2,560

During the three months ended September 30, 2021 and 2020, the aggregate intrinsic value of options exercised under the Company’s stock incentive plans was $ 0.5 million and $ 0.3 million, respectively, as determined as of the date of option exercise.

As of September 30, 2021, the Company had no unrecognized compensation costs related to stock options.

The Company did no t grant any employee stock options during the three months ended September 30, 2021 and 2020.

Restricted Stock Units (“RSUs”)

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RSUs canceled ( 749 ) $ 167.99

Non-vested RSUs, March 31, 2021 62,115 $ 142.42

The intrinsic value of RSUs vested in the three months ended March 31, 2021 and 2020 was $ 3.2 million and $ 3.3 million, respectively.

The intrinsic value of RSUs vested in the nine months ended March 31, 2021 and 2020 was $ 7.7 million and $ 6.7 million, respectively.

The total intrinsic value of all outstanding RSUs was $ 18.5 million as of March 31, 2021.

As of March 31, 2021, there were unrecognized compensation costs related to RSUs of $ 6.6 million which the Company expects to recognize over a weighted average period of 3.4 years.

Non-vested RSUs, September 30, 2021 52,939 $ 163.17

The intrinsic value of RSUs vested in the three months ended September 30, 2021 and 2020 was $ 3.4 million and $ 2.1 million, respectively.

The total intrinsic value of all outstanding RSUs was $ 15.8 million as of September 30, 2021.

As of September 30, 2021, there were unrecognized compensation costs related to RSUs of $ 5.9 million which the Company expects to recognize over a weighted average period of 3.0 years.

NOTE 14— INCOME TAXES

The Company recorded tax provisions of $ 28.0 million and $ 85.1 million for the three and nine months ended March 31, 2021 as compared to $ 17.0 million and $ 49.1 million for the three and nine months ended March 31, 2020.

The increase is primarily related to an increase in profit before tax for the three and nine months ended March 31, 2021 as compared to the three and nine months ended March 31, 2020.

The Company recorded tax provisions of $ 25.7 million for the three months ended September 30, 2021 as compared to $ 29.5 million for the three months ended September 30, 2020.

The decrease is primarily related to a decrease in profit before tax for the three months ended September 30, 2021.

The Company’s estimated fiscal year 2022 effective tax rate, before discrete items, differs from the U.S.

statutory rate primarily due to profits earned in jurisdictions where the tax rate is lower than the U.S.

tax rate, partially offset by additional US tax related to the Company’s non-U.S.

operations under Global Intangible Low-Taxes Income (“GILTI”) provision.

As of March 31, 2021, the Company had approximately $ 34.0 million of unrecognized tax benefits, substantially all of which would, if recognized, affect its tax expense.

During the nine months ended March 31, 2021, the Company recorded an increase of its unrecognized tax benefits of $ 1.5 million.

The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying Consolidated Statements of Operations and Comprehensive Income.

tax rate, partially offset by additional US tax related to our non-US operations under Global Intangible Low-Taxes Income (GILTI) provision.

As of September 30, 2021, the Company had approximately $ 33.3 million of unrecognized tax benefits, substantially all of which would, if recognized, affect its tax expense.

During the three months ended September 30, 2021, the Company recorded an increase of its unrecognized tax benefits of $ 1.2 million.

The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying Consolidated Statement of Operations and Comprehensive Income.

Accrued interest and penalties are included within the related tax liability line in the Consolidated Balance Sheets.

As of March 31, 2021, the Company had $ 4.6 million accrued interest related to uncertain tax matters.

As of September 30, 2021, the Company had $ 3.8 million accrued interest related to uncertain tax matters.

The Company and one or more of its subsidiaries, files income tax returns in the United States federal jurisdiction, and various state, local, and foreign jurisdictions and is currently undergoing income tax examinations by the U.S.

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The Company has filed a formal protest in response to this notice and the Assessor's office agreed to a reduced deposit of $ 22.0 million which was remitted on March 26, 2021.

These refundable deposits totaling $ 57.4 million are included within other long-term assets on the Company’s Consolidated Balance Sheets.

The refundable deposits are included within other long-term assets on our Consolidated Balance Sheets.

The IRD is examining the Company’s claims that its revenue is generated through activities performed wholly outside of the Hong Kong tax jurisdiction and are therefore exempt from Hong Kong tax.

The Company is fully cooperating with the examination including submitting documentation in support of its position.

The Company continues to believe that its tax positions filed with IRD are more likely than not to be sustained based on their technical merits and therefore no reserve has been provided for this tax uncertainty and the Company expects the $ 57.4 million of deposits made with IRD to be refunded upon completion of the audit.

The Company continues to believe that its tax positions filed with IRD are more likely than not to be sustained based on their technical merits and therefore no reserve has been provided for this tax uncertainty and we expect the $ 57.5 million of deposits made with IRD to be refunded upon completion of the audit.

However, there can be no assurance that this matter will be resolved in the Company’s favor and therefore it's possible that an adverse outcome of the matter could have a material effect on the Company’s results of operations and financial condition.

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This Draft NOPA was superseded by an Acknowledgement of Facts (“AOF”) issued to the Company by the IRS on January 17, 2020.

The IRS in its AOF continued to propose an adjustment to the Company’s income for its fiscal 2015 and fiscal 2016 tax years based on the IRS’ interpretation of certain obligations of the Company’s foreign subsidiaries under the Company’s credit facilities.

The IRS in its AOF continued to propose an adjustment to the

Company’s income for its fiscal 2015 and fiscal 2016 tax years based on the IRS’ interpretation of certain obligations of the Company’s foreign subsidiaries under the Company’s credit facilities.

On May 12, 2020, the IRS issued a final Notice of Proposed Adjustment to the Company with respect to the 2015/2016 tax years.

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Regardless of whether the matter is resolved in the Company’s favor, the final resolution of this matter could be expensive and time-consuming to defend and/or settle.

The Company estimates the incremental tax liability associated with the income adjustment proposed in the AOF would be approximately $ 50.0 million, excluding potential interest and penalties, after adjusting for the impact of an adjustment on the amount of transition tax payable in future years by the Company.

We estimate the incremental tax liability associated with the income adjustment proposed in the AOF would be approximately $ 50.0 million, excluding potential interest and penalties, after adjusting for the impact of an adjustment on the amount of transition tax payable in future years by the Company.

As the Company believes that the tax originally paid in fiscal 2015 and fiscal 2016 is correct, it has not provided a reserve for this tax uncertainty.

However, an adverse outcome may have a material and adverse effect on the Company’s results of operations and financial condition.

The Coronavirus Aid, Relief, and Economic Security Act (“CARES”) was signed into law on March 25, 2020.

The bill was meant to address the economic fallout in response to locally mandated shelter-in-place orders that were executed in an attempt to slow the spread of COVID-19.

None of these provisions of CARES are expected to have material impacts to the Company’s fiscal 2021 tax provision.

The Company will monitor the updates, both to the Company’s business as well as guidance issued with respect to CARES that could impact the current interpretation of the provisions under CARES, to determine whether any additional considerations need to be made with respect to the Company’s tax provision in future periods.

On December 27, 2020, the Consolidations Appropriations Act (“CAA”) 2020 was enacted.

The CCA was enacted as a supplement to the CARES legislation providing additional financial relief.

The impact of the CCA on the Company's tax provision is immaterial.

NOTE 15— SEGMENT INFORMATION, REVENUES BY GEOGRAPHY AND SIGNIFICANT CUSTOMERS

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Service Provider Technology and Enterprise Technology.

• Service Provider Technology includes the Company’s airMAX, EdgeMAX, UFiber, and airFiber platforms, as well as embedded radio products and other 802.11 standard products including base stations, radios, backhaul equipment and CPE.

Additionally, Service Provider Technology includes antennas and other products primarily in the 0.9 to 6.0 GHz spectrum and miscellaneous products such as mounting brackets, cables and power over Ethernet adapters.

• Enterprise Technology includes the Company’s UniFi platform, including UniFi enterprise Wi-Fi, UniFi Protect, UniFi Access, UniFi switching and routing solutions and the Company’s AmpliFi platform.

Revenues by product type are as follows (in thousands, except percentages):

Three Months Ended March 31, Nine Months Ended March 31,

2021 2020 2021 2020

Three Months Ended September 30,

Service Provider Technology $ 112,141 24 % $ 157,461 33 %

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Revenues by geography based on customer’s ship-to destinations were as follows (in thousands, except percentages):

Three Months Ended March 31, Nine Months Ended March 31,

2021 2020 2021 2020

Three Months Ended September 30,

North America (1)

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Total revenues $ 458,914 100 % $ 473,533 100 %

(1) Revenue for the United States was $ 193.2 million and $ 125.4 million for the three months ended March 31, 2021 and 2020, respectively.

Revenue for the United States was $ 582.1 million and $ 389.0 million for the nine months ended March 31, 2021 and 2020, respectively.

(1) Revenue for the United States was $ 190.6 million and $ 209.8 million for the three months ended September 30, 2021 and 2020, respectively.

Customers with an accounts receivable balance of 10% or greater of total accounts receivable and customers with net revenues of 10% or greater of total revenues are presented below for the periods indicated:

Percentage of Revenues Percentage of Accounts Receivable

Three Months Ended March 31, Nine Months Ended March 31, March 31, June 30,

Three Months Ended September 30, September 30, June 30,

2021 2020 2021 2021

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Customer B * 12 % * *

NOTE 16— RELATED PARTY TRANSACTIONS AND CERTAIN OTHER TRANSACTIONS

Aircraft Lease Agreement

On November 13, 2013, the Company entered into an aircraft lease agreement (the “Aircraft Lease Agreement”) with RJP Manageco LLC (the “Lessor”), a limited liability company owned by the Company’s CEO, Robert J.

Pursuant to the Aircraft Lease Agreement, the Company may lease an aircraft owned by the Lessor for Company business purposes.

Under the Aircraft Lease Agreement, the aircraft may be leased at a rate of $ 5,000 per flight hour.

This hourly rate does not include the cost of flight crew or

on-board services, which the Company purchases from a third-party provider.

Pursuant to the Aircraft Lease Agreement, the Company had no expense during the three and nine months ended March 31, 2021 and recognized a total of approximately $ 0.4 million and $ 1.3 million in expenses during the three and nine months ended March 31, 2020, respectively.

All expenses pursuant to the Aircraft Lease Agreement have been included in the Company’s sales, general and administrative expenses in the Consolidated Statements of Operations and Comprehensive Income.

NOTE 16 - SUBSEQUENT EVENTS

On May 6, 2021, the Company's Board of Directors had approved a quarterly cash dividend of $ 0.40 per share payable on May 24, 2021 to shareholders of record at the close of business on May 17, 2021.

Stock Repurchases

Between October 1, 2021 and November 4, 2021, the Company repurchased and retired 30,937 shares of common stock at an average price of $ 299.94 for an aggregate amount of $ 9.2 million.

As of November 4, 2021, the Company had $ 269.6 million available for share repurchases under the 2020 May Program.

On November 3, 2021, the Company's Board of Directors had approved a quarterly cash dividend of $ 0.60 per share payable on November 22, 2021 to shareholders of record at the close of business on November 15, 2021.

Any future dividends will be subject to the approval of the Company’s Board of Directors.

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