Mercury Systems Reports Fourth Quarter and Fiscal 2024 Results
Mercury Systems (NASDAQ: MRCY) reported Q4 FY24 results with bookings of $284.4 million and a book-to-bill ratio of 1.14. Q4 revenue was $248.6 million, with a GAAP net loss of $10.8 million. The company achieved record backlog of $1.3 billion, up 16% year-over-year. For full-year FY24, revenues were $835.3 million with a GAAP net loss of $137.6 million. Total bookings for FY24 were $1.02 billion with a book-to-bill ratio of 1.22. The company reported positive free cash flow of $61.4 million in Q4 and $26.1 million for FY24, reversing a multi-year trend of working capital growth.
Mercury Systems (NASDAQ: MRCY) ha riportato i risultati del Q4 FY24, con ordini pari a 284,4 milioni di dollari e un rapporto book-to-bill di 1,14. Le entrate del Q4 sono state 248,6 milioni di dollari, con una perdita netta GAAP di 10,8 milioni di dollari. L'azienda ha raggiunto un portafoglio ordini record di 1,3 miliardi di dollari, in aumento del 16% rispetto all'anno precedente. Per l'intero anno FY24, le entrate sono state 835,3 milioni di dollari con una perdita netta GAAP di 137,6 milioni di dollari. Gli ordini totali per FY24 sono stati 1,02 miliardi di dollari con un rapporto book-to-bill di 1,22. L'azienda ha riportato un flusso di cassa libero positivo di 61,4 milioni di dollari nel Q4 e di 26,1 milioni di dollari per FY24, invertendo una tendenza pluriennale di crescita del capitale circolante.
Mercury Systems (NASDAQ: MRCY) informó los resultados del Q4 fiscal 2024, con reservas de 284,4 millones de dólares y un índice book-to-bill de 1,14. Los ingresos del Q4 fueron de 248,6 millones de dólares, con una pérdida neta GAAP de 10,8 millones de dólares. La empresa logró un fondo de pedidos récord de 1,3 mil millones de dólares, un aumento del 16% interanual. Para el año fiscal 2024 completo, los ingresos fueron de 835,3 millones de dólares con una pérdida neta GAAP de 137,6 millones de dólares. Las reservas totales para el año fiscal 2024 alcanzaron 1,02 mil millones de dólares con un índice book-to-bill de 1,22. La empresa informó un flujo de caja libre positivo de 61,4 millones de dólares en el Q4 y de 26,1 millones de dólares para el año fiscal 2024, invirtiendo una tendencia de varios años de crecimiento del capital de trabajo.
머큐리 시스템즈 (NASDAQ: MRCY)는 FY24 4분기 실적을 보고했으며, 284.4백만 달러의 예약과 1.14의 예약 대 청구 비율을 기록했습니다. 4분기 매출은 248.6백만 달러, GAAP 기준 순손실은 10.8백만 달러였습니다. 회사는 13억 달러의 기록적인 백로그를 달성했으며, 전년 대비 16% 증가했습니다. FY24 전체 연도 매출은 835.3백만 달러였고, GAAP 기준 순손실은 137.6백만 달러였습니다. FY24 총 예약 수치가 10.2억 달러로, 예약 대 청구 비율은 1.22였습니다. 회사는 4분기에 61.4백만 달러, FY24에서 26.1백만 달러의 긍정적인 자유 현금 흐름을 보고하여, 여러 해 동안 지속된 운영 자본 증가 추세를 뒤집었습니다.
Mercury Systems (NASDAQ: MRCY) a publié ses résultats du 4ème trimestre de l'exercice 2024, avec des commandes s'élevant à 284,4 millions de dollars et un ratio book-to-bill de 1,14. Les revenus du 4ème trimestre étaient de 248,6 millions de dollars, avec une perte nette GAAP de 10,8 millions de dollars. L'entreprise a atteint un carnet de commandes record de 1,3 milliard de dollars, en hausse de 16 % par rapport à l'année précédente. Pour l'ensemble de l'exercice 2024, les revenus ont été de 835,3 millions de dollars, avec une perte nette GAAP de 137,6 millions de dollars. Les commandes totales pour l'exercice 2024 se sont élevées à 1,02 milliard de dollars avec un ratio book-to-bill de 1,22. L'entreprise a rapporté un flux de trésorerie libre positif de 61,4 millions de dollars au 4ème trimestre et de 26,1 millions de dollars pour l'exercice 2024, inversant une tendance pluriannuelle à la hausse du fonds de roulement.
Mercury Systems (NASDAQ: MRCY) berichtete über die Ergebnisse des 4. Quartals FY24 mit Bestellungen in Höhe von 284,4 Millionen US-Dollar und einem Auftrags-zu-Rechnung-Verhältnis von 1,14. Die Einnahmen im 4. Quartal betrugen 248,6 Millionen US-Dollar, mit einem GAAP-nettoverlust von 10,8 Millionen US-Dollar. Das Unternehmen erreichte einen Auftragsbestand von 1,3 Milliarden US-Dollar, was einem Anstieg von 16% im Jahresvergleich entspricht. Für das gesamte Geschäftsjahr FY24 betrugen die Einnahmen 835,3 Millionen US-Dollar mit einem GAAP-Nettoverlust von 137,6 Millionen US-Dollar. Die Gesamtbestellungen für FY24 beliefen sich auf 1,02 Milliarden US-Dollar mit einem Auftrags-zu-Rechnung-Verhältnis von 1,22. Das Unternehmen meldete im 4. Quartal einen positiven freien Cashflow von 61,4 Millionen US-Dollar und im FY24 von 26,1 Millionen US-Dollar, was einen mehrjährigen Trend des Wachstums des Betriebskapitals umkehrte.
- Record backlog of $1.3 billion, up 16% year-over-year
- Q4 FY24 book-to-bill ratio of 1.14
- Full-year FY24 book-to-bill ratio of 1.22
- Positive free cash flow of $61.4 million in Q4 and $26.1 million for FY24
- Q4 adjusted EBITDA improved to $31.2 million from $21.9 million year-over-year
- Q4 FY24 revenue declined to $248.6 million from $253.2 million year-over-year
- Full-year FY24 revenue decreased to $835.3 million from $973.9 million in FY23
- GAAP net loss of $10.8 million in Q4 FY24, compared to $8.2 million loss in Q4 FY23
- Full-year FY24 GAAP net loss of $137.6 million, compared to $28.3 million loss in FY23
- Adjusted EPS for FY24 was ($0.69) per share, down from $1.00 per share in FY23
Insights
Mercury Systems' Q4 FY24 results show mixed signals. While bookings increased to
The full-year results for FY24 show more significant challenges, with revenue dropping to
Investors should closely monitor Mercury's ability to convert its growing backlog into revenue and improve profitability in the coming quarters.
Mercury Systems' position in the aerospace and defense sector remains strong, despite recent financial challenges. The company's focus on mission-critical processing at the edge aligns well with current industry trends towards advanced, distributed computing capabilities for defense applications. The growing backlog, now at
The company's presence in over 300 programs across 35 countries demonstrates its broad market penetration and importance to the defense supply chain. However, the revenue decline in FY24 indicates potential execution issues or program delays that need to be addressed. The emphasis on retiring risk in challenged programs and returning to pilot production on common processing architecture is important for maintaining competitiveness.
Mercury's ability to innovate and adapt to evolving defense needs will be key to its future success, particularly as the industry continues to prioritize advanced technologies and edge computing solutions.
Mercury Systems' operational performance in Q4 FY24 shows signs of improvement after a challenging year. The focus on streamlining operations and increasing positive operating leverage is critical for the company's turnaround. The significant improvement in free cash flow, reaching a record
The company's efforts to address transient challenges and retire risks in problematic programs are positive steps. However, the full-year results, including a substantial GAAP net loss of
Monitoring the company's progress in converting its growing backlog into revenue efficiently will be important in assessing the success of these operational improvements in FY25 and beyond.
- Q4 FY24 Bookings of
$284.4 million ; book-to-bill ratio of 1.14 - Q4 FY24 Revenue of
$248.6 million ; GAAP net loss and adjusted EBITDA ($10.8) million and$31.2 million , respectively - Record backlog of
$1.3 billion ; up16% year-over-year
ANDOVER, Mass., Aug. 13, 2024 (GLOBE NEWSWIRE) -- Mercury Systems, Inc. (NASDAQ: MRCY, www.mrcy.com), reported operating results for the fourth quarter and fiscal year 2024, ended June 28, 2024.
“In fiscal 2024, we made considerable progress in addressing what we believe to be transient challenges in the business, and we enter fiscal 2025 confident in our strategic positioning as a leader in mission-critical processing at the edge and our ability to deliver predictable organic growth with expanding margins and robust free cash flow,” said Bill Ballhaus, Mercury’s Chairman and CEO.
“Our fourth quarter fiscal 2024 results reflect solid progress in each of our four priority focus areas, with highlights that include retiring risk across our remaining challenged programs and returning to pilot production on our common processing architecture area; expanding our record backlog to over
Fourth Quarter Fiscal 2024 Results
Total Company fourth quarter fiscal 2024 revenues were
Total bookings for the fourth quarter of fiscal 2024 were
Total Company GAAP net loss and loss per share for the fourth quarter of fiscal 2024 were
Fourth quarter fiscal 2024 adjusted EBITDA for the total Company was
Cash flows provided by operating activities in the fourth quarter of fiscal 2024 were
Full Year Fiscal 2024 Results
Full year fiscal 2024 revenues were
Total bookings for fiscal 2024 were
Total Company GAAP net loss and loss per share for fiscal 2024 was
Fiscal 2024 adjusted EBITDA for the total Company was
Cash flows provided by (used in) operating activities in fiscal 2024 were
Backlog
Mercury’s total backlog at June 28, 2024 was
Conference Call Information
Management will host a conference call and simultaneous webcast at 5:00 p.m. ET on Tuesday, August 13, 2024, to discuss Mercury's quarterly financial results, business highlights and outlook. In addition, Company representatives may answer questions concerning business and financial developments and trends, the Company's view on earnings forecasts, and other business and financial matters affecting the Company, the responses to which may contain information that has not been previously disclosed.
To attend the conference call or webcast, participants should register online at ir.mrcy.com/events-presentations. Participants are requested to register a day in advance or at a minimum 15 minutes before the start of the call. A replay of the webcast will be available two hours after the call and archived on the same web page for six months.
Use of Non-GAAP Financial Measures
In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, the Company provides adjusted EBITDA, adjusted income, adjusted earnings per share (“adjusted EPS”) and free cash flow, which are non-GAAP financial measures. Adjusted EBITDA, adjusted income, and adjusted EPS exclude certain non-cash and other specified charges. The Company believes these non-GAAP financial measures are useful to help investors understand its past financial performance and prospects for the future. However, these non-GAAP measures should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. Management believes these non-GAAP measures assist in providing a more complete understanding of the Company’s underlying operational results and trends, and management uses these measures along with the corresponding GAAP financial measures to manage the Company’s business, to evaluate its performance compared to prior periods and the marketplace, and to establish operational goals. A reconciliation of GAAP to non-GAAP financial results discussed in this press release is contained in the attached exhibits.
Mercury Systems – Innovation that Matters®
Mercury Systems is a technology company that delivers mission-critical processing power to the edge, making advanced technologies profoundly more accessible for today’s most challenging aerospace and defense missions. The Mercury Processing Platform allows customers to tap into innovative capabilities from silicon to system scale, turning data into decisions on timelines that matter. Mercury’s products and solutions are deployed in more than 300 programs and across 35 countries, enabling a broad range of applications in mission computing, sensor processing, command and control, and communications. Mercury is headquartered in Andover, Massachusetts, and has 24 locations worldwide. To learn more, visit mrcy.com. (Nasdaq: MRCY)
Investors and others should note that we announce material financial information using our website (www.mrcy.com), SEC filings, press releases, public conference calls, webcasts, and social media, including X (X.com/mrcy) and LinkedIn (www.linkedin.com/company/mercury-systems). Therefore, we encourage investors and others interested in Mercury to review the information we post on the social media and other communication channels listed on our website.
Forward-Looking Safe Harbor Statement
This press release contains certain forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995, including those relating to the Company's focus on enhanced execution of the Company's strategic plan under a refreshed Board and leadership team. You can identify these statements by the words “may,” “will,” “could,” “should,” “would,” “plans,” “expects,” “anticipates,” “continue,” “estimate,” “project,” “intend,” “likely,” “forecast,” “probable,” “potential,” and similar expressions. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include, but are not limited to, continued funding of defense programs, the timing and amounts of such funding, general economic and business conditions, including unforeseen weakness in the Company’s markets, effects of any U.S. federal government shutdown or extended continuing resolution, effects of geopolitical unrest and regional conflicts, competition, changes in technology and methods of marketing, delays in or cost increases related to completing development, engineering and manufacturing programs, changes in customer order patterns, changes in product mix, continued success in technological advances and delivering technological innovations, changes in, or in the U.S. government’s interpretation of, federal export control or procurement rules and regulations, changes in, or in the interpretation or enforcement of, environmental rules and regulations, market acceptance of the Company's products, shortages in or delays in receiving components, supply chain delays or volatility for critical components such as semiconductors, production delays or unanticipated expenses including due to quality issues or manufacturing execution issues, capacity underutilization, increases in scrap or inventory write-offs, failure to achieve or maintain manufacturing quality certifications, such as AS9100, the impact of supply chain disruption, inflation and labor shortages, among other things, on program execution and the resulting effect on customer satisfaction, inability to fully realize the expected benefits from acquisitions, restructurings, and operational efficiency initiatives or delays in realizing such benefits, challenges in integrating acquired businesses and achieving anticipated synergies, effects of shareholder activism, increases in interest rates, changes to industrial security and cyber-security regulations and requirements and impacts from any cyber or insider threat events, changes in tax rates or tax regulations, such as the deductibility of internal research and development, changes to interest rate swaps or other cash flow hedging arrangements, changes to generally accepted accounting principles, difficulties in retaining key employees and customers, litigation, including the dispute arising with the former CEO over his resignation, unanticipated costs under fixed-price service and system integration engagements, and various other factors beyond our control. These risks and uncertainties also include such additional risk factors as are discussed in the Company's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended June 28, 2024 and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The Company cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made.
Contact:
David E. Farnsworth, CFO
Mercury Systems, Inc.
978-967-1991
Mercury Systems and Innovation That Matters are registered trademarks of Mercury Systems, Inc. Other product and company names mentioned may be trademarks and/or registered trademarks of their respective holders.
MERCURY SYSTEMS, INC. | ||||||||
UNAUDITED CONSOLIDATED BALANCE SHEETS | ||||||||
(In thousands) | ||||||||
June 28, | June 30, | |||||||
2024 | 2023 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 180,521 | $ | 71,563 | ||||
Accounts receivable, net | 111,441 | 124,729 | ||||||
Unbilled receivables and costs in excess of billings, net | 304,029 | 382,558 | ||||||
Inventory | 335,300 | 337,216 | ||||||
Prepaid expenses and other current assets | 22,493 | 20,952 | ||||||
Total current assets | 953,784 | 937,018 | ||||||
Property and equipment, net | 110,353 | 119,554 | ||||||
Goodwill | 938,093 | 938,093 | ||||||
Intangible assets, net | 250,512 | 298,051 | ||||||
Operating lease right-of-use assets, net | 60,860 | 63,015 | ||||||
Deferred tax asset | 58,612 | 27,099 | ||||||
Other non-current assets | 6,691 | 8,537 | ||||||
Total assets | $ | 2,378,905 | $ | 2,391,367 | ||||
Liabilities and Shareholders’ Equity | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 81,068 | $ | 103,986 | ||||
Accrued expenses | 42,926 | 28,423 | ||||||
Accrued compensation | 36,398 | 30,419 | ||||||
Income taxes payable | 109 | 13,874 | ||||||
Deferred revenues and customer advances | 73,915 | 56,562 | ||||||
Total current liabilities | 234,416 | 233,264 | ||||||
Income taxes payable | 7,713 | 5,166 | ||||||
Long-term debt | 591,500 | 511,500 | ||||||
Operating lease liabilities | 62,584 | 66,797 | ||||||
Other non-current liabilities | 9,917 | 7,955 | ||||||
Total liabilities | 906,130 | 824,682 | ||||||
Shareholders’ equity: | ||||||||
Preferred stock | — | — | ||||||
Common stock | 581 | 570 | ||||||
Additional paid-in capital | 1,242,402 | 1,196,847 | ||||||
Retained earnings | 219,799 | 357,439 | ||||||
Accumulated other comprehensive income | 9,993 | 11,829 | ||||||
Total shareholders’ equity | 1,472,775 | 1,566,685 | ||||||
Total liabilities and shareholders’ equity | $ | 2,378,905 | $ | 2,391,367 | ||||
MERCURY SYSTEMS, INC. | ||||||||||||||||
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||
(In thousands, except per share data) | ||||||||||||||||
Fourth Quarters Ended | Twelve Months Ended | |||||||||||||||
June 28, 2024 | June 30, 2023 | June 28, 2024 | June 30, 2023 | |||||||||||||
Net revenues | $ | 248,563 | $ | 253,236 | $ | 835,275 | $ | 973,882 | ||||||||
Cost of revenues(1) | 175,351 | 185,852 | 639,374 | 657,154 | ||||||||||||
Gross margin | 73,212 | 67,384 | 195,901 | 316,728 | ||||||||||||
Operating expenses: | ||||||||||||||||
Selling, general and administrative(1) | 43,365 | 32,011 | 166,786 | 160,637 | ||||||||||||
Research and development(1) | 19,417 | 27,611 | 101,328 | 108,799 | ||||||||||||
Amortization of intangible assets | 11,311 | 12,633 | 47,661 | 53,552 | ||||||||||||
Restructuring and other charges | 6,781 | 626 | 26,170 | 6,981 | ||||||||||||
Acquisition costs and other related expenses | 306 | 3,401 | 1,710 | 8,444 | ||||||||||||
Total operating expenses | 81,180 | 76,282 | 343,655 | 338,413 | ||||||||||||
Loss from operations | (7,968 | ) | (8,898 | ) | (147,754 | ) | (21,685 | ) | ||||||||
Interest income | 525 | 724 | 1,199 | 1,053 | ||||||||||||
Interest expense | (9,159 | ) | (7,311 | ) | (35,015 | ) | (25,159 | ) | ||||||||
Other (expense) income, net | (1,999 | ) | 661 | (7,705 | ) | (2,751 | ) | |||||||||
Loss before income tax benefit | (18,601 | ) | (14,824 | ) | (189,275 | ) | (48,542 | ) | ||||||||
Income tax benefit | (7,824 | ) | (6,588 | ) | (51,635 | ) | (20,207 | ) | ||||||||
Net loss | $ | (10,777 | ) | $ | (8,236 | ) | $ | (137,640 | ) | $ | (28,335 | ) | ||||
Basic net loss per share | $ | (0.19 | ) | $ | (0.15 | ) | $ | (2.38 | ) | $ | (0.50 | ) | ||||
Diluted net loss per share | $ | (0.19 | ) | $ | (0.15 | ) | $ | (2.38 | ) | $ | (0.50 | ) | ||||
Weighted-average shares outstanding: | ||||||||||||||||
Basic | 57,974 | 56,798 | 57,738 | 56,554 | ||||||||||||
Diluted | 57,974 | 56,798 | 57,738 | 56,554 | ||||||||||||
(1) Includes stock-based compensation expense, allocated as follows: | ||||||||||||||||
Cost of revenues | $ | 800 | $ | 1,260 | $ | 2,919 | $ | 2,926 | ||||||||
Selling, general and administrative | $ | 5,310 | $ | (2,397 | ) | $ | 16,936 | $ | 18,335 | |||||||
Research and development | $ | 1,136 | $ | 1,444 | $ | 5,814 | $ | 6,492 | ||||||||
MERCURY SYSTEMS, INC. | ||||||||||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||||||||
(In thousands) | ||||||||||||||||
Fourth Quarters Ended | Twelve Months Ended | |||||||||||||||
June 28, 2024 | June 30, 2023 | June 28, 2024 | June 30, 2023 | |||||||||||||
Cash flows from operating activities: | ||||||||||||||||
Net loss | $ | (10,777 | ) | $ | (8,236 | ) | $ | (137,640 | ) | $ | (28,335 | ) | ||||
Depreciation and amortization | 21,391 | 22,502 | 88,030 | 97,329 | ||||||||||||
Other non-cash items, net | 286 | (20,213 | ) | 25,764 | (16,975 | ) | ||||||||||
Cash settlement for termination of interest rate swap | — | — | 7,403 | 5,995 | ||||||||||||
Changes in operating assets and liabilities | 60,861 | 18,557 | 76,825 | (79,268 | ) | |||||||||||
Net cash provided by (used in) operating activities | 71,761 | 12,610 | 60,382 | (21,254 | ) | |||||||||||
Cash flows from investing activities: | ||||||||||||||||
Purchases of property and equipment | (10,348 | ) | (8,846 | ) | (34,291 | ) | (38,796 | ) | ||||||||
Other investing activities | — | 85 | — | 235 | ||||||||||||
Net cash used in investing activities | (10,348 | ) | (8,761 | ) | (34,291 | ) | (38,561 | ) | ||||||||
Cash flows from financing activities: | ||||||||||||||||
Proceeds from employee stock plans | 1,479 | 3,099 | 4,642 | 5,492 | ||||||||||||
Borrowings under credit facilities | — | 40,000 | 105,000 | 140,000 | ||||||||||||
Payments under credit facilities | (25,000 | ) | (40,000 | ) | (25,000 | ) | (80,000 | ) | ||||||||
Payments of deferred financing and offering costs | — | — | (1,931 | ) | — | |||||||||||
Payments for retirement of common stock | (16 | ) | — | (31 | ) | (63 | ) | |||||||||
Net cash (used in) provided by financing activities | (23,537 | ) | 3,099 | 82,680 | 65,429 | |||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | 174 | 187 | 295 | ||||||||||||
Net increase in cash and cash equivalents | 37,876 | 7,122 | 108,958 | 5,909 | ||||||||||||
Cash and cash equivalents at beginning of period | 142,645 | 64,441 | 71,563 | 65,654 | ||||||||||||
Cash and cash equivalents at end of period | $ | 180,521 | $ | 71,563 | $ | 180,521 | $ | 71,563 | ||||||||
UNAUDITED SUPPLEMENTAL INFORMATION RECONCILIATION OF GAAP TO NON-GAAP MEASURES | ||||||
(In thousands) | ||||||
Adjusted EBITDA, a non-GAAP measure for reporting financial performance, excludes the impact of certain items and, therefore, has not been calculated in accordance with GAAP. Management believes that exclusion of these items assists in providing a more complete understanding of the Company’s underlying results and trends, and management uses these measures along with the corresponding GAAP financial measures to manage the Company’s business, to evaluate its performance compared to prior periods and the marketplace, and to establish operational goals. The adjustments to calculate this non-GAAP financial measure, and the basis for such adjustments, are outlined below:
Other non-operating adjustments. The Company records other non-operating adjustments such as gains or losses on foreign currency remeasurement, investments and fixed asset sales or disposals among other adjustments. These adjustments may vary from period to period without any direct correlation to underlying operating performance.
Interest income and expense. The Company receives interest income on investments and incurs interest expense on loans, financing leases and other financing arrangements. These amounts may vary from period to period due to changes in cash and debt balances and interest rates driven by general market conditions or other circumstances which may be outside of the normal course of the Company’s operations.
Income taxes. The Company’s GAAP tax expense can fluctuate materially from period to period due to tax adjustments that are not directly related to underlying operating performance or to the current period of operations.
Depreciation. The Company incurs depreciation expense related to capital assets purchased to support the ongoing operations of the business. These assets are recorded at cost or fair value and are depreciated using the straight-line method over the useful life of the asset. Purchases of such assets may vary significantly from period to period and without any direct correlation to underlying operating performance.
Amortization of intangible assets. The Company incurs amortization of intangible assets primarily as a result of acquired intangible assets such as backlog, customer relationships and completed technologies but also due to licenses, patents and other arrangements. These intangible assets are valued at the time of acquisition or upon receipt of right to use the asset, amortized over the requisite life and generally cannot be changed or influenced by management after acquisition.
Restructuring and other charges. The Company incurs restructuring and other charges in connection with management’s decisions to undertake certain actions to realign operating expenses through workforce reductions and the closure of certain Company facilities, businesses and product lines. The Company’s adjustments reflected in restructuring and other charges are typically related to acquisitions and organizational redesign programs initiated as part of discrete post-acquisition integration activities. Management believes these items are non-routine and may not be indicative of ongoing operating results.
Impairment of long-lived assets. The Company incurs impairment charges of long-lived assets based on events that may or may not be within the control of management. Management believes these items are outside the normal operations of the Company’s business and are not indicative of ongoing operating results.
Acquisition, financing and other third party costs. The Company incurs transaction costs related to acquisition and potential acquisition opportunities, such as legal, accounting, and other third party advisory fees. The Company may also incur third party costs, such as legal, banking, communications, proxy solicitation, and other third party advisory fees in connection with engagements by activist investors or unsolicited acquisition offers. Although the Company may incur such third party costs and other related charges and adjustments, it is not indicative that any transaction will be consummated. Additionally, the Company incurs unused revolver and bank fees associated with maintaining its credit facility as well as non-cash financing expenses associated with obtaining its credit facility. Management believes these items are outside the normal operations of the Company’s business and are not indicative of ongoing operating results.
Fair value adjustments from purchase accounting. As a result of applying purchase accounting rules to acquired assets and liabilities, certain fair value adjustments are recorded in the opening balance sheet of acquired companies. These adjustments are then reflected in the Company’s income statements in periods subsequent to the acquisition. In addition, the impact of any changes to originally recorded contingent consideration amounts are reflected in the income statements in the period of the change. Management believes these items are outside the normal operations of the Company and are not indicative of ongoing operating results.
Litigation and settlement income and expense. The Company periodically receives income and incurs expenses related to pending claims and litigation and associated legal fees and potential case settlements and/or judgments. Although the Company may incur such costs and other related charges and adjustments, it is not indicative of any particular outcome until the matter is fully resolved. Management believes these items are outside the normal operations of the Company’s business, often occur in periods other than the period of activity, and are not indicative of ongoing operating results. The Company periodically receives warranty claims from customers and makes warranty claims towards its vendors and supply chain. Management believes the expenses and gains associated with these recurring warranty items are within the normal operations and operating cycle of the Company’s business. Therefore, management deems no adjustments are necessary unless under extraordinary circumstances.
COVID related expenses. The Company incurred costs associated with the COVID pandemic. These costs relate primarily to enhanced compensation and benefits for employees as well as incremental supplies and services to support social distancing and mitigate the spread of COVID. These costs include expanded sick pay related to COVID, overtime, the Mercury Employee COVID Relief Fund, meals and other compensation-related expenses as well as ongoing testing for onsite employees. Management believes these items are outside the normal operations of the Company and are not indicative of ongoing operating results.
Stock-based and other non-cash compensation expense. The Company incurs expense related to stock-based compensation included in its GAAP presentation of cost of revenues, selling, general and administrative expense and research and development expense. The Company also incurs non-cash based compensation in the form of pension related expenses and matching contributions to its defined contribution plan. Although stock-based and other non-cash compensation is an expense of the Company and viewed as a form of compensation, these expenses vary in amount from period to period, and are affected by market forces that are difficult to predict and are not within the control of management, such as the market price and volatility of the Company’s shares, risk-free interest rates and the expected term and forfeiture rates of the awards, as well as pension actuarial assumptions. Management believes that exclusion of these expenses allows comparisons of operating results to those of other companies, both public, private or foreign, that disclose non-GAAP financial measures that exclude stock-based compensation and other non-cash compensation.
Mercury uses adjusted EBITDA as an important indicator of the operating performance of its business. Management excludes the above-described items from its internal forecasts and models when establishing internal operating budgets, supplementing the financial results and forecasts reported to the Company’s board of directors, determining a portion of bonus compensation for executive officers and other key employees based on operating performance, evaluating short-term and long-term operating trends in the Company’s operations, and allocating resources to various initiatives and operational requirements. The Company believes that adjusted EBITDA permits a comparative assessment of its operating performance, relative to its performance based on its GAAP results, while isolating the effects of charges that may vary from period to period without direct correlation to underlying operating performance. The Company believes that these non-GAAP financial adjustments are useful to investors because they allow investors to evaluate the effectiveness of the methodology and information used by management in its financial and operational decision-making. The Company believes that trends in its adjusted EBITDA are valuable indicators of its operating performance.
Adjusted EBITDA is a non-GAAP financial measure and should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. This non-GAAP financial measure may not be computed in the same manner as similarly titled measures used by other companies. The Company expects to continue to incur expenses similar to the adjusted EBITDA financial adjustments described above, and investors should not infer from the Company’s presentation of this non-GAAP financial measure that these costs are unusual, infrequent or non-recurring.
The following table reconciles the most directly comparable GAAP financial measure to the non-GAAP financial measure.
Fourth Quarters Ended | Twelve Months Ended | |||||||||||||||
June 28, 2024 | June 30, 2023 | June 28, 2024 | June 30, 2023 | |||||||||||||
Net loss | $ | (10,777 | ) | $ | (8,236 | ) | $ | (137,640 | ) | $ | (28,335 | ) | ||||
Other non-operating adjustments, net | (217 | ) | (1,586 | ) | (592 | ) | (1,589 | ) | ||||||||
Interest expense, net | 8,634 | 6,587 | 33,816 | 24,106 | ||||||||||||
Income tax benefit | (7,824 | ) | (6,588 | ) | (51,635 | ) | (20,207 | ) | ||||||||
Depreciation | 10,080 | 9,869 | 40,369 | 43,777 | ||||||||||||
Amortization of intangible assets | 11,311 | 12,633 | 47,661 | 53,552 | ||||||||||||
Restructuring and other charges | 6,781 | 626 | 26,170 | 6,981 | ||||||||||||
Impairment of long-lived assets | — | — | — | — | ||||||||||||
Acquisition, financing and other third party costs | 1,400 | 3,834 | 4,370 | 10,019 | ||||||||||||
Fair value adjustments from purchase accounting | 178 | 177 | 710 | 356 | ||||||||||||
Litigation and settlement expense, net | 945 | (1,246 | ) | 4,927 | 495 | |||||||||||
COVID related expenses | — | 5 | — | 67 | ||||||||||||
Stock-based and other non-cash compensation expense | 10,650 | 5,859 | 41,257 | 43,031 | ||||||||||||
Adjusted EBITDA | $ | 31,161 | $ | 21,934 | $ | 9,413 | $ | 132,253 | ||||||||
Free cash flow, a non-GAAP measure for reporting cash flow, is defined as cash provided by operating activities less capital expenditures for property and equipment, which includes capitalized software development costs, and, therefore, has not been calculated in accordance with GAAP. Management believes free cash flow provides investors with an important perspective on cash available for investment and acquisitions after making capital investments required to support ongoing business operations and long-term value creation. The Company believes that trends in its free cash flow are valuable indicators of its operating performance and liquidity.
Free cash flow is a non-GAAP financial measure and should not be considered in isolation or as a substitute for financial information provided in accordance with GAAP. This non-GAAP financial measure may not be computed in the same manner as similarly titled measures used by other companies. The Company expects to continue to incur expenditures similar to the free cash flow financial adjustment described above, and investors should not infer from the Company’s presentation of this non-GAAP financial measure that these expenditures reflect all of the Company's obligations which require cash.
The following table reconciles the most directly comparable GAAP financial measure to the non-GAAP financial measure.
Fourth Quarters Ended | Twelve Months Ended | |||||||||||||||
June 28, 2024 | June 30, 2023 | June 28, 2024 | June 30, 2023 | |||||||||||||
Net cash provided by (used in) operating activities | $ | 71,761 | $ | 12,610 | $ | 60,382 | $ | (21,254 | ) | |||||||
Purchases of property and equipment | (10,348 | ) | (8,846 | ) | (34,291 | ) | (38,796 | ) | ||||||||
Free cash flow | $ | 61,413 | $ | 3,764 | $ | 26,091 | $ | (60,050 | ) | |||||||
UNAUDITED SUPPLEMENTAL INFORMATION RECONCILIATION OF GAAP TO NON-GAAP MEASURES |
(In thousands, except per share data) |
Adjusted income and adjusted earnings per share (“adjusted EPS”) are non-GAAP measures for reporting financial performance, exclude the impact of certain items and, therefore, have not been calculated in accordance with GAAP. Management believes that exclusion of these items assists in providing a more complete understanding of the Company’s underlying results and trends and allows for comparability with its peer company index and industry. These non-GAAP financial measures may not be computed in the same manner as similarly titled measures used by other companies. The Company uses these measures along with the corresponding GAAP financial measures to manage the Company’s business and to evaluate its performance compared to prior periods and the marketplace. The Company defines adjusted income as income before other non-operating adjustments, amortization of intangible assets, restructuring and other charges, impairment of long-lived assets, acquisition, financing and other third party costs, fair value adjustments from purchase accounting, litigation and settlement income and expense, COVID related expenses, and stock-based and other non-cash compensation expense. The impact to income taxes includes the impact to the effective tax rate, current tax provision and deferred tax provision(1). Adjusted EPS expresses adjusted income on a per share basis using weighted average diluted shares outstanding.
The following tables reconcile the most directly comparable GAAP financial measures to the non-GAAP financial measures.
Fourth Quarters Ended | ||||||||||||||||
June 28, 2024 | June 30, 2023 | |||||||||||||||
Net loss and loss per share | $ | (10,777 | ) | $ | (0.19 | ) | $ | (8,236 | ) | $ | (0.15 | ) | ||||
Other non-operating adjustments, net | (217 | ) | (1,586 | ) | ||||||||||||
Amortization of intangible assets | 11,311 | 12,633 | ||||||||||||||
Restructuring and other charges | 6,781 | 626 | ||||||||||||||
Impairment of long-lived assets | — | — | ||||||||||||||
Acquisition, financing and other third party costs | 1,400 | 3,834 | ||||||||||||||
Fair value adjustments from purchase accounting | 178 | 177 | ||||||||||||||
Litigation and settlement expense, net | 945 | (1,246 | ) | |||||||||||||
COVID related expenses | — | 5 | ||||||||||||||
Stock-based and other non-cash compensation expense | 10,650 | 5,859 | ||||||||||||||
Impact to income taxes(1) | (7,033 | ) | (5,909 | ) | ||||||||||||
Adjusted income and adjusted earnings per share(2) | $ | 13,238 | $ | 0.23 | $ | 6,157 | $ | 0.11 | ||||||||
Diluted weighted-average shares outstanding | 58,048 | 57,059 | ||||||||||||||
(1) Impact to income taxes is calculated by recasting income before income taxes to include the items involved in determining adjusted income and recalculating the income tax provision using this adjusted income from operations before income taxes. The recalculation also adjusts for any discrete tax expense or benefit related to the items. | ||||||||||||||||
(2) Adjusted earnings per share is calculated using diluted shares whereas Net loss per share is calculated using basic shares. There was a | ||||||||||||||||
Fiscal Years Ended | ||||||||||||||||
June 28, 2024 | June 30, 2023 | |||||||||||||||
Net loss and loss per share | $ | (137,640 | ) | $ | (2.38 | ) | $ | (28,335 | ) | $ | (0.50 | ) | ||||
Other non-operating adjustments, net | (592 | ) | (1,589 | ) | ||||||||||||
Amortization of intangible assets | 47,661 | 53,552 | ||||||||||||||
Restructuring and other charges | 26,170 | 6,981 | ||||||||||||||
Impairment of long-lived assets | — | — | ||||||||||||||
Acquisition, financing and other third party costs | 4,370 | 10,019 | ||||||||||||||
Fair value adjustments from purchase accounting | 710 | 356 | ||||||||||||||
Litigation and settlement expense, net | 4,927 | 495 | ||||||||||||||
COVID related expenses | — | 67 | ||||||||||||||
Stock-based and other non-cash compensation expense | 41,257 | 43,031 | ||||||||||||||
Impact to income taxes(1) | (26,621 | ) | (27,776 | ) | ||||||||||||
Adjusted (loss) income and adjusted (loss) earnings per share(2) | $ | (39,758 | ) | $ | (0.69 | ) | $ | 56,801 | $ | 1.00 | ||||||
Diluted weighted-average shares outstanding | 57,738 | 56,874 | ||||||||||||||
(1) Impact to income taxes is calculated by recasting income before income taxes to include the items involved in determining adjusted income and recalculating the income tax provision using this adjusted income from operations before income taxes. The recalculation also adjusts for any discrete tax expense or benefit related to the items. | ||||||||||||||||
(2) Adjusted earnings per share is calculated using diluted shares whereas Net loss per share is calculated using basic shares. There was no impact to the calculation of adjusted earnings per share as a result of this for the twelve months ended June 28, 2024 and June 30, 2023. | ||||||||||||||||
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