Cover Page
Cover Page - shares | 6 Months Ended | |
Jul. 02, 2023 | Aug. 07, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 02, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40345 | |
Entity Registrant Name | SkyWater Technology, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 37-1839853 | |
Entity Address, Address Line One | 2401 East 86th Street | |
Entity Address, City or Town | Bloomington | |
Entity Address, State or Province | MN | |
Entity Address, Postal Zip Code | 55425 | |
City Area Code | 952 | |
Local Phone Number | 851-5200 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | SKYT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 46,283,552 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001819974 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 16,178 | $ 30,025 |
Accounts receivable, net | 77,085 | 62,670 |
Inventories | 16,024 | 13,397 |
Prepaid expenses and other current assets | 9,069 | 10,290 |
Income tax receivable | 107 | 169 |
Total current assets | 118,463 | 116,551 |
Property and equipment, net | 169,540 | 179,915 |
Intangible assets, net | 5,216 | 5,608 |
Other assets | 5,517 | 3,690 |
Total assets | 298,736 | 305,764 |
Current liabilities: | ||
Current portion of long-term debt | 1,964 | 1,855 |
Accounts payable | 14,182 | 21,102 |
Accrued expenses | 32,112 | 25,212 |
Short-term financing, net of unamortized debt issuance costs | 54,233 | 55,817 |
Deferred revenue - current | 27,943 | 28,186 |
Total current liabilities | 130,434 | 132,172 |
Long-term liabilities: | ||
Long-term debt, less current portion and net of unamortized debt issuance costs | 34,778 | 35,181 |
Long-term incentive plan | 0 | 1,643 |
Deferred revenue - long-term | 59,839 | 67,967 |
Deferred income tax liability, net | 1,202 | 1,239 |
Other long-term liabilities | 9,601 | 13,585 |
Total long-term liabilities | 105,420 | 119,615 |
Total liabilities | 235,854 | 251,787 |
Commitments and contingencies (Note 11) | ||
Shareholders’ equity: | ||
Preferred stock, $0.01 par value per share (80,000,000 shares authorized; zero issued and outstanding) | 0 | 0 |
Common stock, $0.01 par value per share (200,000,000 shares authorized; 45,399,761 and 43,704,876 shares issued and outstanding) | 454 | 437 |
Additional paid-in capital | 166,179 | 147,304 |
Accumulated deficit | (107,310) | (94,072) |
Total shareholders’ equity, SkyWater Technology, Inc. | 59,323 | 53,669 |
Noncontrolling interests | 3,559 | 308 |
Total shareholders’ equity | 62,882 | 53,977 |
Total liabilities and shareholders’ equity | $ 298,736 | $ 305,764 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jul. 02, 2023 | Jan. 01, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share (in USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 80,000,000 | 80,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value per share (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 45,399,761 | 43,704,876 |
Common stock, shares outstanding (in shares) | 45,399,761 | 43,704,876 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 69,811 | $ 47,407 | $ 135,905 | $ 95,528 |
Cost of revenue | 53,144 | 45,327 | 102,770 | 94,388 |
Gross profit | 16,667 | 2,080 | 33,135 | 1,140 |
Research and development | 2,396 | 2,361 | 5,063 | 4,643 |
Selling, general and administrative expense | 17,820 | 10,795 | 32,716 | 22,485 |
Operating income (loss) | (3,549) | (11,076) | (4,644) | (25,988) |
Interest expense | (2,950) | (1,040) | (5,421) | (2,069) |
Income (loss) before income taxes | (6,499) | (12,116) | (10,065) | (28,057) |
Income tax expense (benefit) | 25 | 63 | 25 | (131) |
Net income (loss) | (6,524) | (12,179) | (10,090) | (27,926) |
Less: net income attributable to noncontrolling interests | 2,066 | 826 | 2,773 | 1,685 |
Net income (loss) attributable to SkyWater Technology, Inc. | $ (8,590) | $ (13,005) | $ (12,863) | $ (29,611) |
Net income (loss) per share attributable to common shareholders, basic (in USD per share) | $ (0.19) | $ (0.32) | $ (0.29) | $ (0.74) |
Net income (loss) per share attributable to common shareholders, diluted (in USD per share) | $ (0.19) | $ (0.32) | $ (0.29) | $ (0.74) |
Weighted average shares used in computing net income (loss) per common share, basic (in shares) | 44,743,269 | 40,203,050 | 44,280,343 | 40,031,615 |
Weighted average shares used in computing net income (loss) per common share, diluted (in shares) | 44,743,269 | 40,203,050 | 44,280,343 | 40,031,615 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Shareholders’ Equity (Deficit) - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | At The Market Offering | Total Shareholders’ Equity, SkyWater Technology, Inc. | Total Shareholders’ Equity, SkyWater Technology, Inc. Cumulative Effect, Period of Adoption, Adjustment | Total Shareholders’ Equity, SkyWater Technology, Inc. At The Market Offering | Preferred Stock | Common Stock | Common Stock At The Market Offering | Additional Paid-in Capital | Additional Paid-in Capital At The Market Offering | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit) Cumulative Effect, Period of Adoption, Adjustment | Noncontrolling Interests |
Beginning balance of preferred stock (in shares) at Jan. 02, 2022 | 0 | |||||||||||||
Beginning balance of common stock (in shares) at Jan. 02, 2022 | 39,836,000 | |||||||||||||
Beginning balance at Jan. 02, 2022 | $ 59,927 | $ 61,127 | $ 0 | $ 398 | $ 115,208 | $ (54,479) | $ (1,200) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Issuance of common stock | 5,050 | 5,050 | 5,050 | |||||||||||
Issuance of common stock pursuant to equity compensation plans (in shares) | 614,000 | |||||||||||||
Issuance of common stock pursuant to equity compensation plans | 1,445 | 1,445 | $ 6 | 1,439 | ||||||||||
Net distribution to VIE member | (867) | (867) | ||||||||||||
Net income (loss) | (27,926) | (29,611) | (29,611) | 1,685 | ||||||||||
Ending balance of preferred stock (in shares) at Jul. 03, 2022 | 0 | |||||||||||||
Ending balance of common stock (in shares) at Jul. 03, 2022 | 40,450,000 | |||||||||||||
Ending balance at Jul. 03, 2022 | 37,629 | 38,011 | $ 0 | $ 404 | 121,697 | (84,090) | (382) | |||||||
Beginning balance of preferred stock (in shares) at Apr. 03, 2022 | 0 | |||||||||||||
Beginning balance of common stock (in shares) at Apr. 03, 2022 | 39,905,000 | |||||||||||||
Beginning balance at Apr. 03, 2022 | 47,509 | 48,187 | $ 0 | $ 399 | 118,873 | (71,085) | (678) | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Issuance of common stock pursuant to equity compensation plans (in shares) | 545,000 | |||||||||||||
Issuance of common stock pursuant to equity compensation plans | 786 | 786 | $ 5 | 781 | ||||||||||
Stock-based compensation | 2,043 | 2,043 | 2,043 | |||||||||||
Net distribution to VIE member | (530) | (530) | ||||||||||||
Net income (loss) | (12,179) | (13,005) | (13,005) | 826 | ||||||||||
Ending balance of preferred stock (in shares) at Jul. 03, 2022 | 0 | |||||||||||||
Ending balance of common stock (in shares) at Jul. 03, 2022 | 40,450,000 | |||||||||||||
Ending balance at Jul. 03, 2022 | $ 37,629 | 38,011 | $ 0 | $ 404 | 121,697 | (84,090) | (382) | |||||||
Beginning balance of preferred stock (in shares) at Jan. 01, 2023 | 0 | 0 | ||||||||||||
Beginning balance of common stock (in shares) at Jan. 01, 2023 | 43,704,876 | 43,705,000 | ||||||||||||
Beginning balance at Jan. 01, 2023 | $ 53,977 | $ (375) | 53,669 | $ (375) | $ 0 | $ 437 | 147,304 | (94,072) | $ (375) | 308 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Issuance of common stock (in shares) | 1,156,000 | |||||||||||||
Issuance of common stock | $ 12,153 | $ 12,153 | $ 12 | $ 12,141 | ||||||||||
Issuance of common stock pursuant to equity compensation plans (in shares) | 539,000 | |||||||||||||
Issuance of common stock pursuant to equity compensation plans | 2,919 | 2,919 | $ 5 | 2,914 | ||||||||||
Stock-based compensation | 3,820 | 3,820 | 3,820 | |||||||||||
Net contribution from VIE member | 478 | 478 | ||||||||||||
Net income (loss) | $ (10,090) | (12,863) | (12,863) | 2,773 | ||||||||||
Ending balance of preferred stock (in shares) at Jul. 02, 2023 | 0 | 0 | ||||||||||||
Ending balance of common stock (in shares) at Jul. 02, 2023 | 45,399,761 | 45,400,000 | ||||||||||||
Ending balance at Jul. 02, 2023 | $ 62,882 | 59,323 | $ 0 | $ 454 | 166,179 | (107,310) | 3,559 | |||||||
Beginning balance of preferred stock (in shares) at Apr. 02, 2023 | 0 | |||||||||||||
Beginning balance of common stock (in shares) at Apr. 02, 2023 | 44,280,000 | |||||||||||||
Beginning balance at Apr. 02, 2023 | 57,472 | 56,487 | $ 0 | $ 443 | 154,764 | (98,720) | 985 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Issuance of common stock (in shares) | 911,000 | |||||||||||||
Issuance of common stock | 9,457 | 9,457 | $ 9 | 9,448 | ||||||||||
Issuance of common stock pursuant to equity compensation plans (in shares) | 209,000 | |||||||||||||
Issuance of common stock pursuant to equity compensation plans | 2 | 2 | $ 2 | |||||||||||
Stock-based compensation | 1,967 | 1,967 | 1,967 | |||||||||||
Net contribution from VIE member | 508 | 508 | ||||||||||||
Net income (loss) | $ (6,524) | (8,590) | (8,590) | 2,066 | ||||||||||
Ending balance of preferred stock (in shares) at Jul. 02, 2023 | 0 | 0 | ||||||||||||
Ending balance of common stock (in shares) at Jul. 02, 2023 | 45,399,761 | 45,400,000 | ||||||||||||
Ending balance at Jul. 02, 2023 | $ 62,882 | $ 59,323 | $ 0 | $ 454 | $ 166,179 | $ (107,310) | $ 3,559 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 02, 2023 | Jul. 03, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (10,090) | $ (27,926) |
Adjustments to reconcile net income (loss) to net cash flows used in operating activities: | ||
Depreciation and amortization | 14,559 | 13,657 |
Amortization of debt issuance costs included in interest expense | 876 | 348 |
Long-term incentive and stock-based compensation | 3,820 | 5,334 |
Cash paid for contingent consideration in excess of initial valuation | 0 | (375) |
Deferred income taxes | (37) | (137) |
Cash paid for operating leases | (12) | 0 |
Cash paid for interest on finance leases | (415) | 0 |
Provision for credit losses | 3,602 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (17,425) | (1,024) |
Inventories | (2,627) | (3,865) |
Prepaid expenses and other assets | (606) | (751) |
Accounts payable and accrued expenses | (1,344) | 6,047 |
Deferred revenue | (8,371) | (5,170) |
Income tax receivable and payable | 62 | 0 |
Net cash used in operating activities | (18,008) | (13,862) |
Cash flows from investing activities: | ||
Purchase of software and licenses | (612) | (400) |
Purchases of property and equipment | (2,608) | (5,463) |
Net cash used in investing activities | (3,220) | (5,863) |
Cash flows from financing activities: | ||
Draws on revolving line of credit | 121,350 | 0 |
Paydowns of revolving line of credit | (123,810) | 0 |
Net proceeds on Revolver | 0 | 18,946 |
Net proceeds from tool financing | 496 | 0 |
Repayment of VIE financing | (791) | (509) |
Cash paid for principal on finance leases | (456) | (416) |
Proceeds from the issuance of common stock pursuant to the employee stock purchase plan | 1,276 | 1,128 |
Proceeds from the issuance of common stock, net of commissions | 12,144 | 0 |
Cash paid on license technology obligations | (2,350) | (500) |
Net contributions (distributions) from (to) noncontrolling interest | (478) | (867) |
Net cash provided by financing activities | 7,381 | 17,782 |
Net uses of cash and cash equivalents | (13,847) | (1,943) |
Cash and cash equivalents - beginning of period | 30,025 | 12,917 |
Cash and cash equivalents - end of period | 16,178 | 10,974 |
Supplemental disclosure of cash flow information: | ||
Interest | 3,825 | 1,857 |
Income taxes | 0 | 3 |
Noncash investing and financing activity: | ||
Capital expenditures incurred, not yet paid | 2 | 6,972 |
Equipment acquired through capital lease obligations | 1 | 9,008 |
Intangible assets acquired, not yet paid | $ 0 | $ 2,562 |
Nature of Business
Nature of Business | 6 Months Ended |
Jul. 02, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Nature of Business SkyWater Technology, Inc., together with its consolidated subsidiaries (collectively, "SkyWater", the "Company", “it”, or “its”), is a U.S.-based, independent, pure-play technology foundry that offers advanced semiconductor development and manufacturing services from its fabrication facility, or fab, in Minnesota and advanced packaging services from its Florida facility. SkyWater's technology-as-a-service model leverages a strong foundation of proprietary technology to co-develop process technology intellectual property with its customers that enables disruptive concepts through its Advanced Technology Services for diverse microelectronics (integrated circuits, or ICs) and related micro- and nanotechnology applications. In addition to these differentiated technology development services, SkyWater supports customers with volume production of ICs for high-growth markets through its Wafer Services. SkyWater is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012. |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 6 Months Ended |
Jul. 02, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The condensed consolidated financial statements as of July 2, 2023, and for the three and six months ended July 2, 2023 and July 3, 2022, are presented in thousands of U.S. dollars (except share and per share information), are unaudited, and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all financial information and disclosures required by U.S. GAAP for complete financial statements. These unaudited interim condensed consolidated financial statements should be read in conjunction with SkyWater's audited consolidated financial statements and the related notes thereto as of January 1, 2023 and for the year then ended. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments, which include normal and recurring adjustments that are, in the opinion of management, necessary for the fair presentation of the Company's financial position as of July 2, 2023 and results of operations, shareholders' equity, and cash flows for the three and six months ended July 2, 2023 and July 3, 2022. The results of operations for the three and six months ended July 2, 2023 are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2023, or for any other interim period, or for any other future year. Principles of Consolidation The condensed consolidated financial statements include the Company's assets, liabilities, revenues, and expenses, as well as the assets, liabilities, revenues, and expenses of the Company's subsidiaries in which it has a controlling financial interest, SkyWater Technology Foundry, Inc. (“SkyWater Technology Foundry”), SkyWater Federal, LLC (“SkyWater Federal”), SkyWater Florida, Inc. (“SkyWater Florida”), and Oxbow Realty Partners, LLC ("Oxbow Realty"), a variable interest entity (“VIE”) for which SkyWater is the primary beneficiary and an affiliate of the Company's principal shareholder, CMI Oxbow Partners, LLC ("Oxbow"). All intercompany accounts and transactions have been eliminated in consolidation. Liquidity and Cash Requirements The accompanying condensed consolidated financial statements have been prepared on the basis of the realization of assets and the satisfaction of liabilities and commitments in the normal course of business and do not include any adjustments to the recoverability and classifications of recorded assets and liabilities as a result of uncertainties. For the three and six months ended July 2, 2023, the Company incurred losses of $8,590 and $12,863, respectively. As of July 2, 2023, the Company had cash and cash equivalents of $16,178. SkyWater's ability to execute its operating strategy is dependent on its ability to maintain liquidity and continue to access capital through the Revolver (as defined in Note 6 – Debt ) and other sources of financing. The current business plans indicate that the Company may require additional liquidity to continue to operate for the next 12 months from the issuance of the condensed consolidated financial statements. The Company has identified specific actions that can be taken to reduce operating costs and improve cash flow, including reductions in spending and delays in hiring certain personnel. If such actions are taken, it may require the Company to decrease its level of investment in new products and technologies, or discontinue further expansion of its business. The Company also obtained a support letter from Oxbow Industries, LLC ("Oxbow Industries"), an affiliate of Oxbow, to provide funding in an amount up to $12,500, if necessary, to enable the Company to meet its obligations as they become due through at least one year beyond the issuance of these financial statements. Based upon SkyWater's operating forecasts, its cash and cash equivalents on hand, available borrowings on the Revolver, potential cost reduction measures it could undertake, and the support letter from Oxbow Industries, as needed, management believes SkyWater will have sufficient liquidity to fund its operations for the next twelve months from the issuance of the condensed consolidated financial statements. Additionally, the Company could raise additional capital through the ATM Program (as defined below) and seek additional equity or debt financing, including a refinancing and/or expansion of the Revolver, however it cannot provide any assurance that additional funds will be available when needed or, if available, will be available on terms that are acceptable to the Company. See Note 8 – Shareholders’ Equity for information regarding the ATM Program. SkyWater has based this estimate on assumptions that may prove to be wrong, and its operating plan may change as a result of many factors currently unknown to it. To the extent that the Company's current resources and plans to potentially reduce expenses are insufficient to satisfy the Company's cash requirements, it may need to seek additional equity or debt financing. The Company's ability to do so depends on prevailing economic conditions and other factors, many of which are beyond SkyWater's control. Use of Estimates The preparation of the condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations and various other assumptions that management believes are reasonable under the circumstances. Actual results could differ from those estimates. Net Loss Per Share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of shares outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per common share is computed by dividing the net loss by the weighted-average number of shares and potentially dilutive securities outstanding for the period determined using the treasury-stock method. Because the Company reported a net loss for the three and six months ended July 2, 2023 and July 3, 2022, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share because the potentially dilutive shares would have been anti-dilutive if included in the calculation. At July 2, 2023 and July 3, 2022, there were restricted stock units and stock options totaling 2,483,000 and 2,526,000, respectively, excluded from the computation of diluted weighted-average shares outstanding because their inclusion would have been anti-dilutive. The following table sets forth the computation of basic and diluted net loss per common share for the three and six months ended July 2, 2023 and July 3, 2022: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 (in thousands, except per share data) Numerator: Net loss attributable to SkyWater Technology, Inc. $ (8,590) $ (13,005) $ (12,863) $ (29,611) Denominator: Weighted-average common shares outstanding, basic and diluted 44,743 40,203 44,280 40,032 Net loss per common share, basic and diluted $ (0.19) $ (0.32) $ (0.29) $ (0.74) Operating Segment Information Operating segments are identified as components of an enterprise about which separate financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. SkyWater operates and manages its business as a single operating segment. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jul. 02, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended January 1, 2023 include an additional discussion of the significant accounting policies and estimates used in the preparation of the condensed consolidated financial statements. The Company made no material changes to its significant accounting policies and estimates during the three and six months ended July 2, 2023. However, the Company adopted the provision of the new credit loss accounting standard as discussed below. Recently Adopted Accounting Standards In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, "Leases", later codified in FASB Accounting Standards Codification ("ASC") Topic 842, "Leases" ("Topic 842"). Topic 842 was effective for public business entities for fiscal years beginning after December 15, 2018. As an emerging growth company, SkyWater adopted Topic 842 on January 3, 2022 for the year ending January 1, 2023. The guidance in Topic 842 supersedes the guidance in ASC Topic 840, "Leases". Under Topic 842, lessees are required to recognize lease right of use assets and lease liabilities on the balance sheet. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the statement of operations. The Company adopted Topic 842, and all related amendments using the "Comparatives Under 840 Option" transition approach. Under this transition approach, the Company did not restate prior periods, nor restate prior lease disclosures. The Company also elected certain practical expedients allowed by Topic 842 which, among other things, allowed it to carry forward historical lease classification conclusions previously made under Topic 840 and to exclude from the scope of its application of Topic 842 lease arrangements with terms less than twelve months. The most significant impact of adopting Topic 842 was the recognition of lease right-of-use assets and lease liabilities for operating leases. The adoption of Topic 842 resulted in the recognition of an initial right-of-use asset of $184 and an initial lease liability of $184 for its operating leases. The Company's accounting for finance leases has remained substantially unchanged. |
Revenue
Revenue | 6 Months Ended |
Jul. 02, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Wafer Services Contract In March 2022, the Company signed a contract with a significant wafer services customer. Per the terms of the contract, orders placed by the customer are non-cancellable and SkyWater has an enforceable right to payment for any finished or in-process wafers plus a reasonable margin. The wafers produced for that customer are highly customized and have no alternative use. Control of these wafers is deemed to transfer to the customer over time during the fabrication process, using the same measure of progress toward satisfying the promise to deliver the units to the customer. The contract price is recognized as revenue over time based on actual costs incurred in the fabrication process to date relative to total expected costs to produce all wafers. The contract terms and pricing is applicable to all in-process and future wafers. The Company recorded revenue of $8,230 in the three months ended April 3, 2022 to account for recognition of wafer services activities in process. Revenue Recognition of Advanced Technology Services Contract Revenue on fixed price contracts is recognized over time as work progresses using either the input or output method based upon which method the Company believes represents the best indication of the overall progress toward satisfying each performance obligation. Over time revenue recognition using the output method relies on performance completed to date or contractual milestones if they correlate directly with the progress to satisfy the Company's performance obligations. Over time revenue recognition using the input method is based on costs incurred to date compared to estimated total cost required to complete each performance obligation as of the reporting date. The Company measures progress by comparing total costs incurred to date to the total estimated costs of each performance obligation, and record that proportion of the contract price allocated to that performance obligation as revenue. Costs include labor, manufacturing costs, materials and other direct costs related to the customer contract. During the third quarter of 2022 and first quarter of 2023, the Company signed contracts with a significant Advanced Technology Services customer for which revenue is recognized based upon the input method using a cost-based measure of progress. Disaggregated Revenue The following tables disclose revenue for the three and six months ended July 2, 2023 and July 3, 2022 by product type and the timing of recognition of revenue for transfer of goods and services to customers: Three Months Ended July 2, 2023 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 3,238 $ 13,564 $ — $ 16,802 Advanced Technology Services Time & materials contracts — 27,914 — 27,914 Fixed price contracts — 23,928 — 23,928 Other — — 1,167 1,167 Total Advanced Technology Services 1 — 51,842 1,167 53,009 Total revenue $ 3,238 $ 65,406 $ 1,167 $ 69,811 __________________ 1 Total Advanced Technology Services revenue includes $936 of tool revenue. Three Months Ended July 3, 2022 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 3,519 $ 14,065 $ — $ 17,584 Advanced Technology Services Time & materials contracts — 20,000 — 20,000 Fixed price contracts — 8,656 — 8,656 Other — — 1,167 1,167 Total Advanced Technology Services 1 — 28,656 1,167 29,823 Total revenue $ 3,519 $ 42,721 $ 1,167 $ 47,407 __________________ 1 Total Advanced Technology Services revenue includes $313 of tool revenue. Six Months Ended July 2, 2023 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 7,188 $ 27,401 $ — $ 34,589 Advanced Technology Services Time & materials contracts — 55,746 — 55,746 Fixed price contracts — 43,236 — 43,236 Other — — 2,334 2,334 Total Advanced Technology Services 1 — 98,982 2,334 101,316 Total revenue $ 7,188 $ 126,383 $ 2,334 $ 135,905 __________________ 1 Total Advanced Technology Services revenue includes $1,472 of tool revenue. Six Months Ended July 3, 2022 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 16,724 $ 22,406 $ — $ 39,130 Advanced Technology Services Time & materials contracts — 38,908 — 38,908 Fixed price contracts — 15,156 — 15,156 Other — — 2,334 2,334 Total Advanced Technology Services 1 — 54,064 2,334 56,398 Total revenue $ 16,724 $ 76,470 $ 2,334 $ 95,528 __________________ 1 Total Advanced Technology Services revenue includes $1,297 of tool revenue. The following table discloses revenue for the three and six months ended July 2, 2023 and July 3, 2022 by country as determined based on customer address: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 United States $ 59,920 $ 38,550 $ 118,122 $ 80,908 Hong Kong 2,983 2,104 6,002 $ 3,040 Canada 2,117 1,864 4,506 3,534 United Kingdom 3,770 1,443 3,874 $ 3,224 All others 1,021 3,446 3,401 4,822 $ 69,811 $ 47,407 $ 135,905 $ 95,528 The following customers accounted for 10% or more of revenue for the three and six months ended July 2, 2023 and July 3, 2022: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 Customer A 21 % 21 % 20 % 20 % Customer B 18 % 28 % 19 % 34 % Customer E 13 % * 14 % * 52 % 49 % 53 % 54 % __________________ * Represents less than 10% of revenue. The loss of a major customer could adversely affect the Company's operating results and financial condition. Deferred Contract Costs The Company recognized accretion of deferred contract costs in its condensed consolidated statements of operations totaling $32 for the three months ended July 2, 2023. The Company recognized amortization of deferred contract costs of $399 for the three months ended July 3, 2022, and $715 and $594 for the six months ended July 2, 2023 and July 3, 2022, respectively. Contract Assets Contract assets were $28,572 and $34,625 at July 2, 2023 and January 1, 2023, respectively, and are included in accounts receivable, net in the Company's condensed consolidated balance sheets. Contract Liabilities The contract liabilities and other significant components of deferred revenue are as follows: July 2, 2023 January 1, 2023 Contract Deferred Total Contract Deferred Total Current $ 23,276 $ 4,667 $ 27,943 $ 23,519 $ 4,667 $ 28,186 Long-term 55,561 4,278 59,839 61,356 6,611 67,967 Total $ 78,837 $ 8,945 $ 87,782 $ 84,875 $ 11,278 $ 96,153 The decrease in contract liabilities from January 1, 2023 to July 2, 2023 was primarily the result of completion of specific performance obligations for the Company's customers. Of the Company's total contract liabilities at January 1, 2023, 12% have been recognized in revenue during the six months ended July 2, 2023. Of the Company's total contract liabilities at January 2, 2022, 8% were recognized in revenue during the six months ended July 3, 2022. Remaining Performance Obligations As of July 2, 2023, the Company had approximately $130,707 of remaining performance obligations that had not been fully satisfied on contracts with an original expected duration of one year or more, which were primarily related to Advanced Technology Services contracts. The Company expects to recognize those revenues as it satisfies its performance obligations, which do not exceed 6.5 years. The Company does not disclose the value of remaining performance obligations for contracts with an original expected duration of one year or less. Further, the Company does not adjust the promised amount of consideration for the effects of financing if it expects, at contract inception, that the period between when it transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. |
Balance Sheet Information
Balance Sheet Information | 6 Months Ended |
Jul. 02, 2023 | |
Balance Sheet Information [Abstract] | |
Balance Sheet Information | Balance Sheet Information Certain significant amounts included in the Company's condensed consolidated balance sheets are summarized in the following tables: July 2, 2023 January 1, 2023 Accounts receivable: Trade accounts receivable $ 52,908 $ 29,683 Unbilled revenue (contract assets) 28,572 34,625 Allowance for credit losses (4,395) (1,638) Total accounts receivable, net $ 77,085 $ 62,670 Three Months Ended Six Months Ended Allowance for credit losses: July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 Balance at beginning of period 4,167 — 1,638 — Add Adoption of Credit Loss Standard (Topic 326) — — 375 — Provision for credit losses 1,448 — 3,602 — Deduct Accounts written-off 1,220 — 1,220 — Less recoveries of accounts charged-off — — — — Net account charge-offs (recoveries) 1,220 — 1,220 — Balance at end of period $ 4,395 $ — $ 4,395 $ — July 2, 2023 January 1, 2023 Inventories: Raw materials $ 4,352 $ 3,991 Work-in-process 59 359 Supplies and spare parts 11,613 9,047 Total inventories—current 16,024 13,397 Supplies and spare parts classified as other assets 3,042 2,605 Total inventories $ 19,066 $ 16,002 July 2, 2023 January 1, 2023 Prepaid expenses and other current assets: Prepaid expenses $ 1,828 $ 2,395 Prepaid inventory 374 129 Equipment purchased for customers 1 5,669 5,669 Deferred contract costs 748 2,097 Other 450 — Total prepaid assets and other current assets $ 9,069 $ 10,290 __________________ 1 The Company acquired equipment for a customer that is being installed and calibrated in its facility. Prior to the customer obtaining ownership and control of the equipment, the Company recorded costs incurred to date within prepaid expenses and other current assets. July 2, 2023 January 1, 2023 Property and equipment, net: Land $ 5,396 $ 5,396 Buildings and improvements 88,182 88,141 Machinery and equipment 193,074 187,276 Fixed assets not yet in service 7,089 9,746 Total property and equipment, at cost 1 293,741 290,559 Less: Accumulated depreciation 1 (124,201) (110,644) Total property and equipment, net 1 $ 169,540 $ 179,915 __________________ 1 Includes $13,332 and $12,521 of cost and $(3,519) and $(2,781) of accumulated depreciation associated with capital assets subject to financing leases as of July 2, 2023 and January 1, 2023, respectively. Depreciation expense was $6,700 and $6,683 for the three months ended July 2, 2023 and July 3, 2022, respectively, and $13,556 and $12,714 for the six months ended July 2, 2023 and July 3, 2022, respectively, substantially all of which was classified as cost of revenue. July 2, 2023 January 1, 2023 Intangible assets, net: Software and licensed technology $ 10,889 $ 10,277 Less: Accumulated amortization (5,673) (4,669) Total intangible assets, net $ 5,216 $ 5,608 Intangible assets consist of purchased software and license costs from the acquisition of Cypress Semiconductor Corporation in 2017. Additionally, the Company has entered into license agreements for third-party software and licensed technology, which also comprise intangible assets. During the six months ended July 2, 2023, the Company acquired third-party software and licensed technology of $612, which will be amortized over a weighted average estimated life of 3 years. For the three months ended July 2, 2023 and July 3, 2022, amortization of software and licensed technology was $507 and $518, respectively, and $1,003 and $943 for the six months ended July 2, 2023 and July 3, 2022, respectively. Remaining estimated aggregate annual amortization expense is as follows for the years ending: Amortization Remainder of 2023 $ 728 2024 1,018 2025 816 2026 590 2027 308 Thereafter 1,756 Total $ 5,216 July 2, 2023 January 1, 2023 Other assets: Supplies and spare parts $ 3,042 $ 2,605 Deferred contract costs 352 — Operating lease right-of-use assets 119 141 Other assets 2,004 944 Total other assets $ 5,517 $ 3,690 July 2, 2023 January 1, 2023 Accrued expenses: Accrued compensation $ 8,172 $ 5,705 Licensed technology 1,000 1,500 Accrued commissions 267 30 Accrued fixed asset expenditures — 20 Accrued royalties 4,162 4,734 Current portion of operating lease liabilities 46 44 Current portion of finance lease liabilities 627 786 Accrued inventory 1,782 1,294 Accrued consulting fees 3,820 — Other accrued expenses 12,236 11,099 Total accrued expenses $ 32,112 $ 25,212 July 2, 2023 January 1, 2023 Other long-term liabilities: Finance lease obligations $ 9,525 $ 9,257 Operating lease liability 76 100 Accrued customer payable — 3,728 Licensed technology — 500 Total other long-term liabilities $ 9,601 $ 13,585 |
Debt
Debt | 6 Months Ended |
Jul. 02, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The components of debt outstanding at July 2, 2023 and January 1, 2023 are as follows: July 2, 2023 January 1, 2023 Revolver $ 57,796 $ 60,093 VIE Financing 36,299 36,826 Tool financing loan 3,102 3,037 Unamortized debt issuance costs 1 (6,222) (7,103) Total long-term debt, including current maturities 90,975 92,853 Less: Current portion of long-term debt (56,197) (57,672) Total long-term debt, excluding current portion $ 34,778 $ 35,181 __________________ 1 Unamortized debt issuance costs as of July 2, 2023 included $3,563 for the Revolver (as defined below) and $2,659 for the VIE Financing (as defined below). Unamortized debt issuance costs as of January 1, 2023 included $4,277 for the Revolver and $2,826 for the VIE Financing. Revolver The outstanding balance of the revolving line of credit (the “Revolver”) under the Company's Loan and Security Agreement with Siena Lending Group LLC was $57,796 as of July 2, 2023 at an interest rate of 11.6% due in December 2025. The remaining availability under the Revolver was $34,635 as of July 2, 2023. As of July 2, 2023, the Company was in compliance with applicable financial covenants of the Revolver and expect to be in compliance with applicable financial covenants over the next twelve months. VIE Financing On September 30, 2020, Oxbow Realty, our consolidated VIE (see Note 12 – Related Party Transactions and Note 13 – Variable Interest Entity ), entered into a loan agreement for $39,000 (the “VIE Financing”) to finance the acquisition of the building and land associated with SkyWater's primary operating location in Bloomington, Minnesota. The VIE Financing is repayable in equal monthly installments of $194 over 10 years, with the remaining balance payable at the maturity date of October 6, 2030. The interest rate under the VIE Financing is fixed at 3.44%. The VIE Financing is guaranteed by Oxbow, who is also the sole equity holder of Oxbow Realty. The terms of the VIE Financing include provisions that grant the lender several protective rights when certain triggering events defined in the loan agreement occur, including events tied to SkyWater’s occupancy of the Bloomington, Minnesota facility and SkyWater’s financial performance. The occurrence of these triggering events do not represent events of default, nor do they result in the VIE Financing becoming callable, rather the protective rights become enforceable by the lender. Based on the level of SkyWater’s earnings before interest, taxes, depreciation, amortization, and restructuring or rent costs relative to gross rents paid from SkyWater to Oxbow Realty, as defined in the loan agreement, a trigger event exists and the lender’s protective rights are currently enforceable. Pursuant to its protective rights, the lender has retained in a restricted account amounts paid by SkyWater to Oxbow Realty pursuant to the Company’s related party lease agreement that are in excess of the scheduled debt payments paid by Oxbow Realty to the lender. The funds held in the restricted accounts become remittable back to Oxbow Realty once the trigger event is cured. As of July 2, 2023, Oxbow Realty maintained a $4,542 receivable for the cumulative amount of excess payments held by the lender in the restricted account. Tool Financing Loan Between fourth quarter 2022 and first quarter 2023, SkyWater entered into an arrangement to sell a manufacturing tool to an equipment financing lender for $3,596. The agreements include bargain purchase options at the end of the lease terms which the Company intends to exercise. These transactions represent failed sale leasebacks with the manufacturing tool retained on the Company's balance sheet and the proceeds received recorded as financial obligations. Maturities Future principal payments of the Revolver, the VIE Financing, and tool financing loan, excluding unamortized debt issuance costs, are as follows: Remainder of 2023 $ 58,801 2024 2,103 2025 2,185 2026 1,752 2027 1,219 Thereafter 31,137 Total $ 97,197 |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 02, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's effective tax rates for each of the three and six months ended July 2, 2023 and July 3, 2022 differ from its 21% statutory tax rates due to state income taxes, permanent tax differences, the tax impact of the vesting of restricted stock units and changes in the deferred tax asset valuation allowance. The effective tax rate in any quarter can be affected positively or negatively by adjustments that are required to be reported in the specific quarter of resolution. The effective income tax rate for the three months ended July 2, 2023 and July 3, 2022 was (0.4)% and (0.5)%, respectively, and the effective income tax rate for the six months ended July 2, 2023 and July 3, 2022 was (0.2)% and 0.5% respectively. Management regularly evaluates the future realization of deferred tax assets and provides a valuation allowance, if considered necessary, based on such evaluation. As part of the evaluation, management has evaluated taxable income in carryback years, future reversals of taxable temporary differences, feasible tax planning strategies, and future expectations of income. Based upon this analysis, a valuation allowance of $20,734 and $19,855 was recorded as of July 2, 2023 and January 1, 2023, respectively, to reduce the net deferred tax assets to the amount that is more likely than not to be realized. No liability has been recorded for uncertain tax positions. If applicable, the Company would accrue income tax related interest and penalties in income tax expense in its condensed consolidated statement of operations. There were no interest or penalties incurred during the three and six months ended July 2, 2023 and July 3, 2022. In August 2022, the U.S. enacted the Creating Helpful Incentives to Produce Semiconductors and Science Act of 2022 (the "CHIPS Act"). The CHIPS Act provides incentives to semiconductor chip manufacturers in the United States, including providing a 25% manufacturing investment credit for investments in semiconductor manufacturing property placed in service after December 31, 2022, for which construction begins before January 1, 2027. Property investments qualify for the 25% credit if, among other requirements, the property is integral to the operation of an advanced manufacturing facility, defined as having a primary purpose of manufacturing semiconductors or semiconductor manufacturing equipment. Currently, management is evaluating the impact of the CHIPS Act on its business. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jul. 02, 2023 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | Shareholders’ Equity On September 2, 2022, SkyWater entered into an Open Market Sale Agreement with Jefferies LLC with respect to an at the market offering program (the "ATM Program"). Pursuant to the agreement, the Company may, from time to time, offer and sell up to $100,000 in shares of the Company’s common stock. During the six months ended July 2, 2023, the Company sold approximately 1,301,470 shares at an average sale price of $10.34 per share, resulting in gross proceeds of approximately $13,454 before deducting sales commissions and fees of approximately $404. The Company used the net proceeds to pay down the Revolver and fund its operations. Subsequent to July 2, 2023, the Company sold approximately 779,697 shares under the Open Market Sale Agreement at an average sale price of $9.72 per share, resulting in gross proceeds of approximately $7,575 before deducting sales commissions and fees of approximately $227. As of July 2, 2023, approximately $82,506 in shares were available for issuance under the Open Market Sale Agreement. Taking into account the sales that settled subsequent to July 2, 2023, approximately $74,930 in shares are available for issuance under the ATM Program as of the date of this report. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jul. 02, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation Share-based compensation expense was allocated in the condensed consolidated statements of operations as follows: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 Cost of revenue $ 291 $ 534 $ 804 $ 1,574 Research and development 217 127 379 333 Selling, general and administrative expense 1,459 1,382 2,637 3,143 $ 1,967 $ 2,043 $ 3,820 $ 5,050 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 02, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements ASC Topic 820, "Fair Value Measurement and Disclosure" (Topic 820), defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company uses the fair value hierarchy defined in Topic 820 to categorize assets and liabilities subject to fair value reporting into three levels, as follows, based on the inputs used to derive the fair value of these balances. • Level 1 – Quoted prices in active markets for identical assets or liabilities; • Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 inputs were used in the valuation of the Company's contingent consideration obligation. The change in level 3 assets measured at fair value on a recurring basis is summarized as follows: Six Months Ended July 2, 2023 July 3, 2022 Beginning balance $ — $ 816 Payments — (375) Change in fair value — — Ending balance $ — $ 441 Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 02, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation From time to time, the Company is involved in legal proceedings and subject to claims arising in the ordinary course of its business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes that the resolution of these ordinary-course matters will not have a material adverse effect on its business, operating results, financial condition or cash flows. Even if any particular litigation is resolved in a manner that is favorable to the Company's interests, such litigation can have a negative impact on its results because of defense and settlement costs, diversion of management resources from its business and other factors. Capital Expenditures The Company has various contracts outstanding with third parties which primarily relate to the completion of a building expansion project to increase manufacturing capacity at its Minnesota facility. The Company has approximately $8.6 million of contractual commitments outstanding as of July 2, 2023. Center for NeoVation On January 25, 2021, the Company entered into a technology and economic development agreement (the “TED Agreement”), and a lease agreement (the “CfN Lease”) with the government of Osceola County, Florida (“Osceola”) and ICAMR, Inc., a Florida non-profit corporation (“BRIDG”), to lease and operate the Center for NeoVation (the “CfN”), a semiconductor research and development and manufacturing facility that serves as its primary operating location in Kissimmee, Florida. Under the CfN Lease, the Company agrees to bring the plant to full production capacity within 5 years, and then to operate the plant at full capacity for an additional 15 years. At the end of the lease, SkyWater will take ownership of the facility. The Company is responsible for taxes, utilities, insurance, maintenance, operation of the assets, and making capital investments in the facility to bring it to full production capacity. Investments and costs required to bring the facility to full capacity will be substantial. The Company may terminate the TED Agreement and CfN Lease with 18 months' notice. In the event the Company terminates the agreements, it is required to continue to operate the CfN until the earlier of either a replacement operator is found, or the 18-month notice period expires, and it may be required to make a payment of up to $15,000 to Osceola. Build Back Better Grant |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jul. 02, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In August 2022, SkyWater entered into an agreement with Oxbow Industries to provide funding in an amount up to $12,500, if necessary, to enable the Company to meet its obligations as they become due. In March 2023, the agreement was amended to extend the term through March 2025. No amounts have been provided to the Company under this agreement. Sale-Leaseback Transaction On September 29, 2020, SkyWater entered into an agreement to sell the land and building representing its primary operating location in Bloomington, Minnesota to Oxbow Realty. In the fourth quarter of 2020, SkyWater entered into an agreement to lease the land and building back from Oxbow Realty for initial payments of $394 per month over 20 years. The monthly payments are subject to a 2% increase each year during the term of the lease. The Company is also required to make certain customary payments constituting "additional rent," including certain monthly reserve, insurance and tax payments, in accordance with the terms of the lease agreement. Future minimum lease commitments to Oxbow Realty as of July 2, 2023 were as follows (such amounts are eliminated from the Company's condensed consolidated financial statements due to the consolidation of Oxbow Realty, see Note 13 – Variable Interest Entity ): Remainder of 2023 2,474 2024 5,031 2025 5,132 2026 5,234 2027 5,339 Thereafter 78,776 Total lease payments 101,986 Less: imputed interest (74,246) Total $ 27,740 |
Variable Interest Entity
Variable Interest Entity | 6 Months Ended |
Jul. 02, 2023 | |
Condensed Financial Information Disclosure [Abstract] | |
Variable Interest Entity | Variable Interest Entity Oxbow Realty was established by Oxbow for the purpose of holding real estate and facilitating real estate transactions. This included the purchase of the land and building of SkyWater's primary operating location in Bloomington, Minnesota with proceeds from a bank loan (see Note 6 – Debt ) and managing the leaseback of the land and building to SkyWater (see Note 12 – Related Party Transactions ). Management determined that Oxbow Realty meets the definition of a VIE under FASB Topic 810, "Consolidation" ("Topic 810"), because it lacks sufficient equity to finance its activities. Furthermore, the Company is the primary beneficiary of Oxbow Realty as it has the power to direct operating and maintenance decisions of its Bloomington, Minnesota facility during the lease term, which would most significantly affect the VIE’s economic performance. As the primary beneficiary, the Company consolidates the assets, liabilities and results of operations of Oxbow Realty pursuant to Topic 810, eliminating any transactions between the Company and Oxbow Realty, and recording a noncontrolling interest for the economic interest in Oxbow Realty not owned by the Company because the owners of SkyWater's common stock do not legally have rights or obligations to the profits or losses of Oxbow Realty. In addition, the assets of Oxbow Realty can only be used to settle its liabilities, and the creditors of Oxbow Realty do not have recourse to the general credit of SkyWater. The following table shows the carrying amounts of assets and liabilities of Oxbow Realty that are consolidated by the Company as of July 2, 2023 and January 1, 2023. The assets and liabilities are presented prior to consolidation, and thus a portion of these assets and liabilities are eliminated in consolidation. July 2, 2023 January 1, 2023 Cash and cash equivalents $ 20 $ 16 Accounts receivable 4,545 — Prepaid expenses 21 860 Finance receivable 40,388 37,652 Other assets 746 256 Total assets $ 45,720 $ 38,784 Accounts payable $ 4,280 $ 117 Accrued expenses 243 1,581 Deferred revenue 1,386 — Debt 36,252 36,778 Total liabilities $ 42,161 $ 38,476 The following table shows the revenue and expenses of Oxbow Realty for the three and six months ended July 2, 2023 and July 3, 2022. These amounts have been included, net of eliminations, in the notes to the condensed consolidated financial statements. Three Months Ended Six Months Ended July 2, 2023 Three Months Ended July 3, 2022 July 2, 2023 July 3, 2022 Revenue $ 2,631 $ 1,262 $ 3,949 $ 2,522 General and administrative expenses 252 102 545 179 Interest expense 313 334 631 658 Total expenses 565 436 1,176 837 Net income $ 2,066 $ 826 $ 2,773 $ 1,685 |
Leases
Leases | 6 Months Ended |
Jul. 02, 2023 | |
Leases [Abstract] | |
Lesses | LeasesSkyWater as the Lessor In March 2020, SkyWater executed a contract with a customer that includes an operating lease for the right to use a specified portion of the Company's primary operating location in Bloomington, Minnesota to produce wafers using the customer’s equipment. The contractual amount that relates to revenue from an operating lease was $21,000, and is being recognized over the estimated lease term of 4.5 years . The total amount was prepaid by the customer and recorded as deferred revenue (see Note 4 – Revenue |
Basis of Presentation and Pri_2
Basis of Presentation and Principles of Consolidation (Policies) | 6 Months Ended |
Jul. 02, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the Company's assets, liabilities, revenues, and expenses, as well as the assets, liabilities, revenues, and expenses of the Company's subsidiaries in which it has a controlling financial interest, SkyWater Technology Foundry, Inc. (“SkyWater Technology Foundry”), SkyWater Federal, LLC (“SkyWater Federal”), SkyWater Florida, Inc. (“SkyWater Florida”), and Oxbow Realty Partners, LLC ("Oxbow Realty"), a variable interest entity (“VIE”) for which SkyWater is the primary beneficiary and an affiliate of the Company's principal shareholder, CMI Oxbow Partners, LLC ("Oxbow"). All intercompany accounts and transactions have been eliminated in consolidation. |
Liquidity and Cash Requirements | Liquidity and Cash Requirements The accompanying condensed consolidated financial statements have been prepared on the basis of the realization of assets and the satisfaction of liabilities and commitments in the normal course of business and do not include any adjustments to the recoverability and classifications of recorded assets and liabilities as a result of uncertainties. For the three and six months ended July 2, 2023, the Company incurred losses of $8,590 and $12,863, respectively. As of July 2, 2023, the Company had cash and cash equivalents of $16,178. SkyWater's ability to execute its operating strategy is dependent on its ability to maintain liquidity and continue to access capital through the Revolver (as defined in Note 6 – Debt ) and other sources of financing. The current business plans indicate that the Company may require additional liquidity to continue to operate for the next 12 months from the issuance of the condensed consolidated financial statements. The Company has identified specific actions that can be taken to reduce operating costs and improve cash flow, including reductions in spending and delays in hiring certain personnel. If such actions are taken, it may require the Company to decrease its level of investment in new products and technologies, or discontinue further expansion of its business. The Company also obtained a support letter from Oxbow Industries, LLC ("Oxbow Industries"), an affiliate of Oxbow, to provide funding in an amount up to $12,500, if necessary, to enable the Company to meet its obligations as they become due through at least one year beyond the issuance of these financial statements. Based upon SkyWater's operating forecasts, its cash and cash equivalents on hand, available borrowings on the Revolver, potential cost reduction measures it could undertake, and the support letter from Oxbow Industries, as needed, management believes SkyWater will have sufficient liquidity to fund its operations for the next twelve months from the issuance of the condensed consolidated financial statements. Additionally, the Company could raise additional capital through the ATM Program (as defined below) and seek additional equity or debt financing, including a refinancing and/or expansion of the Revolver, however it cannot provide any assurance that additional funds will be available when needed or, if available, will be available on terms that are acceptable to the Company. See Note 8 – Shareholders’ Equity for information regarding the ATM Program. SkyWater has based this estimate on assumptions that may prove to be wrong, and its operating plan may change as a result of many factors currently unknown to it. To the extent that the Company's current resources and plans to potentially reduce expenses are insufficient to satisfy the Company's cash requirements, it may need to seek additional equity or debt financing. The Company's ability to do so depends on prevailing economic conditions and other factors, many of which are beyond SkyWater's control. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations and various other assumptions that management believes are reasonable under the circumstances. Actual results could differ from those estimates. |
Net Loss Per Share | Net Loss Per Share Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of shares outstanding during the period, without consideration for potentially dilutive securities. Diluted net loss per common share is computed by dividing the net loss by the weighted-average number of shares and potentially dilutive securities outstanding for the period determined using the treasury-stock method. Because the Company reported a net loss for the three and six months ended July 2, 2023 and July 3, 2022, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share because the potentially dilutive shares would have been anti-dilutive if included in the calculation. At July 2, 2023 and July 3, 2022, there were restricted stock units and stock options totaling 2,483,000 and 2,526,000, respectively, excluded from the computation of diluted weighted-average shares outstanding because their inclusion would have been anti-dilutive. |
Operating Segment Information | Operating Segment Information Operating segments are identified as components of an enterprise about which separate financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. SkyWater operates and manages its business as a single operating segment. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, "Leases", later codified in FASB Accounting Standards Codification ("ASC") Topic 842, "Leases" ("Topic 842"). Topic 842 was effective for public business entities for fiscal years beginning after December 15, 2018. As an emerging growth company, SkyWater adopted Topic 842 on January 3, 2022 for the year ending January 1, 2023. The guidance in Topic 842 supersedes the guidance in ASC Topic 840, "Leases". Under Topic 842, lessees are required to recognize lease right of use assets and lease liabilities on the balance sheet. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the statement of operations. The Company adopted Topic 842, and all related amendments using the "Comparatives Under 840 Option" transition approach. Under this transition approach, the Company did not restate prior periods, nor restate prior lease disclosures. The Company also elected certain practical expedients allowed by Topic 842 which, among other things, allowed it to carry forward historical lease classification conclusions previously made under Topic 840 and to exclude from the scope of its application of Topic 842 lease arrangements with terms less than twelve months. The most significant impact of adopting Topic 842 was the recognition of lease right-of-use assets and lease liabilities for operating leases. The adoption of Topic 842 resulted in the recognition of an initial right-of-use asset of $184 and an initial lease liability of $184 for its operating leases. The Company's accounting for finance leases has remained substantially unchanged. |
Basis of Presentation and Pri_3
Basis of Presentation and Principles of Consolidation (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Common Share | The following table sets forth the computation of basic and diluted net loss per common share for the three and six months ended July 2, 2023 and July 3, 2022: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 (in thousands, except per share data) Numerator: Net loss attributable to SkyWater Technology, Inc. $ (8,590) $ (13,005) $ (12,863) $ (29,611) Denominator: Weighted-average common shares outstanding, basic and diluted 44,743 40,203 44,280 40,032 Net loss per common share, basic and diluted $ (0.19) $ (0.32) $ (0.29) $ (0.74) |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenue | The following tables disclose revenue for the three and six months ended July 2, 2023 and July 3, 2022 by product type and the timing of recognition of revenue for transfer of goods and services to customers: Three Months Ended July 2, 2023 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 3,238 $ 13,564 $ — $ 16,802 Advanced Technology Services Time & materials contracts — 27,914 — 27,914 Fixed price contracts — 23,928 — 23,928 Other — — 1,167 1,167 Total Advanced Technology Services 1 — 51,842 1,167 53,009 Total revenue $ 3,238 $ 65,406 $ 1,167 $ 69,811 __________________ 1 Total Advanced Technology Services revenue includes $936 of tool revenue. Three Months Ended July 3, 2022 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 3,519 $ 14,065 $ — $ 17,584 Advanced Technology Services Time & materials contracts — 20,000 — 20,000 Fixed price contracts — 8,656 — 8,656 Other — — 1,167 1,167 Total Advanced Technology Services 1 — 28,656 1,167 29,823 Total revenue $ 3,519 $ 42,721 $ 1,167 $ 47,407 __________________ 1 Total Advanced Technology Services revenue includes $313 of tool revenue. Six Months Ended July 2, 2023 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 7,188 $ 27,401 $ — $ 34,589 Advanced Technology Services Time & materials contracts — 55,746 — 55,746 Fixed price contracts — 43,236 — 43,236 Other — — 2,334 2,334 Total Advanced Technology Services 1 — 98,982 2,334 101,316 Total revenue $ 7,188 $ 126,383 $ 2,334 $ 135,905 __________________ 1 Total Advanced Technology Services revenue includes $1,472 of tool revenue. Six Months Ended July 3, 2022 Topic 606 Revenue Point-in-Time Over Time Lease Revenue Total Revenue Wafer Services $ 16,724 $ 22,406 $ — $ 39,130 Advanced Technology Services Time & materials contracts — 38,908 — 38,908 Fixed price contracts — 15,156 — 15,156 Other — — 2,334 2,334 Total Advanced Technology Services 1 — 54,064 2,334 56,398 Total revenue $ 16,724 $ 76,470 $ 2,334 $ 95,528 __________________ 1 Total Advanced Technology Services revenue includes $1,297 of tool revenue. |
Schedule of Revenue by Country | The following table discloses revenue for the three and six months ended July 2, 2023 and July 3, 2022 by country as determined based on customer address: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 United States $ 59,920 $ 38,550 $ 118,122 $ 80,908 Hong Kong 2,983 2,104 6,002 $ 3,040 Canada 2,117 1,864 4,506 3,534 United Kingdom 3,770 1,443 3,874 $ 3,224 All others 1,021 3,446 3,401 4,822 $ 69,811 $ 47,407 $ 135,905 $ 95,528 |
Schedule of Revenue by Major Customers by Reporting Segments | The following customers accounted for 10% or more of revenue for the three and six months ended July 2, 2023 and July 3, 2022: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 Customer A 21 % 21 % 20 % 20 % Customer B 18 % 28 % 19 % 34 % Customer E 13 % * 14 % * 52 % 49 % 53 % 54 % __________________ * Represents less than 10% of revenue. |
Schedule of Contract Liabilities | The contract liabilities and other significant components of deferred revenue are as follows: July 2, 2023 January 1, 2023 Contract Deferred Total Contract Deferred Total Current $ 23,276 $ 4,667 $ 27,943 $ 23,519 $ 4,667 $ 28,186 Long-term 55,561 4,278 59,839 61,356 6,611 67,967 Total $ 78,837 $ 8,945 $ 87,782 $ 84,875 $ 11,278 $ 96,153 |
Balance Sheet Information (Tabl
Balance Sheet Information (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Balance Sheet Information [Abstract] | |
Schedule of Accounts Receivable, Net | July 2, 2023 January 1, 2023 Accounts receivable: Trade accounts receivable $ 52,908 $ 29,683 Unbilled revenue (contract assets) 28,572 34,625 Allowance for credit losses (4,395) (1,638) Total accounts receivable, net $ 77,085 $ 62,670 |
Schedule of Allowance for Credit Loss | Three Months Ended Six Months Ended Allowance for credit losses: July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 Balance at beginning of period 4,167 — 1,638 — Add Adoption of Credit Loss Standard (Topic 326) — — 375 — Provision for credit losses 1,448 — 3,602 — Deduct Accounts written-off 1,220 — 1,220 — Less recoveries of accounts charged-off — — — — Net account charge-offs (recoveries) 1,220 — 1,220 — Balance at end of period $ 4,395 $ — $ 4,395 $ — |
Schedule of Inventories | July 2, 2023 January 1, 2023 Inventories: Raw materials $ 4,352 $ 3,991 Work-in-process 59 359 Supplies and spare parts 11,613 9,047 Total inventories—current 16,024 13,397 Supplies and spare parts classified as other assets 3,042 2,605 Total inventories $ 19,066 $ 16,002 |
Schedule of Prepaid Expenses and Other Current Assets | July 2, 2023 January 1, 2023 Prepaid expenses and other current assets: Prepaid expenses $ 1,828 $ 2,395 Prepaid inventory 374 129 Equipment purchased for customers 1 5,669 5,669 Deferred contract costs 748 2,097 Other 450 — Total prepaid assets and other current assets $ 9,069 $ 10,290 __________________ 1 The Company acquired equipment for a customer that is being installed and calibrated in its facility. Prior to the customer obtaining ownership and control of the equipment, the Company recorded costs incurred to date within prepaid expenses and other current assets. |
Schedule of Property and Equipment, Net | July 2, 2023 January 1, 2023 Property and equipment, net: Land $ 5,396 $ 5,396 Buildings and improvements 88,182 88,141 Machinery and equipment 193,074 187,276 Fixed assets not yet in service 7,089 9,746 Total property and equipment, at cost 1 293,741 290,559 Less: Accumulated depreciation 1 (124,201) (110,644) Total property and equipment, net 1 $ 169,540 $ 179,915 __________________ |
Schedule of Intangible Assets | July 2, 2023 January 1, 2023 Intangible assets, net: Software and licensed technology $ 10,889 $ 10,277 Less: Accumulated amortization (5,673) (4,669) Total intangible assets, net $ 5,216 $ 5,608 |
Schedule of Remaining Estimated Aggregate Annual Amortization Expense | Remaining estimated aggregate annual amortization expense is as follows for the years ending: Amortization Remainder of 2023 $ 728 2024 1,018 2025 816 2026 590 2027 308 Thereafter 1,756 Total $ 5,216 |
Schedule of Other Assets | July 2, 2023 January 1, 2023 Other assets: Supplies and spare parts $ 3,042 $ 2,605 Deferred contract costs 352 — Operating lease right-of-use assets 119 141 Other assets 2,004 944 Total other assets $ 5,517 $ 3,690 |
Schedule of Accrued Expenses | July 2, 2023 January 1, 2023 Accrued expenses: Accrued compensation $ 8,172 $ 5,705 Licensed technology 1,000 1,500 Accrued commissions 267 30 Accrued fixed asset expenditures — 20 Accrued royalties 4,162 4,734 Current portion of operating lease liabilities 46 44 Current portion of finance lease liabilities 627 786 Accrued inventory 1,782 1,294 Accrued consulting fees 3,820 — Other accrued expenses 12,236 11,099 Total accrued expenses $ 32,112 $ 25,212 |
Schedule of Other Noncurrent Liabilities | July 2, 2023 January 1, 2023 Other long-term liabilities: Finance lease obligations $ 9,525 $ 9,257 Operating lease liability 76 100 Accrued customer payable — 3,728 Licensed technology — 500 Total other long-term liabilities $ 9,601 $ 13,585 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Outstanding | The components of debt outstanding at July 2, 2023 and January 1, 2023 are as follows: July 2, 2023 January 1, 2023 Revolver $ 57,796 $ 60,093 VIE Financing 36,299 36,826 Tool financing loan 3,102 3,037 Unamortized debt issuance costs 1 (6,222) (7,103) Total long-term debt, including current maturities 90,975 92,853 Less: Current portion of long-term debt (56,197) (57,672) Total long-term debt, excluding current portion $ 34,778 $ 35,181 __________________ 1 Unamortized debt issuance costs as of July 2, 2023 included $3,563 for the Revolver (as defined below) and $2,659 for the VIE Financing (as defined below). Unamortized debt issuance costs as of January 1, 2023 included $4,277 for the Revolver and $2,826 for the VIE Financing. |
Schedule of Future Principal Payments | Future principal payments of the Revolver, the VIE Financing, and tool financing loan, excluding unamortized debt issuance costs, are as follows: Remainder of 2023 $ 58,801 2024 2,103 2025 2,185 2026 1,752 2027 1,219 Thereafter 31,137 Total $ 97,197 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation Expense | Share-based compensation expense was allocated in the condensed consolidated statements of operations as follows: Three Months Ended Six Months Ended July 2, 2023 July 3, 2022 July 2, 2023 July 3, 2022 Cost of revenue $ 291 $ 534 $ 804 $ 1,574 Research and development 217 127 379 333 Selling, general and administrative expense 1,459 1,382 2,637 3,143 $ 1,967 $ 2,043 $ 3,820 $ 5,050 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Change in Level 3 Assets Measured at Fair Value On a Recurring Basis | The change in level 3 assets measured at fair value on a recurring basis is summarized as follows: Six Months Ended July 2, 2023 July 3, 2022 Beginning balance $ — $ 816 Payments — (375) Change in fair value — — Ending balance $ — $ 441 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Future Minimum Lease Commitments | Future minimum lease commitments to Oxbow Realty as of July 2, 2023 were as follows (such amounts are eliminated from the Company's condensed consolidated financial statements due to the consolidation of Oxbow Realty, see Note 13 – Variable Interest Entity ): Remainder of 2023 2,474 2024 5,031 2025 5,132 2026 5,234 2027 5,339 Thereafter 78,776 Total lease payments 101,986 Less: imputed interest (74,246) Total $ 27,740 |
Variable Interest Entity (Table
Variable Interest Entity (Tables) | 6 Months Ended |
Jul. 02, 2023 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule of VIE Condensed Balance Sheet Statements | The following table shows the carrying amounts of assets and liabilities of Oxbow Realty that are consolidated by the Company as of July 2, 2023 and January 1, 2023. The assets and liabilities are presented prior to consolidation, and thus a portion of these assets and liabilities are eliminated in consolidation. July 2, 2023 January 1, 2023 Cash and cash equivalents $ 20 $ 16 Accounts receivable 4,545 — Prepaid expenses 21 860 Finance receivable 40,388 37,652 Other assets 746 256 Total assets $ 45,720 $ 38,784 Accounts payable $ 4,280 $ 117 Accrued expenses 243 1,581 Deferred revenue 1,386 — Debt 36,252 36,778 Total liabilities $ 42,161 $ 38,476 |
Schedule of VIE Condensed Income Statements | The following table shows the revenue and expenses of Oxbow Realty for the three and six months ended July 2, 2023 and July 3, 2022. These amounts have been included, net of eliminations, in the notes to the condensed consolidated financial statements. Three Months Ended Six Months Ended July 2, 2023 Three Months Ended July 3, 2022 July 2, 2023 July 3, 2022 Revenue $ 2,631 $ 1,262 $ 3,949 $ 2,522 General and administrative expenses 252 102 545 179 Interest expense 313 334 631 658 Total expenses 565 436 1,176 837 Net income $ 2,066 $ 826 $ 2,773 $ 1,685 |
Basis of Presentation and Pri_4
Basis of Presentation and Principles of Consolidation - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jul. 02, 2023 USD ($) shares | Aug. 17, 2022 USD ($) | Jul. 03, 2022 shares | Jul. 02, 2023 USD ($) | Jul. 03, 2022 USD ($) | Jul. 02, 2023 USD ($) segment | Jul. 03, 2022 USD ($) | Jan. 01, 2023 USD ($) | |
Organization, Consolidation And Presentation Of Financial Statements [Line Items] | ||||||||
Net loss attributable to SkyWater Technology, Inc. | $ (8,590) | $ (13,005) | $ (12,863) | $ (29,611) | ||||
Cash and cash equivalents | $ 16,178 | $ 16,178 | $ 16,178 | $ 30,025 | ||||
Number of operating segments | segment | 1 | |||||||
Restricted Stock Units and Stock Options | ||||||||
Organization, Consolidation And Presentation Of Financial Statements [Line Items] | ||||||||
Units excluded from computation (in shares) | shares | 2,483,000 | 2,526,000 | ||||||
Funding to Meet Obligations as they Become Due | Oxbow | ||||||||
Organization, Consolidation And Presentation Of Financial Statements [Line Items] | ||||||||
Funding agreement with related party (up to) | $ 12,500 |
Basis of Presentation and Pri_5
Basis of Presentation and Principles of Consolidation - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Numerator: | ||||
Net loss attributable to SkyWater Technology, Inc. | $ (8,590) | $ (13,005) | $ (12,863) | $ (29,611) |
Denominator: | ||||
Weighted-average common shares outstanding, basic (in shares) | 44,743,269 | 40,203,050 | 44,280,343 | 40,031,615 |
Weighted-average common shares outstanding, diluted (in shares) | 44,743,269 | 40,203,050 | 44,280,343 | 40,031,615 |
Net loss per common share, basic (in USD per share) | $ (0.19) | $ (0.32) | $ (0.29) | $ (0.74) |
Net loss per common share, diluted (in USD per share) | $ (0.19) | $ (0.32) | $ (0.29) | $ (0.74) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Apr. 02, 2023 | Jan. 02, 2023 | Jan. 01, 2023 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 03, 2022 | Jan. 02, 2022 |
Organization, Consolidation And Presentation Of Financial Statements [Line Items] | ||||||||
Operating lease right-of-use assets | $ 119 | $ 141 | $ 184 | |||||
Operating lease liability | $ 184 | |||||||
Stockholders' equity, including portion attributable to noncontrolling interest | 62,882 | $ 57,472 | 53,977 | $ 37,629 | $ 47,509 | $ 59,927 | ||
Retained Earnings (Accumulated Deficit) | ||||||||
Organization, Consolidation And Presentation Of Financial Statements [Line Items] | ||||||||
Stockholders' equity, including portion attributable to noncontrolling interest | $ (107,310) | $ (98,720) | (94,072) | $ (84,090) | $ (71,085) | $ (54,479) | ||
Cumulative Effect, Period of Adoption, Adjustment | ||||||||
Organization, Consolidation And Presentation Of Financial Statements [Line Items] | ||||||||
Stockholders' equity, including portion attributable to noncontrolling interest | (375) | |||||||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings (Accumulated Deficit) | ||||||||
Organization, Consolidation And Presentation Of Financial Statements [Line Items] | ||||||||
Stockholders' equity, including portion attributable to noncontrolling interest | $ 375 | $ (375) |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 02, 2023 | Jul. 03, 2022 | Apr. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | Jan. 01, 2023 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||||
Accretion of deferred contract costs | $ 32 | |||||
Amortization of deferred contract costs | $ 399 | $ 715 | $ 594 | |||
Contract assets | $ 28,572 | $ 28,572 | $ 34,625 | |||
Contract liabilities recognized in revenue (as a percent) | 12,000% | 8,000% | ||||
Wafer Services | ||||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||||
Deferred revenue recognized | $ 8,230 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Lease Revenue | $ 1,167 | $ 1,167 | $ 2,334 | $ 2,334 |
Total Revenue | 69,811 | 47,407 | 135,905 | 95,528 |
Wafer Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Lease Revenue | 0 | 0 | 0 | 0 |
Total Revenue | 16,802 | 17,584 | 34,589 | 39,130 |
Advanced Technology Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Lease Revenue | 1,167 | 1,167 | 2,334 | 2,334 |
Total Revenue | 53,009 | 29,823 | 101,316 | 56,398 |
Time & materials contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Lease Revenue | 0 | 0 | 0 | 0 |
Total Revenue | 27,914 | 20,000 | 55,746 | 38,908 |
Fixed price contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Lease Revenue | 0 | 0 | 0 | 0 |
Total Revenue | 23,928 | 8,656 | 43,236 | 15,156 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Lease Revenue | 1,167 | 1,167 | 2,334 | 2,334 |
Total Revenue | 1,167 | 1,167 | 2,334 | 2,334 |
Tool | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 936 | 313 | 1,472 | 1,297 |
Point-in-Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 3,238 | 3,519 | 7,188 | 16,724 |
Point-in-Time | Wafer Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 3,238 | 3,519 | 7,188 | 16,724 |
Point-in-Time | Advanced Technology Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 0 | 0 | 0 | 0 |
Point-in-Time | Time & materials contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 0 | 0 | 0 | 0 |
Point-in-Time | Fixed price contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 0 | 0 | 0 | 0 |
Point-in-Time | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 0 | 0 | 0 | 0 |
Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 65,406 | 42,721 | 126,383 | 76,470 |
Over Time | Wafer Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 13,564 | 14,065 | 27,401 | 22,406 |
Over Time | Advanced Technology Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 51,842 | 28,656 | 98,982 | 54,064 |
Over Time | Time & materials contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 27,914 | 20,000 | 55,746 | 38,908 |
Over Time | Fixed price contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | 23,928 | 8,656 | 43,236 | 15,156 |
Over Time | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Topic 606 Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Revenue - Schedule of Revenue b
Revenue - Schedule of Revenue by Country (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 69,811 | $ 47,407 | $ 135,905 | $ 95,528 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 59,920 | 38,550 | 118,122 | 80,908 |
Hong Kong | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,983 | 2,104 | 6,002 | 3,040 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,117 | 1,864 | 4,506 | 3,534 |
United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,770 | 1,443 | 3,874 | 3,224 |
All others | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,021 | $ 3,446 | $ 3,401 | $ 4,822 |
Revenue - Schedule of Revenue_2
Revenue - Schedule of Revenue by Major Customers (Details) - Revenue Benchmark - Customer Concentration Risk | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Customer A | ||||
Disaggregation of Revenue [Line Items] | ||||
Customer percentage of revenue (as a percent) | 21% | 21% | 20% | 20% |
Customer B | ||||
Disaggregation of Revenue [Line Items] | ||||
Customer percentage of revenue (as a percent) | 18% | 28% | 19% | 34% |
Customer E | ||||
Disaggregation of Revenue [Line Items] | ||||
Customer percentage of revenue (as a percent) | 13% | 14% | ||
Major Customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Customer percentage of revenue (as a percent) | 52% | 49% | 53% | 54% |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Liabilities (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Current contract liabilities | $ 23,276 | $ 23,519 |
Long-term contract liabilities | 55,561 | 61,356 |
Total contract liabilities | 78,837 | 84,875 |
Current deferred lease revenue | 4,667 | 4,667 |
Long-term deferred lease revenue | 4,278 | 6,611 |
Total deferred revenue | 8,945 | 11,278 |
Total current deferred revenue | 27,943 | 28,186 |
Total long-term deferred revenue | 59,839 | 67,967 |
Total deferred revenue | $ 87,782 | $ 96,153 |
Revenue - Schedule of Performan
Revenue - Schedule of Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-03 $ in Thousands | Jul. 02, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue obligation amount | $ 130,707 |
Revenue recognition period | 6 years 6 months |
Balance Sheet Information - Sum
Balance Sheet Information - Summary of Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Apr. 02, 2023 | Jan. 01, 2023 | Jul. 03, 2022 | Apr. 03, 2022 | Jan. 02, 2022 |
Balance Sheet Information [Abstract] | ||||||
Trade accounts receivable | $ 52,908 | $ 29,683 | ||||
Unbilled revenue (contract assets) | 28,572 | 34,625 | ||||
Allowance for credit losses | (4,395) | $ (4,167) | (1,638) | $ 0 | $ 0 | $ 0 |
Total accounts receivable, net | $ 77,085 | $ 62,670 |
Balance Sheet Information - S_2
Balance Sheet Information - Summary of Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Allowance for credit losses: | ||||
Balance at beginning of period | $ 4,167 | $ 0 | $ 1,638 | $ 0 |
Provision for credit losses | 1,448 | 0 | 3,602 | 0 |
Accounts written-off | 1,220 | 0 | 1,220 | 0 |
Less recoveries of accounts charged-off | 0 | 0 | 0 | 0 |
Net account charge-offs (recoveries) | 1,220 | 0 | 1,220 | 0 |
Balance at end of period | 4,395 | 0 | 4,395 | 0 |
Cumulative Effect, Period of Adoption, Adjustment | ||||
Allowance for credit losses: | ||||
Balance at beginning of period | $ 0 | $ 0 | $ 375 | $ 0 |
Balance Sheet Information - S_3
Balance Sheet Information - Summary of Inventories (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Balance Sheet Information [Abstract] | ||
Raw materials | $ 4,352 | $ 3,991 |
Work-in-process | 59 | 359 |
Supplies and spare parts | 11,613 | 9,047 |
Total inventories—current | 16,024 | 13,397 |
Supplies and spare parts classified as other assets | 3,042 | 2,605 |
Total inventories | $ 19,066 | $ 16,002 |
Balance Sheet Information - S_4
Balance Sheet Information - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Balance Sheet Information [Abstract] | ||
Prepaid expenses | $ 1,828 | $ 2,395 |
Prepaid inventory | 374 | 129 |
Equipment purchased for customers | 5,669 | 5,669 |
Deferred contract costs | 748 | 2,097 |
Other | 450 | 0 |
Prepaid expenses and other current assets | $ 9,069 | $ 10,290 |
Balance Sheet Information - S_5
Balance Sheet Information - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | $ 293,741 | $ 290,559 |
Less: Accumulated depreciation | (124,201) | (110,644) |
Total property and equipment, net | 169,540 | 179,915 |
Finance lease, right-of-use asset, before accumulated amortization | 13,332 | 12,521 |
Finance lease, right-of-use asset, accumulated amortization | (3,519) | (2,781) |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 5,396 | 5,396 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 88,182 | 88,141 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | 193,074 | 187,276 |
Fixed assets not yet in service | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, at cost | $ 7,089 | $ 9,746 |
Balance Sheet Information - Nar
Balance Sheet Information - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense | $ 6,700 | $ 6,683 | $ 13,556 | $ 12,714 |
Software and licensed technology | ||||
Property, Plant and Equipment [Line Items] | ||||
Acquired third-party intangible assets | $ 612 | |||
Weighted average estimated life of acquired intangibles (in years) | 3 years | |||
Amortization of intangible assets | $ 507 | $ 518 | $ 1,003 | $ 943 |
Balance Sheet Information - S_6
Balance Sheet Information - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets, net | $ 5,216 | $ 5,608 |
Software and licensed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets, at cost | 10,889 | 10,277 |
Less: Accumulated amortization | (5,673) | (4,669) |
Total intangible assets, net | $ 5,216 | $ 5,608 |
Balance Sheet Information - S_7
Balance Sheet Information - Summary of Remaining Estimated Aggregate Annual Amortization Expense (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Balance Sheet Information [Abstract] | ||
Remainder of 2023 | $ 728 | |
2024 | 1,018 | |
2025 | 816 | |
2026 | 590 | |
2027 | 308 | |
Thereafter | 1,756 | |
Total intangible assets, net | $ 5,216 | $ 5,608 |
Balance Sheet Information - S_8
Balance Sheet Information - Summary of Other Assets (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 | Jan. 03, 2022 |
Balance Sheet Information [Abstract] | |||
Supplies and spare parts | $ 3,042 | $ 2,605 | |
Deferred contract costs | 352 | 0 | |
Operating lease right-of-use assets | 119 | 141 | $ 184 |
Other assets | 2,004 | 944 | |
Total other assets | $ 5,517 | $ 3,690 |
Balance Sheet Information - S_9
Balance Sheet Information - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Balance Sheet Information [Abstract] | ||
Accrued compensation | $ 8,172 | $ 5,705 |
Licensed technology | 1,000 | 1,500 |
Accrued commissions | 267 | 30 |
Accrued fixed asset expenditures | 0 | 20 |
Accrued royalties | 4,162 | 4,734 |
Current portion of operating lease liabilities | 46 | 44 |
Current portion of finance lease liabilities | 627 | 786 |
Accrued inventory | 1,782 | 1,294 |
Accrued consulting fees | 3,820 | 0 |
Other accrued expenses | 12,236 | 11,099 |
Total accrued expenses | $ 32,112 | $ 25,212 |
Balance Sheet Information - Sch
Balance Sheet Information - Schedule of Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Balance Sheet Information [Abstract] | ||
Finance lease obligations | $ 9,525 | $ 9,257 |
Operating lease liability | 76 | 100 |
Accrued customer payable | 0 | 3,728 |
Licensed technology | 0 | 500 |
Other long-term liabilities | $ 9,601 | $ 13,585 |
Debt - Summary of Debt Outstand
Debt - Summary of Debt Outstanding (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (6,222) | $ (7,103) |
Total long-term debt, including current maturities | 90,975 | 92,853 |
Less: Current portion of long-term debt | (56,197) | (57,672) |
Total long-term debt, excluding current portion | 34,778 | 35,181 |
VIE Financing | ||
Debt Instrument [Line Items] | ||
Total long-term debt, including current maturities | 36,252 | 36,778 |
Revolver | ||
Debt Instrument [Line Items] | ||
Long-term debt | 60,093 | |
Unamortized debt issuance costs | 3,563 | 4,277 |
Financing loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 3,102 | 3,037 |
Financing loan | VIE Financing | ||
Debt Instrument [Line Items] | ||
Long-term debt | 36,299 | 36,826 |
Unamortized debt issuance costs | $ 2,659 | $ 2,826 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jul. 02, 2023 | Apr. 02, 2023 | Jan. 01, 2023 | Sep. 30, 2020 | |
Debt Instrument [Line Items] | ||||
Sale of manufacturing tool, aggregate consideration | $ 3,596 | |||
VIE Financing | ||||
Debt Instrument [Line Items] | ||||
Accumulated excess payment receivable | $ 4,542 | |||
Revolver | ||||
Debt Instrument [Line Items] | ||||
Outstanding balance of loan | $ 60,093 | |||
Revolver | Wells Fargo Bank | ||||
Debt Instrument [Line Items] | ||||
Outstanding balance of loan | $ 57,796 | |||
Debt instrument, interest rate (as a percent) | 11.60% | |||
Remaining balance of revolver | $ 34,635 | |||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Outstanding balance of loan | 3,102 | 3,037 | ||
Term Loan | VIE Financing | ||||
Debt Instrument [Line Items] | ||||
Outstanding balance of loan | 36,299 | $ 36,826 | ||
Debt instrument, interest rate (as a percent) | 3.44% | |||
Principal amount of debt | $ 39,000 | |||
Periodic payment installments | $ 194 | |||
Debt instrument, term (in years) | 10 years |
Debt - Summary of Future Princi
Debt - Summary of Future Principal Payments (Details) $ in Thousands | Jul. 02, 2023 USD ($) |
Debt Instruments [Abstract] | |
Remainder of 2023 | $ 58,801 |
2024 | 2,103 |
2025 | 2,185 |
2026 | 1,752 |
2027 | 1,219 |
Thereafter | 31,137 |
Total | $ 97,197 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | Jan. 01, 2023 | |
Income Tax Disclosure [Abstract] | |||||
Federal statutory income tax rate (as a percent) | 21% | 21% | 21% | 21% | |
Effective income tax rate (as a percent) | (0.40%) | (0.50%) | (0.20%) | 0.50% | |
Valuation allowance | $ 20,734,000 | $ 20,734,000 | $ 19,855,000 | ||
Penalties and interest expense | $ 0 | $ 0 | $ 0 | $ 0 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - Jefferies LLC - Open Market Sales - USD ($) | 1 Months Ended | 6 Months Ended | |
Sep. 02, 2022 | Aug. 09, 2023 | Jul. 02, 2023 | |
Class of Stock [Line Items] | |||
Sale of stock, ATM authorized amount | $ 100,000,000 | ||
Shares issued in offering (in shares) | 1,301,470 | ||
Offering price per share (in USD per share) | $ 10.34 | ||
Proceeds from offering | $ 13,454,000 | ||
Stock offering costs | $ 404,000 | ||
Sale of stock, remaining authorized shares (in shares) | 82,506,000 | ||
Subsequent Event | |||
Class of Stock [Line Items] | |||
Shares issued in offering (in shares) | 779,697 | ||
Offering price per share (in USD per share) | $ 9.72 | ||
Stock offering costs | $ 227,000 | ||
Gross proceeds from issuance or sale of equity | $ 7,575,000 | ||
Sale of stock, remaining authorized shares (in shares) | 74,930,000 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | $ 1,967 | $ 2,043 | $ 3,820 | $ 5,050 |
Cost of revenue | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | 291 | 534 | 804 | 1,574 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | 217 | 127 | 379 | 333 |
Selling, general and administrative expense | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based compensation expense | $ 1,459 | $ 1,382 | $ 2,637 | $ 3,143 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Contingent Consideration - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 02, 2023 | Jul. 03, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 0 | $ 816 |
Payments | 0 | (375) |
Change in fair value | 0 | 0 |
Ending balance | $ 0 | $ 441 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jan. 25, 2021 | Jul. 02, 2023 | Feb. 28, 2023 | |
Commitments And Contingencies [Line Items] | |||
Contractual commitments outstanding | $ 8,600 | ||
Matching Share of Osceola Project Costs | |||
Commitments And Contingencies [Line Items] | |||
Matching share commitment (as a percent) | 20% | ||
Total amount committed | $ 9,100 | ||
Maximum | Matching Share of Osceola Project Costs | |||
Commitments And Contingencies [Line Items] | |||
Funding commitment per single calendar quarter | $ 1,000 | ||
Center For NeoVation | |||
Commitments And Contingencies [Line Items] | |||
Contract, termination period | 18 months | 18 months | |
Center For NeoVation | Maximum | |||
Commitments And Contingencies [Line Items] | |||
Contract termination fee | $ 15 | ||
Term To Bring The Plant To Full Production Capacity | Center For NeoVation | |||
Commitments And Contingencies [Line Items] | |||
Lease term | 5 years | ||
Term To Operate The Plant At Full Capacity | Center For NeoVation | |||
Commitments And Contingencies [Line Items] | |||
Lease term | 15 years |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - Affiliated Entity - USD ($) $ in Thousands | 1 Months Ended | |
Aug. 31, 2022 | Jan. 03, 2021 | |
Oxbow | ||
Related Party Transaction [Line Items] | ||
Funding agreement with related party (up to) | $ 12,500 | |
Oxbow Realty | ||
Related Party Transaction [Line Items] | ||
Lease payment per month | $ 394 | |
Lease term | 20 years | |
Annual percentage increase in monthly lease payments (as a percent) | 2% |
Related Party Transactions - Su
Related Party Transactions - Summary of Minimum Lease Payments Sale Lease back Transactions (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 03, 2022 |
Related Party Transaction [Line Items] | ||
Total | $ 184 | |
Affiliated Entity | Oxbow Realty | ||
Related Party Transaction [Line Items] | ||
Remainder of 2023 | $ 2,474 | |
2024 | 5,031 | |
2025 | 5,132 | |
2026 | 5,234 | |
2027 | 5,339 | |
Thereafter | 78,776 | |
Total lease payments | 101,986 | |
Less: imputed interest | (74,246) | |
Total | $ 27,740 |
Variable Interest Entity - Summ
Variable Interest Entity - Summary of Condensed Balance Sheet Statements (Details) - USD ($) $ in Thousands | Jul. 02, 2023 | Jan. 01, 2023 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Cash and cash equivalents | $ 16,178 | $ 30,025 |
Total assets | 298,736 | 305,764 |
Deferred revenue | 87,782 | 96,153 |
Debt | 90,975 | 92,853 |
Total liabilities | 235,854 | 251,787 |
VIE Financing | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Cash and cash equivalents | 20 | 16 |
Accounts receivable | 4,545 | 0 |
Prepaid expenses | 21 | 860 |
Finance receivable | 40,388 | 37,652 |
Other assets | 746 | 256 |
Total assets | 45,720 | 38,784 |
Accounts payable | 4,280 | 117 |
Accrued expenses | 243 | 1,581 |
Deferred revenue | 1,386 | 0 |
Debt | 36,252 | 36,778 |
Total liabilities | $ 42,161 | $ 38,476 |
Variable Interest Entity - Su_2
Variable Interest Entity - Summary of Condensed Income Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 02, 2023 | Jul. 03, 2022 | Jul. 02, 2023 | Jul. 03, 2022 | |
Condensed Income Statements, Captions [Line Items] | ||||
Interest expense | $ 2,950 | $ 1,040 | $ 5,421 | $ 2,069 |
Net income | (8,590) | (13,005) | (12,863) | (29,611) |
VIE Financing | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenue | 2,631 | 1,262 | 3,949 | 2,522 |
General and administrative expenses | 252 | 102 | 545 | 179 |
Interest expense | 313 | 334 | 631 | 658 |
Total expenses | 565 | 436 | 1,176 | 837 |
Net income | $ 2,066 | $ 826 | $ 2,773 | $ 1,685 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | Mar. 31, 2020 USD ($) |
Leases [Abstract] | |
Revenue from operating lease | $ 21,000 |
Estimated lease term (in years) | 4 years 6 months |