Cover Page
Cover Page - shares | 6 Months Ended | |
Sep. 25, 2020 | Nov. 16, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 25, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-39675 | |
Entity Registrant Name | ALLEGRO MICROSYSTEMS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-2405937 | |
Entity Address, Address Line One | 955 Perimeter Road | |
Entity Address, City or Town | Manchester, | |
Entity Address, State or Province | NH | |
Entity Address, Postal Zip Code | 03103 | |
City Area Code | 603 | |
Local Phone Number | 626-2300 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | ALGM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 189,431,766 | |
Entity Central Index Key | 0000866291 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-26 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 201,998 | $ 214,491 |
Restricted cash | 6,354 | 5,385 |
Trade accounts receivable, net of allowances for doubtful accounts of $338 and $288 at September 25, 2020 and March 27, 2020, respectively | 57,926 | 59,457 |
Trade and other accounts receivable due from related party | 16,783 | 30,851 |
Accounts receivable - other | 2,780 | 1,796 |
Inventories | 104,796 | 127,227 |
Prepaid expenses and other current assets | 16,585 | 9,014 |
Total current assets | 407,222 | 448,221 |
Property, plant and equipment, net | 217,901 | 332,330 |
Deferred income tax assets | 6,861 | 7,217 |
Goodwill | 20,257 | 1,285 |
Intangible assets, net | 36,274 | 19,958 |
Related party note receivable | 51,377 | 0 |
Equity investment in related party | 25,028 | 0 |
Other assets, net | 14,779 | 8,810 |
Total assets | 779,699 | 817,821 |
Current liabilities: | ||
Trade accounts payable | 23,856 | 20,762 |
Amounts due to related party | 1,157 | 4,494 |
Accrued expenses and other current liabilities | 64,929 | 56,855 |
Current portion of related party debt | 0 | 25,000 |
Bank lines-of-credit | 33,000 | 43,000 |
Total current liabilities | 122,942 | 150,111 |
Related party notes payable, less current portion | 0 | 17,700 |
Other long-term liabilities | 21,251 | 15,878 |
Total liabilities | 144,193 | 183,689 |
Commitments and contingencies (Note 16) | ||
Stockholders' Equity: | ||
Additional paid-in capital | 439,732 | 458,697 |
Retained earnings | 208,759 | 194,355 |
Accumulated other comprehensive loss | (14,133) | (19,976) |
Equity attributable to Allegro MicroSystems, Inc. | 634,464 | 633,182 |
Non-controlling interests | 1,042 | 950 |
Total stockholders' equity | 635,506 | 634,132 |
Total liabilities, non-controlling interest and stockholders' equity | 779,699 | 817,821 |
Class A, $.01 par value; 12,500,000 shares authorized; 10,000,000 shares issued and outstanding at September 25, 2020 and March 27, 2020 | ||
Stockholders' Equity: | ||
Common stock: | 100 | 100 |
Class L, $.01 par value; 1,000,000 shares authorized; 638,298 shares issued and outstanding September 25, 2020; 622,470 shares issued and outstanding at March 27, 2020 | ||
Stockholders' Equity: | ||
Common stock: | $ 6 | $ 6 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Allowances | $ 338 | $ 288 |
Common Stock, Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 12,500,000 | 12,500,000 |
Common stock, shares issued (in shares) | 10,000,000 | 10,000,000 |
Common stock, shares outstanding (in shares) | 10,000,000 | 10,000,000 |
Common Stock, Class L | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Common stock, shares issued (in shares) | 638,298 | 622,470 |
Common stock, shares outstanding (in shares) | 638,298 | 622,470 |
Statement of Income (Including
Statement of Income (Including Gross Margin) (Statement) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Net sales | $ 136,649 | $ 163,240 | $ 251,650 | $ 315,683 |
Cost of goods sold | 74,879 | 94,634 | 134,179 | 187,690 |
Gross Profit | 61,770 | 68,606 | 117,471 | 127,993 |
Operating expenses: | ||||
Research and development | 25,130 | 25,952 | 49,510 | 52,080 |
Selling, general and administrative | 24,238 | 27,593 | 51,027 | 53,121 |
Total operating expenses | 49,368 | 53,545 | 100,537 | 105,201 |
Operating income | 12,402 | 15,061 | 16,934 | 22,792 |
Other income (expense): | ||||
Interest income (expense), net | 350 | (65) | 663 | (70) |
Foreign currency transaction (loss) gain | (1,318) | 609 | (1,186) | 3,360 |
Income in earnings of equity investment | 246 | 0 | 458 | 0 |
Other, net | 20 | (1,189) | 213 | (1,096) |
Income before income taxes | 11,700 | 14,416 | 17,082 | 24,986 |
Income tax provision | 2,082 | 2,833 | 2,610 | 10,168 |
Net income | 9,618 | 11,583 | 14,472 | 14,818 |
Net income attributable to non-controlling interests | 34 | 18 | 68 | 69 |
Net income attributable to Allegro MicroSystems, Inc. | $ 9,584 | $ 11,565 | $ 14,404 | $ 14,749 |
Net income attributable to Allegro MicroSystems, Inc. per share: | ||||
Basic and diluted (in dollars per share) | $ 0.96 | $ 1.16 | $ 1.44 | $ 1.47 |
Weighted average shares outstanding: | ||||
Basic and diluted (in shares) | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 |
Non-Related Party Revenue | ||||
Net sales | $ 114,138 | $ 146,615 | $ 205,519 | $ 282,891 |
Related Party Revenue | ||||
Net sales | $ 22,511 | $ 16,625 | $ 46,131 | $ 32,792 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 9,618 | $ 11,583 | $ 14,472 | $ 14,818 |
Foreign currency translation adjustment | 1,900 | (1,784) | 6,180 | (1,017) |
Net actuarial loss amortization of net transition obligation and prior service costs related to defined benefit plans, net of tax | 0 | 0 | (313) | 0 |
Comprehensive income | 11,518 | 9,799 | 20,339 | 13,801 |
Comprehensive (expense) income attributable to non-controlling interest | (31) | (33) | (24) | 18 |
Comprehensive income attributable to Allegro MicroSystems, Inc. | $ 11,487 | $ 9,766 | $ 20,315 | $ 13,819 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Stock, Class A | Common Stock, Class L | Common StockCommon Stock, Class A | Common StockCommon Stock, Class L | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Non-controlling Interests |
Beginning balance (in shares) at Mar. 29, 2019 | 10,000,000 | 607,620 | |||||||
Beginning balance at Mar. 29, 2019 | $ 589,789 | $ 100 | $ 6 | $ 447,762 | $ 157,385 | $ (16,278) | $ 814 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 14,818 | 14,749 | 69 | ||||||
Stock-based compensation | 748 | 748 | |||||||
Foreign currency translation adjustment | (1,017) | (999) | (18) | ||||||
Issuance of Class L shares, net of forfeitures (in shares) | 0 | ||||||||
Net actuarial loss and amortization of net transition obligation and prior service costs related to defined benefit plans, net of tax | 0 | ||||||||
Ending balance (in shares) at Sep. 27, 2019 | 10,000,000 | 607,620 | |||||||
Ending balance at Sep. 27, 2019 | 604,338 | $ 100 | $ 6 | 448,510 | 172,134 | (17,277) | 865 | ||
Beginning balance (in shares) at Jun. 28, 2019 | 10,000,000 | 607,620 | |||||||
Beginning balance at Jun. 28, 2019 | 594,165 | $ 100 | $ 6 | 448,136 | 160,569 | (15,460) | 814 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 11,583 | 11,565 | 18 | ||||||
Stock-based compensation | 374 | 374 | |||||||
Foreign currency translation adjustment | (1,784) | (1,817) | 33 | ||||||
Net actuarial loss and amortization of net transition obligation and prior service costs related to defined benefit plans, net of tax | 0 | ||||||||
Ending balance (in shares) at Sep. 27, 2019 | 10,000,000 | 607,620 | |||||||
Ending balance at Sep. 27, 2019 | 604,338 | $ 100 | $ 6 | 448,510 | 172,134 | (17,277) | 865 | ||
Beginning balance (in shares) at Mar. 27, 2020 | 10,000,000 | 622,470 | 10,000,000 | 622,470 | |||||
Beginning balance at Mar. 27, 2020 | 634,132 | $ 100 | $ 6 | 458,697 | 194,355 | (19,976) | 950 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 14,472 | 14,404 | 68 | ||||||
Stock-based compensation | 1,025 | 1,025 | |||||||
Capitalization changes related to organizational structure of affiliates and direct and indirect interests in subsidiaries | (19,692) | (19,692) | |||||||
Foreign currency translation adjustment | 6,180 | 6,156 | 24 | ||||||
Issuance of Class L shares, net of forfeitures (in shares) | 15,828 | ||||||||
Issuance of Class L shares, net of forfeitures | 0 | ||||||||
Reclassification of certain class L shares | (298) | (298) | |||||||
Net actuarial loss and amortization of net transition obligation and prior service costs related to defined benefit plans, net of tax | (313) | (313) | |||||||
Ending balance (in shares) at Sep. 25, 2020 | 10,000,000 | 638,298 | 10,000,000 | 638,298 | |||||
Ending balance at Sep. 25, 2020 | 635,506 | $ 100 | $ 6 | 439,732 | 208,759 | (14,133) | 1,042 | ||
Beginning balance (in shares) at Jun. 26, 2020 | 10,000,000 | 638,298 | |||||||
Beginning balance at Jun. 26, 2020 | 623,935 | $ 100 | $ 6 | 439,679 | 199,175 | (16,002) | 977 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 9,618 | 9,584 | 34 | ||||||
Stock-based compensation | 580 | 580 | |||||||
Capitalization changes related to organizational structure of affiliates and direct and indirect interests in subsidiaries | (527) | (527) | |||||||
Foreign currency translation adjustment | 1,900 | 1,869 | 31 | ||||||
Net actuarial loss and amortization of net transition obligation and prior service costs related to defined benefit plans, net of tax | 0 | ||||||||
Ending balance (in shares) at Sep. 25, 2020 | 10,000,000 | 638,298 | 10,000,000 | 638,298 | |||||
Ending balance at Sep. 25, 2020 | $ 635,506 | $ 100 | $ 6 | $ 439,732 | $ 208,759 | $ (14,133) | $ 1,042 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 25, 2020 | Sep. 27, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 14,472 | $ 14,818 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 24,026 | 31,477 |
Deferred income taxes | 1,307 | (320) |
Stock-based compensation | 1,025 | 748 |
Loss on disposal of assets | 293 | 559 |
Provisions for inventory and bad debt | 209 | 1,941 |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | 6,196 | 10,294 |
Accounts receivable - other | (1,292) | 1,148 |
Inventories | (8,772) | 3,043 |
Prepaid expenses and other assets | (16,725) | (3,863) |
Trade accounts payable | 2,793 | (759) |
Due to/from related parties | 10,731 | (19,601) |
Accrued expenses and other current and long-term liabilities | (5,623) | (11,769) |
Net cash provided by operating activities | 28,640 | 27,716 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (18,091) | (18,199) |
Acquisition of business, net of cash acquired | (8,500) | 0 |
Proceeds from sales of property, plant and equipment | 282 | 3,920 |
Contribution of cash balances due to divestiture of subsidiary | (16,335) | 0 |
Net cash used in investing activities | (42,644) | (14,279) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Related party note receivable | 0 | 30,000 |
Net cash provided by financing activities | 0 | 30,000 |
Effect of exchange rate changes on Cash and cash equivalents and Restricted cash | 2,480 | (7,157) |
Net (decrease) increase in Cash and cash equivalents and Restricted cash | (11,524) | 36,280 |
Cash and cash equivalents and Restricted cash at beginning of period | 219,876 | 103,257 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD: | 208,352 | 139,537 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH: | ||
Cash and cash equivalents and Restricted cash | 208,352 | 139,537 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 107 | 763 |
Cash paid for income taxes | 6,385 | 4,582 |
Non-cash transactions: | ||
Changes in Trade accounts payable related to Property, plant and equipment, net | (4,000) | (2,659) |
Loans to cover purchase of common stock under employee stock plan | 171 | 0 |
Deconsolidation related to Divestiture Transactions (Note 1) | $ 0 | $ 0 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 6 Months Ended |
Sep. 25, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business and Basis of Presentation | Nature of the Business and Basis of Presentation Allegro MicroSystems, Inc., together with its consolidated subsidiaries (“AMI” or the “Company”), is a global leader in designing, developing and manufacturing sensing and power solutions for motion control and energy-efficient systems in automotive and industrial markets. The Company was incorporated under the laws of Delaware on March 30, 2013 under the name of Sanken North America, Inc. (“SKNA”) as a wholly owned subsidiary of Sanken Electric Co., Ltd. (“Sanken”). In October 2017, Sanken sold 28.8% of the common stock of SKNA to One Equity Partners (“OEP”). In April 2018, SKNA filed a certificate of amendment in the state of Delaware to change its name to Allegro MicroSystems, Inc. The Company is headquartered in Manchester, New Hampshire and has a global footprint with 16 locations across four continents. The accompanying unaudited condensed consolidated financial statements have been prepared by the Company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The unaudited condensed consolidated financial statements include the Company's accounts and those of its subsidiaries. All intercompany balances have been eliminated in consolidation. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included the Company’s final prospectus on Form 424(b) filed with the SEC on October 30, 2020 (the “Prospectus”). In the opinion of the Company's management, the financial information for the interim periods presented reflects all adjustments necessary for a fair presentation of the Company's financial position, results of operations and cash. The results reported in these unaudited condensed consolidated financial statements are not necessarily indicative of results that may be expected for the entire year. On March 28, 2020, the Company entered into an agreement to divest a majority of its ownership interest in Polar Semiconductor, Inc. (“PSL”) to Sanken, in order to better align with its fabless, asset-lite scalable manufacturing strategy. In order to affect this in-kind, non-cash transaction, Sanken contributed the forgiveness of the fair value of the entire related party notes payable of $42,700 owed to Sanken and the Company contributed the forgiveness of the fair value of $15,000 out of the $66,377 total debt owed by PSL to the Company, which was previously eliminated in consolidation. Following the divestiture, Sanken held a 70% majority share in PSL with the Company retaining a 30% minority shareholder interest. The investment was recorded for the 30%, totaling $25,669 at the divestiture date. Beginning with reporting periods on and after March 28, 2020, the investment is included on the Company’s balance sheet as an equity investment in a related party including a tax impact of $419 for the fair value basis difference compared to book value and $458 of income earned during the six months ended September 25, 2020. In addition, the difference between the fair value contributed by both parties at the consummation of this transaction and the book value was treated as an adjustment of capitalization changes related to organizational structure of affiliates and direct and indirect interests in subsidiaries within additional paid-in capital of $19,692 at September 25, 2020. This amount includes an estimated tax effect of $527 and $2,497 for the three- and six-month periods ended September 25, 2020, respectively, of which $419 was charged against the investment noted above. On March 28, 2020, in connection with the divestiture described above, the Company also formally terminated its distribution agreement with Sanken to distribute Sanken’s products and entered into a transitional services agreement with PSL, who contracted with Sanken as their new channel for fulfillment of Sanken product sales in North America and Europe. Sanken will continue to provide distribution support for Allegro’s products in Japan. See Note 20, ”Related party transactions,” for further discussion. In accordance with the divestiture transactions noted above, the following non-cash assets and liabilities and related equity impacts attributable to the unaudited statement of cash flows are summarized below: March 28, Cash and cash equivalents $ (15,332) Restricted cash (1,013) Trade accounts receivable, net of allowances 37 Accounts receivable – other (308) Inventories (32,250) Prepaid expenses and other current assets (376) Property, plant and equipment, net (115,341) Related party note receivable 51,377 Equity investment in related party 25,462 Other assets, net 5,609 Trade accounts payable 4,176 Accrued expenses and other current liabilities 7,150 Current portion of related party debt 25,000 Bank lines-of-credit 10,000 Related party notes payable, less current portion 17,700 Other long-term liabilities (1,247) Additional paid-in capital 19,165 Impact of the COVID-19 Coronavirus On March 11, 2020, the COVID-19 outbreak was declared a pandemic by the World Health Organization. The pandemic has resulted in governments around the world implementing increasingly stringent measures to help control the spread of the virus, including quarantines, “shelter in place” and “stay at home” orders, travel restrictions, business curtailments, school closures and other measures. In addition, governments and central banks in several parts of the world have enacted fiscal and monetary stimulus measures to counteract the impacts of the COVID-19 pandemic. The Company continues to monitor the rapidly evolving conditions and circumstances as well as guidance from international and domestic authorities, including public health authorities, and the Company may need to take additional actions based on their recommendations. There is considerable uncertainty regarding the impact on the Company’s business stemming from current measures and potential future measures that could restrict access to the Company’s facilities, limit manufacturing and support operations and place restrictions on the Company’s workforce and suppliers. The measures implemented by various authorities related to the COVID-19 outbreak have caused the Company to change its business practices including those related to where employees work, the distance between employees in the Company’s facilities, limitations on the in person meetings between employees and with customers, suppliers, service providers, and stakeholders as well as restrictions on business travel to domestic and international locations or to attend trade shows, investor conferences and other events. The full extent to which the ongoing COVID-19 pandemic adversely affects the Company’s financial performance will depend on future developments, many of which are outside of the Company’s control, are highly uncertain and cannot be predicted, including, but not limited to, the duration and spread of the pandemic, its severity, the effectiveness of actions to contain the virus or treat its impact and how quickly and to what extent normal economic and operating conditions can resume. The COVID-19 pandemic could also result in additional governmental restrictions and regulations, which could adversely affect the Company’s business and financial results. In addition, a recession, depression or other sustained adverse market impact resulting from COVID-19 could materially and adversely affect the Company’s business and its access to needed capital and liquidity. Even after the COVID-19 pandemic has lessened or subsided, the Company may continue to experience adverse impacts on its business and financial performance as a result of its global economic impact. To the extent that the COVID-19 pandemic adversely affects the Company’s business, results of operations, financial condition or liquidity, it also may heighten many of the other risks. Such risks include, if the business impacts of COVID-19 carry on for an extended period, could cause the Company to recognize impairments for goodwill and certain long-lived assets including amortizable intangible assets. The Company has taken actions to mitigate its financial risk given the uncertainty in global markets caused by the COVID-19 pandemic. During the fourth quarter of fiscal year 2020, the Company borrowed $43,000 under its revolving credit facilities. The borrowing was made as part of the Company’s ongoing efforts to preserve financial flexibility in light of the current uncertainty in the global markets and related effects on the Company’s business resulting from the COVID-19 pandemic. While the Company does not currently expect to use the proceeds from these borrowings for any near-term liquidity needs, it may use the proceeds for working capital and other general corporate purposes. On March 27, 2020, the President of the United States signed and enacted into law the Coronavirus Aid, Relief and Economic Security Act (“the CARES Act”). The CARES Act contains numerous tax provisions including a correction to the applicable depreciation rates available in the original Tax Cuts and Jobs Act (“TCJA”) for Qualified Improvement Property (“QIP”). The Company currently estimates a $1,680 cash acceleration is available to it as a result of this change and the Company plans to adjust its historical income tax filings accordingly. Additional income tax provisions of the Act are currently being evaluated and not expected to have a material impact. The CARES Act also contains a provision for deferred payment of 2020 employer payroll taxes after the date of enactment to future years. The Company expects to defer a portion of its remaining 2020 employer payroll taxes to subsequent years. Financial Periods The Company’s second quarter three-month period is a 13-week period ending on the last Friday in September. The Company’s 2021 fiscal three- and six-month period ended September 25, 2020 and the Company’s 2020 three- and six-month period ended September 27, 2019. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Sep. 25, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosures of contingencies at the date of the unaudited consolidated financial statements and the reported amounts of net sales and expenses during the reporting period. Such estimates relate to useful lives of fixed and intangible assets, allowances for doubtful accounts and customer returns and sales allowances. Such estimates could also relate to the net realizable value of inventory, accrued liabilities, the valuation of stock-based awards, deferred tax valuation allowances, and other reserves. On an ongoing basis, management evaluates its estimates. Actual results could differ from those estimates, and such differences may be material to the unaudited condensed consolidated financial statements. Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholder’s equity as a reduction of the additional paid-in capital generated as a result of the offering. As of September 25, 2020 and March 27, 2020, the Company had $1,806 and $0 of deferred offering costs, respectively. Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents and accounts receivable. The Company maintains its cash and cash equivalents with financial institutions, which management believes to be of a high credit quality. To manage credit risk related to accounts receivables, the Company evaluates its creditworthiness of its customers and maintains allowances, to the extend necessary, for potential credit losses based upon the aging of its accounts receivable balances and known collection issues. The Company has not experienced any significant credit losses to date. As of September 25, 2020 and March 27, 2020, Sanken accounted for 15.5% and 33.8% of the Company’s outstanding trade accounts receivable, net, respectively, including related party trade accounts receivable. No other customers accounted for 10% or more of outstanding trade accounts receivable, net during those periods ended. For the three- and six-month periods ended September 25, 2020, Sanken accounted for 16.5% and 18.3% of total net sales, respectively. No other customers accounted for 10% or more of total net sales for either of the three- and six-month periods ended September 25, 2020. For the three- and six-month periods ended September 27, 2019, Sanken accounted for 10.2% and 10.4% of total net sales, respectively. No other customers accounted for 10% or more of total net sales for either of the three- and six-month periods ended September 27, 2019. During the three-month period ended September 25, 2020 sales from customers located outside of the United States accounted for in the aggregate 84.7% of the Company’s total net sales, with Greater China accounting for 27.8% and Japan accounting for 16.4%. No other countries accounted for greater than 10% of total net sales for the three-month period ended September 25, 2020. During the six-month period ended September 25, 2020 sales from customers located outside of the United States in the aggregate accounted for 86.5% of the Company’s total net sales, with Greater China accounting for 27.8%, Japan accounting for 18.3% and South Korea accounting for 10.4%. No other countries accounted for greater than 10% of total net sales for the six-month period ended September 25, 2020. During the three-month period ended September 27, 2019 sales from customers located outside of the United States in the aggregate accounted for 81.2% of the Company’s total net sales, with Japan accounting for 26.0% and Greater China accounting for 22.5%. No other countries accounted for greater than 10% of total net sales for the three-month period ended September 27, 2019. During the six-month period ended September 27, 2019 sales from customers located outside of the United States in the aggregate accounted for 81.2% of the Company’s total net sales, with Japan accounting for 27.2% and Greater China accounting for 18.9%. No other countries accounted for greater than 10% of total net sales for the six-month period ended September 27, 2019. Impact of Recently Issued Accounting Standards The Company qualifies as “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and has elected to “opt in” to the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company will adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and will do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for nonpublic companies. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02” or “the new lease standard”) which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification determines whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. In addition, a lessee is required to record (i) a right-of-use asset and a lease liability on its balance sheet for all leases with accounting lease terms of more than 12 months regardless of whether it is an operating or financing lease and (ii) lease expense for operating leases and amortization and interest expense for financing leases. Leases with a term of 12 months or less may be accounted for similar to prior guidance for operating leases. In July 2018, the FASB issued ASU No. 2018-11, which added an optional transition method under the new lease standard that allows companies to adopt the standard as of the beginning of the year of adoption as opposed to the earliest comparative period presented. In November 2019, the FASB issued guidance delaying the effective date for all entities, except for public business entities. In May 2020, FASB issued ASU No. 2020-05 delaying the effective date of the new lease standard for nonpublic companies to fiscal years beginning after December 15, 2021 and interim periods within those fiscal years beginning after December 15, 2022. The Company expects to adopt this guidance during fiscal year 2022 and it is currently evaluating the expected effect on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which adds an impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. The ASU is also intended to reduce the complexity by decreasing the number of credit impairment models that entities use to account for debt instruments. ASU 2016-03, along with its subsequent clarifications, was effective for public companies beginning after December 15, 2019 and is effective for nonpublic companies for fiscal years beginning after December 15, 2021. The Company is evaluating the new guidance and the expected effect on its consolidated financial statements and related disclosures. In November 2019, the FASB issued guidance delaying the effective date for all entities, except for public business entities. For public entities, this guidance was effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. For nonpublic entities, this guidance is effective for annual periods beginning after December 15, 2020. In August 2018, the FASB issued ASU No. 2018-14, “Compensation—Retirement Benefits—Defined Benefit Plans—General (Topic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans” (“ASU 2018-14”), which modifies the disclosure requirements for defined benefit pension plans and other postretirement plans. ASU 2018-14 should be applied on a retrospective transition basis, and it is effective for public companies beginning after December 15, 2020 and for nonpublic companies beginning after December 15, 2021. The Company is evaluating the new guidance and the expected effect on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (“ASU 2018-13”), which modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, regarding transfers between levels of financial instruments, amounts of unrealized gains and losses included in other comprehensive (loss) income for Level 3 fair value measurements and the information used to determine the fair value of Level 3 fair value measurements. The standard is effective for both public and nonpublic companies, for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact that the adoption of ASU 2018-13 will have on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions for intraperiod tax allocations and deferred tax liabilities for equity method investments and adds guidance on whether a step-up in tax basis of goodwill relates to a business combination or a separate transaction. This ASU is effective for fiscal years beginning after December 15, 2020 for public companies and for fiscal years beginning after December 15, 2021 for nonpublic companies, with early adoption permitted. The Company is evaluating the new guidance and the expected effect on its consolidated financial statements and related disclosures. In January 2020, the FASB issued ASU No. 2020-01 Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) (“ASU 2020-01”), which addresses accounting for the transition into and out of the equity method and provides clarification of the interaction of rules for equity securities, the equity method of accounting, and forward contracts and purchase options on certain types of securities. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 for public companies and beginning after December 15, 2021 for nonpublic entities with early adoption permitted. The Company is currently assessing the potential impact that the adoption of ASU 2020-01 will have on its consolidated financial statements. |
Acquisition
Acquisition | 6 Months Ended |
Sep. 25, 2020 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On August 28, 2020 the Company closed on its purchase of Voxtel, Inc. (the “Acquisition”), a privately-held technology company located in Beaverton, Oregon that develops, manufactures and supplies photonic and advanced 3D imaging technologies. The total preliminary purchase price was $35,081, including certain earn-outs that have the potential payout of $15,000. The fair value of these earn-outs at acquisition date was $7,800. The Acquisition has been accounted for as a business combination and, in accordance with ASC 805, Business Combinations , the Company has recorded the assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The following table summarizes the preliminary purchase price allocation recorded: Estimated fair value of consideration: Base purchase price $ 27,281 Contingent Consideration 7,800 Total estimated fair value of consideration $ 35,081 Estimated fair value of assets acquired and liabilities assumed: Net working capital $ 3,996 Property and equipment 57 Finite-life intangible assets 13,600 Indefinite-life intangible assets 2,400 Deferred tax liability (3,843) Goodwill 18,871 Allocated purchase price $ 35,081 The significant intangible assets identified in the preliminary purchase price allocation discussed above include completed technology, in-process research and development, customer relationships and trademarks. Completed technology, customer relationships and trademarks are amortized over their respective useful lives on a straight-line basis. An estimated fair value of $2,400 was assigned to acquired in-process research and development costs with an indefinite life. Amortization of completed technology is included within cost of revenue, and amortization of customer relationships and trademarks is included within selling, general and administrative expense. To value the completed technology and the in-process research and development assets, the Company utilized the income approach, specifically a discounted cash-flow method known as the multi-period excess earnings method. Customer relationships represent the underlying relationships with certain customers to provide ongoing services for products sold. The Company utilized the income approach, specifically the distribution method, a subset of the excess-earnings method to value the customer relationships and trademarks. The following table presents the estimated fair values and useful lives of the identifiable finite-life intangible assets acquired: Useful Life Fair value Completed technology 12 years $ 13,100 Customer relationships 6 years 300 Trademarks 5 years 200 $ 13,600 Goodwill was recognized for the excess purchase price over the fair value of the net assets acquired. The goodwill reflects the value of the synergies the Company expects to realize and the assembled workforce. Goodwill from the Acquisition is included within the Company’s one reporting unit and is included in the Company’s enterprise-level annual review for impairment. Goodwill resulting from the Acquisition is not deductible for tax purposes. The purchase price has been allocated to the tangible and intangible assets acquired and liabilities assumed based upon the respective estimates of fair value as of the date of the acquisition, which remains preliminary, and using assumptions that the Company’s management believes are reasonable given the information then available. The final allocation of the purchase price may differ materially from the information presented in these condensed consolidated financial statements. Any changes to the preliminary estimates of the fair value of the assets acquired and liabilities assumed will be recorded as adjustments to those assets and liabilities and residual amounts will be allocated to goodwill. The revenues and loss before income taxes from the Acquisition were immaterial to the Company’s consolidated results for the three-month period ended September 25, 2020. The Company has not presented pro forma results of operations for the Acquisition because it is not material to the Company's consolidated results of operations, financial position, or cash flows. |
Revenue from Contract with Cust
Revenue from Contract with Customers | 6 Months Ended |
Sep. 25, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The Company generates revenue from the sale of magnetic sensor integrated circuits (“ICs”), application-specific analog power semiconductors, wafer foundry products and from the sale of Sanken related products. The following tables summarize net sales disaggregated by core end market and application, by product and by geography for the three- and six- month periods ended September 25, 2020 and September 27, 2019. The categorization of net sales by core end market and application is determined using various characteristics of the product and the application into which the Company’s product will be incorporated. The categorization of net sales by geography is determined based on the location the products are being shipped to. Net sales by core end market and application: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Core end market: Automotive $ 89,479 $ 98,209 $ 165,857 $ 190,607 Industrial 21,650 18,092 42,056 34,737 Other 25,520 20,542 43,737 38,329 Other applications: Wafer foundry products — 16,698 — 32,988 Distribution of Sanken products — 9,699 — 19,022 Total net sales $ 136,649 $ 163,240 $ 251,650 $ 315,683 Net sales by product: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Power integrated circuits (“PIC”) $ 50,271 $ 45,235 $ 91,870 $ 80,235 Magnetic sensors (“MS”) 86,097 91,608 159,499 183,438 Photonics 281 — 281 — Wafer foundry products — 16,698 — 32,988 Distribution of Sanken products — 9,699 — 19,022 Total net sales $ 136,649 $ 163,240 $ 251,650 $ 315,683 Net sales by geography: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Americas: United States $ 20,962 $ 30,659 $ 33,958 $ 59,248 Other Americas 3,249 5,200 5,177 11,208 EMEA: Europe 24,374 24,140 42,220 52,281 Asia: Japan 22,511 42,472 46,131 85,940 Greater China 37,935 36,696 70,006 59,960 South Korea 12,515 13,950 26,127 27,294 Other Asia 15,103 10,123 28,031 19,752 Total net sales $ 136,649 $ 163,240 $ 251,650 $ 315,683 The Company recognizes sales net of returns, credits issued, price protection adjustments and stock rotation rights. At September 25, 2020 and March 27, 2020, these adjustments were $19,337 and $17,473, respectively, and were netted against trade accounts receivable in the unaudited consolidated balance sheets. These amounts represent activity of a charge of $1,864 and a credit of $412 for the six-month periods ended September 25, 2020 and September 27, 2019, respectively. Unsatisfied performance obligations primarily represent contracts for products with future delivery dates. The Company elected to not disclose the amount of unsatisfied performance obligations as these contracts have original expected durations of less than one year. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Sep. 25, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following tables present information about the Company’s financial assets and liabilities as of September 25, 2020 and March 27, 2020 measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values: Fair Value Measurement at September 25, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market fund deposits $ 41,342 $ — $ — $ 41,342 Restricted cash: Money market fund deposits 6,354 — — 6,354 Total assets $ 47,696 $ — $ — $ 47,696 Liabilities: Other long-term liabilities: Contingent consideration $ — $ — $ 7,800 $ 7,800 Total liabilities $ — $ — $ 7,800 $ 7,800 Fair Value Measurement at March 27, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market fund deposits $ 46,337 $ — $ — $ 46,337 Restricted cash: Money market fund deposits 5,385 — — 5,385 Total assets $ 51,722 $ — $ — $ 51,722 The following table shows the change in fair value of Level 3 contingent consideration in connection with the Acquisition for the six-month period ended September 25, 2020: Level 3 Balance at March 27, 2020 $ — Additions during the year 7,800 Balance at September 25, 2020 $ 7,800 Assets and liabilities measured at fair value on a recurring basis also consist of marketable securities, unit investment trust fund, loans, bonds, stock and other investments which are the Company’s defined benefit plan assets. Fair value information for those assets and liabilities, including their classification in the fair value hierarchy, is included in Note 15, “Retirement Plans.” During the six-month periods ended September 25, 2020 and September 27, 2019, there were no transfers between Level 1, Level 2 and Level 3. |
Trade Accounts Receivable, net
Trade Accounts Receivable, net | 6 Months Ended |
Sep. 25, 2020 | |
Receivables [Abstract] | |
Trade Accounts Receivable, net | Trade Accounts Receivable, net Trade accounts receivable, net (including related party trade accounts receivable) consisted of the following: September 25, March 27, Trade accounts receivable $ 93,657 $ 107,223 Less: Allowance for doubtful accounts (338) (288) Returns and sales allowances (18,999) (17,185) Related party trade accounts receivable (16,394) (30,293) Total $ 57,926 $ 59,457 Changes in the Company’s allowance for doubtful accounts and returns and sales allowances were as follows: Description Allowance for Returns Total Balance at March 27, 2020 $ 288 $ 17,185 $ 17,473 Charged to costs and expenses or revenue 50 64,316 64,366 Write-offs, net of recoveries — (62,502) (62,502) Balance at September 25, 2020 $ 338 $ 18,999 $ 19,337 Description Allowance for Returns Total Balance at March 29, 2019 $ 412 $ 17,607 $ 18,019 Charged to costs and expenses or revenue (201) 57,155 56,954 Write-offs, net of recoveries — (57,366) (57,366) Balance at September 27, 2019 $ 211 $ 17,396 $ 17,607 |
Inventories
Inventories | 6 Months Ended |
Sep. 25, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories include material, labor and overhead and consisted of the following: September 25, March 27, Raw materials and supplies $ 9,415 $ 12,411 Work in process 61,916 87,606 Finished goods 30,061 24,659 Finished goods – consigned 3,404 2,551 Total $ 104,796 $ 127,227 In connection with the Acquisition, the Company acquired inventory with a stepped-up basi s of $3,120 i n the three- and six-month periods ended September 25, 2020. The Company recorded inventory provisions totaling $490 and $2,073 for the three- and six-month periods ended September 25, 2020, respectively, and $473 and $1,530 for the three- and six-month periods ended September 27, 2019, respectively. |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 6 Months Ended |
Sep. 25, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Property, Plant and Equipment, net Property, plant and equipment, net is stated at cost, and consisted of the following: September 25, March 27, Land $ 23,419 $ 27,898 Buildings, building improvements and leasehold improvements 89,433 150,402 Machinery and equipment 476,338 694,215 Office equipment 6,690 7,517 Construction in progress 18,504 27,919 Total 614,384 907,951 Less accumulated depreciation (396,483) (575,621) Total $ 217,901 $ 332,330 Total depreciation expense amounted to $11,797 and $22,606 in the three- and six-month periods ended September 25, 2020, respectively, and $15,540 and $30,570 in the three- and six-month periods ended September 27, 2019, respectively. Long-lived assets include property, plant and equipment and related deposits on such assets, and capitalized tooling costs. The geographic locations of the Company's long-lived assets, net, based on physical location of the assets, as of September 25, 2020 and March 27, 2020 are as follows: September 25, March 27, United States $ 40,659 $ 152,536 Philippines 127,274 106,618 Thailand 41,519 62,380 Other 9,842 12,112 Total $ 219,294 $ 333,646 Amortization of prepaid tooling costs amounted to $19 and $36 for the three- and six-month periods ended September 25, 2020, respectively, and $30 and $62 in the three- and six-month periods ended September 27, 2019, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Sep. 25, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The table below summarizes the changes in the carrying amount of goodwill as follows: Total Balance at March 27, 2020 $ 1,285 Goodwill arising from acquisition 18,871 Currency translation 101 Balance at September 25, 2020 $ 20,257 Intangible assets, net is as follows: September 25, 2020 Description Gross Accumulated Net Carrying Weighted- Average Lives Patents $ 30,801 $ 11,066 $ 19,735 10 years Customer relationships 6,193 5,797 396 9 years Process technology 17,150 1,755 15,395 12 years Trademarks 810 62 748 5 years Other 32 32 — Total $ 54,986 $ 18,712 $ 36,274 March 27, 2020 Description Gross Accumulated Net Carrying Weighted- Average Lives Patents $ 29,115 $ 9,834 $ 19,281 10 years Customer relationships 5,462 5,335 127 9 years Process technology 1,650 1,650 — Trademarks 608 58 550 Other 32 32 — Total $ 36,867 $ 16,909 $ 19,958 As summarized in Note 3, “Acquisition,” the Company completed its acquisition of Voxtel, Inc. during the three-month period ended September 25, 2020. The Company paid an amount of $35,081 to acquire Voxtel, which represents its fair value on that date. Any excess of the acquisition consideration over the fair value of the assets acquired and liabilities assumed was allocated to goodwill, which amounted to $18,871. As a result of the Acquisition, the Company recorded finite-life intangible assets of $13,600, the types and lives of which are detailed in the above-referenced financial note. In addition, as a result of the acquisition, the Company recorded indefinite-life intangible assets of $2,400. Intangible assets amortization expense was $671 and $1,384 for the three- and six-month periods ended September 25, 2020, respectively, and $418 and $845 for the three- and six-month periods ended September 27, 2019, respectively. The majority of the Company’s intangible assets are related to patents as noted above. The Company capitalizes external legal costs incurred in the defense of its patents when it believes that a significant, discernible increase in value will result from the defense and a successful outcome of the legal action is probable. When the Company capitalizes patent defense costs it amortizes these costs over the remaining estimated useful life of the patent, which is generally ten years. There were no such costs capitalized during either of the first six months of fiscal years 2020 or 2021. As of September 25, 2020, annual amortization expense of intangible assets for the next five fiscal years is expected to be as follows: Remainder of 2021 $ 1,584 2022 3,057 2023 2,917 2024 2,788 2025 2,598 Thereafter 23,330 Total $ 36,274 |
Other Assets, net
Other Assets, net | 6 Months Ended |
Sep. 25, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets, net | Other Assets, net The composition of other assets, net is as follows: September 25, March 27, VAT receivables long-term, net $ 4,988 $ 3,039 Deposits 2,376 2,399 Prepaid contracts long-term 3,609 1,282 Deferred offering costs 1,806 — Other 2,000 2,090 Total $ 14,779 $ 8,810 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Sep. 25, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities The composition of accrued expenses and other current liabilities is as follows: September 25, March 27, Accrued management incentive (LTIP) $ 748 $ 11,488 Accrued management incentive (non-LTIP) 7,176 6,273 Accrued salaries and wages 18,105 12,069 Base acquisition purchase price due 17,244 — Accrued vacation 5,804 7,146 Accrued severance 4,417 6,065 Accrued professional fees 4,258 4,036 Accrued income taxes 1,324 3,408 Accrued utilities 666 1,114 Other current liabilities 5,187 5,256 Total $ 64,929 $ 56,855 |
Management Long-Term Incentive
Management Long-Term Incentive Plan | 6 Months Ended |
Sep. 25, 2020 | |
Compensation Related Costs [Abstract] | |
Management Long-Term Incentive Plan | Management Long-Term Incentive Plan On August 28, 2015 the Company’s Board of Directors approved a Long-Term Cash Incentive Plan (“LTIP”) for certain employees. Under the LTIP, employees receive cash payments upon achievement of certain performance metrics determined based on a three-year rolling performance period. The Company had executed individual agreements with employees to pay certain incentives upon achievement of the plan conditions at the end of each three-year performance period. The accrual activity, payments, removal due to divestitures and balances related to the LTIP are as follows: Description Current Liabilities Long-Term Liabilities Balance at March 27, 2020 $ 11,488 $ 2,439 Reclassification 1,004 (1,004) Payments (11,096) — Removal due to divestiture (378) (398) Accruals (270) (1,037) Balance at September 25, 2020 $ 748 $ — The current and long-term portion of the liabilities associated with the LTIP is included within accrued expenses and other current liabilities and other long-term liabilities in the Company’s unaudited consolidated balance sheets, respectively. |
Bank Lines of Credit
Bank Lines of Credit | 6 Months Ended |
Sep. 25, 2020 | |
Debt Disclosure [Abstract] | |
Bank Lines of Credit | Bank Lines of Credit On January 22, 2019, the Company, through its subsidiaries, entered into a revolving line-of-credit agreement, with a financial institution, that provides for a maximum borrowing capacity of $25,000. The revolving line-of credit bears interest at LIBOR on the day of the advance plus a 0.4% spread payable upon maturity of the draws, and expires on January 22, 2021. During fiscal year 2020, the Company borrowed $25,000 under the revolving line-of-credit. As of March 27, 2020, the Company had a $25,000 outstanding balance under the revolving line-of-credit agreement with an original repayment date of June 19, 2020 at an interest rate of 1.7%. In the first quarter of fiscal 2021 repayment of the $25,000 borrowings under the revolving line-of-credit was extended to December 18, 2020, and as of September 25, 2020 the Company’s outstanding balance under the revolving line-of-credit agreement was $25,000. The revolving line of credit is secured, for one-year period, by a non-refundable fee of $25 that was paid to the financial institution. In connection with entering into a new revolving credit facility on September 30, 2020, the Company used cash on hand to repay all amounts outstanding under the line-of-credit and terminated all commitments thereunder. See Note 21, “Subsequent Events.” On March 27, 2006, the Company, through its subsidiaries, entered into a revolving line-of-credit agreement, with a financial institution, that provides for a maximum borrowing capacity of $10,000. The revolving line-of-credit bears interest at LIBOR on the day of the advance plus 1.0% spread payable upon maturity of the draws and is guaranteed by Sanken. Under the terms of the revolving line-of-credit agreement, the principal is due at various times during fiscal year 2021. During fiscal year 2020, the Company borrowed $10,000 under the revolving line of credit. As of March 27, 2020, the Company had $10,000 outstanding balance under the revolving line-of-credit agreement maturing on September 16, 2020, at an interest rate of 2.5%. On March 28, 2020, in conjunction with the divestiture of PSL, the debt was deconsolidated. On December 5, 2001, the Company, through its subsidiaries, entered into a line-of-credit agreement with a financial institution that provides for a maximum borrowing capacity of $8,000. On March 18, 2020, the Company borrowed $8,000 under the line-of-credit. As of March 27, 2020, the Company had $8,000 outstanding balance under the line-of-credit agreement maturing on June 18, 2020 at an interest rate of 1.9%. In the first quarter of fiscal 2021 repayment of the $8,000 borrowings under the line-of-credit was extended to December 21, 2020, and as of September 25, 2020 the Company’s outstanding balance under the line-of-credit agreement was $8,000. In connection with entering into a new revolving credit facility, the Company used cash on hand to repay all amounts outstanding under the line-of-credit and terminated all commitments thereunder. See Note 21, “Subsequent Events.” On November 26, 2019, the Company, through its subsidiaries, entered into a line-of-credit agreement with a financial institution that provides for a maximum borrowing capacity of 60,000 Philippine pesos (approximately $1,235 at September 25, 2020) at the bank’s prevailing interest rate, which was approximately 4.6% at both September 25, 2020 and March 27, 2020. The line-of credit expires on August 31, 2021. There were no borrowings outstanding under this line-of-credit as of September 25, 2020 or March 27, 2020. On November 20, 2019, the Company, through its subsidiaries, entered into a line-of-credit agreement with a financial institution that provides for a maximum capacity of 75,000 Philippine pesos (approximately $1,544 at September 25, 2020) at the bank’s prevailing interest rate. The line-of credit expires on June 30, 2021. There were no borrowings outstanding under this line-of-credit as of September 25, 2020 or March 27, 2020. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 6 Months Ended |
Sep. 25, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | Other Long-Term Liabilities The composition of other long-term liabilities is as follows: September 25, March 27, Accrued management incentive (LTIP) $ — $ 2,439 Accrued management incentive (non-LTIP) 1,012 2,304 Accrued retirement 9,213 8,005 Accrued contingent consideration 7,800 — Provision for uncertain tax positions (net) 2,952 2,855 Other 274 275 Total $ 21,251 $ 15,878 |
Retirement Plans
Retirement Plans | 6 Months Ended |
Sep. 25, 2020 | |
Retirement Benefits [Abstract] | |
Retirement Plans | Retirement Plans The Company recognizes the funded status (i.e., the difference between the fair value of plan assets and the benefit obligations) of its defined benefit pension plans in its unaudited consolidated balance sheets with a corresponding adjustment to accumulated other comprehensive income (“AOCI”), net of tax. These amounts will continue to be recognized as a component of future net periodic benefit cost consistent with the Company’s past practice. Further, actuarial gains and losses and prior service costs that arise in future periods and are not recognized as net periodic benefit costs in the same periods will be recognized as a component of other comprehensive income. Those amounts will also be recognized as a component of future net periodic benefit costs consistent with the Company’s past practice. The Company uses a measurement date for its defined benefit pension plans and other postretirement benefit plans that is equivalent to its fiscal year-end. Plan Descriptions Non-U.S. Defined Benefit Plan The Company, through its its wholly-owned subsidiary, Allegro MicroSystems Philippines, Inc. (“AMPI”), has a defined benefit pension plan, which is a noncontributory plan that covers substantially all employees of the respective subsidiary. The plan’s assets are invested in common trust funds, bonds and other debt instruments and stocks. Effect on the unaudited Statements of Income Expense related to the non-U.S. defined benefit plan was as follows: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Service cost $ 277 $ 238 $ 547 $ 475 Interest cost 156 168 308 334 Expected return on plan assets (74) (82) (152) (164) Net acquired/transferred obligation — — — — Amortization of net transition asset — (3) — (6) Amortization of prior service cost 2 2 4 4 Actuarial loss 45 24 79 48 Net periodic pension expense $ 406 $ 347 $ 786 $ 691 Information on Plan Assets The table below sets forth the fair value of the entity’s plan assets as of September 25, 2020 and March 27, 2020, using the same three-level hierarchy of fair value inputs described in the significant accounting policies included in the audited consolidated financial statements as of March 27, 2020 and for the year then ended, which are included in the previously filed Prospectus. Fair Value at September 25, Level 1 Level 2 Level 3 Assets of non-U.S. defined benefit plan: Government securities $ 1,862 $ 1,862 $ — $ — Unit investment trust fund 1,098 — 1,098 — Loans 605 — — 605 Bonds 1,309 — 1,309 — Stocks and other investments 1,820 692 1 1,127 Total $ 6,694 $ 2,554 $ 2,408 $ 1,732 Fair Value at March 27, Level 1 Level 2 Level 3 Assets of non-U.S. defined benefit plan: Government securities $ 1,260 $ 1,260 $ — $ — Unit investment trust fund 897 — 897 — Loans 756 — — 756 Bonds 1,094 — 1,094 — Stocks and other investments 1,572 1,207 1 364 Total $ 5,579 $ 2,467 $ 1,992 $ 1,120 The following table shows the change in fair value of Level 3 plan assets for the six-month period ended September 25, 2020: Level 3 Non-U.S. Defined Plan Assets Loans Stocks Balance at March 27, 2020 $ 756 $ 364 Additions during the year 120 — Redemptions during the year (303) — Revaluation of equity securities — 745 Change in foreign currency exchange rates 32 18 Balance at September 25, 2020 $ 605 $ 1,127 The investments in the Company’s major benefit plans largely consist of low-cost, broad-market index funds to mitigate risks of concentration within the market sectors. In recent years, the Company’s investment policy has shifted toward a closer matching of the interest-rate sensitivity of the plan assets and liabilities. The appropriate mix of equity and bond investments is determined primarily through the use of detailed asset-liability modeling studies that look to balance the impact of changes in the discount rate against the need to provide asset growth to cover future service cost. The Company, through its wholly-owned subsidiary, Allegro MicroSystems, LLC’s (“AML”), non-U.S. defined benefit plan, has added a greater proportion of fixed income securities with return characteristics that are more closely aligned with changes in liabilities caused by discount rate volatility. There are no significant restrictions on the amount or nature of the investments that may be acquired or held by the plans. During the three- and six-month periods ended September 25, 2020 the Company contributed approximately $247 and $487 to its non-U.S. pension plan, respectively, and during the three- and six-month periods ended September 27, 2019 the Company contributed approx imately $230 an d $463 to its non-U.S. pension plan, respectively. The Company expects to contribute approximately $943 to its non-U.S. pension plan in fiscal year 2021. Other Defined Benefit Plan In December 1993, the Company commenced with a rollover pension promise agreement (“Pension Promise”) to offer a then European employee an insured annuity upon their retirement at age 65. The employee was the only eligible participant of the Pension Promise. The impact associated with the expense and related other income with the Pension Promise was insignificant in fiscal years 2020 and 2019, respectively. The total values of the Pension Promise in the amounts of 827 an d 866 British Pounds Sterling at September 25, 2020 and March 27, 2020, respectively (approximate ly $1,053 and $975 at September 25, 2020 and March 27, 2020, respectively), were classified with other in other assets, net and accrued retirement in other long-term liabilities in the Company’s unaudited consolidated balance sheets. Defined Contribution Plan Eligible AML U.S. employees may contribute up to 50% of their pretax compensation to a defined contribution plan, subject to certain limitations, and AML may match, at its discretion, 100% of the participants’ pretax contributions, up to a maximum of 5% of their eligible compensation. Matching contributions by AML totaled approximatel y $1,040 and $2,069 for the three- and six-month periods ended September 25, 2020, respectively, and approxim ately $960 and $2,007 for the three- and six-month periods ended September 27, 2019, respectively. The Company, through its AML subsidiary, Allegro MicroSystems Europe, Ltd. (“Allegro Europe”), also has a defined contribution plan (the “AME Plan”) covering substantially all employees of Allegro Europe. Contributions to the AME Plan by the Company totaled approximately $206 and $385 for the three- and six-month periods ended September 25, 2020, respectively, and approximately $183 and $359 for the three- and six-month periods ended September 27, 2019, respectively. The Company has a 401(k) plan that covers all employees meeting certain service and age requirements. Employees are eligible to participate in the plan upon hire when the service and age requirements are met. Employees may contribute up to 35% of their compensation, subject to the maximum contribution allowed by the Internal Revenue Service. All employees are 100% vested in their contributions at the time of plan entry. As of January 1, 2008, and until January 1, 2015, the Company’s former wholly-owned subsidiary, PSL, adopted and used a Safe Harbor provision, whereby PSL contributed 3% |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Sep. 25, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases The Company, through its subsidiaries, leases certain real estate property and equipment under operating lease agreements that expire at various dates between one Insurance The Company, through its subsidiaries, utilizes self-insured employee health programs for employees in the United States. The Company records estimated liabilities for its self-insured health programs based on information provided by the third-party plan administrators, historical claims experience and expected costs of claims incurred but not reported. The Company monitors its estimated liabilities on a quarterly basis. As facts change, it may become necessary to make adjustments that could be material to the Company’s unaudited consolidated financial position and results of operations. Legal proceedings The Company is subject to various legal proceedings and claims, the outcomes of which are subject to significant uncertainty. The Company records an accrual for legal contingencies when it is determined that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations, the Company evaluates, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, and the ability to make a reasonable estimate of the loss. If the occurrence of liability is probable, the Company will disclose the nature of the contingency, and if estimable, will provide the likely amount of such loss or range of loss. Furthermore, the Company does not believe there are any matters that could have a material adverse effect on financial position, results of operations or cash flows. Indemnification From time to time, the Company has agreed to indemnify and hold harmless certain customers for potential allegations of infringement of intellectual property rights and patents arising from the use of its products. To date, the Company has not incurred any costs in connection with such indemnification arrangements; therefore, there was no accrual of such amounts as of September 25, 2020 or March 27, 2020. Environmental Matters The Company establishes accrued liabilities for environmental matters when it is probable that a liability has been incurred, and the amount of the liability can be reasonably estimated. If the contingency is resolved for an amount greater or less than the accrual, or the Company’s share of the contingency increases or decreases or other assumptions relevant to the development of the estimate were to change, the Company would recognize an additional expense or benefit in the unaudited consolidated statements of operations during the period such determination was made. No environmental accruals were established at September 25, 2020 or March 27, 2020. |
Net Income per Share
Net Income per Share | 6 Months Ended |
Sep. 25, 2020 | |
Earnings Per Share [Abstract] | |
Net Income per Share | Net Income per Share The following table sets forth the computation of diluted net income attributable to Allegro MicroSystems, Inc. per share: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Net income attributable to Allegro MicroSystems, Inc. $ 9,584 $ 11,565 $ 14,404 $ 14,749 Net income attributable to common stockholders 9,618 11,583 14,472 14,818 Weighted average basic and diluted common shares 10,000,000 10,000,000 10,000,000 10,000,000 Basic and diluted net income attributable to Allegro MicroSystems, Inc. per share $ 0.96 $ 1.16 $ 1.44 $ 1.47 Basic and diluted net income attributable to common stockholders per share $ 0.96 $ 1.16 $ 1.45 $ 1.48 Class A shares are entitled to a priority dividend of 8%. After Class A shareholders receive an annualized return on capital of 8%, distributions of the remaining value are split between Class A and Class L shareholders based on the achievement of certain return targets. In determining income to the Class A stockholders for computing basic and diluted earnings per share for the three- and six-month periods ended September 25, 2020 and September 27, 2019, the Company did not allocate income to the Class L shares in accordance with ASC 260, because such classes of shares would not have shared in the distribution had all of the income for the periods been distributed. Accordingly, earnings per share calculations were provided only for the class A shares. Unaudited Pro Forma Net Income per Share Unaudited pro forma basic and diluted net income per share attributable to Allegro MicroSystems, Inc. for the three- and six-month periods ended September 25, 2020 have been prepared to give effect to the Common Stock Conversion as described below in Note 21, “Subsequent Events” as if such event had occurred on September 25, 2020. Three-Month Six-Month Numerator: Net income, as reported $ 9,584 $ 14,404 Denominator: Weighted-average shares used to compute net 10,000,000 10,000,000 Pro forma adjustments to reflect the Common Stock 156,500,000 156,500,000 Pro forma adjustments to reflect the Company’s buy-back of shares to cover withholding taxes (2,068,234) (2,068,234) Total 164,431,766 164,431,766 Pro forma net income per share attributable to $ 0.06 $ 0.09 |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 6 Months Ended |
Sep. 25, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Common Stock and Stock-Based Compensation | Common Stock and Stock-Based CompensationThe Company has two classes of common stock, Class A common stock and Class L common stock. The Company’s Board of Directors authorized 12,500,000 shares of Class A common stock at par value of $0.01, out of which the Company issued 6,720,000 to Sanken in exchange for its previous common shares. The previous single class of common stock was retired in full. The Company sold 2,880,000 of newly-issued shares of Class A common stock, representing a 28.8% ownership interest, to OEP for cash consideration of $291,000. The stock issuance proceeds were recorded net of $9,260 of related transaction costs. The Company’s Board of Directors authorized 1,000,000 shares of Class L common stock at a par value of $0.01. Both Class A and Class L common stock are entitled to dividends, when, and if declared by the Board of Directors. Holders of shares of Class A common stock are entitled to a priority dividend of 8%. After holders of shares of Class A common stock receive an annualized return on capital of 8%, distributions of the remaining value are split between holders of shares of Class A common stock and Class L common stock based on the achievement of certain return targets. Each outstanding share of Class A common stock entitles the holder to one vote on each matter submitted to a vote of the stockholders of the Company, including the election of the Board of Directors. Holders of Class L common stock are not entitled to vote. In the event of voluntary or involuntary liquidation, dissolution or winding-up of the Company, any amounts available for distribution by the Company will be paid to the holders of Class A common stock and Class L common stock, as if such distribution were a dividend paid, factoring in the priorities as described above. Upon the earliest of (i) an initial public offering (“IPO”); (ii) change of control; (iii) the date OEP and its affiliates cease to own any shares of capital stock of the Company; or (iv) at the election of the Board of Directors, any merger transaction involving the Company or its subsidiaries, each outstanding share of Class L common stock will convert into Class A common stock. Also, in connection with the OEP transaction, the Company granted 400,000 of unvested Class A shares and 597,400 of unvested Class L shares to certain Company employees. The Class A shares vest to the grantees over a service period of 60 months. However, they remain subject to the Company’s repurchase right at par value in the event that either (i) a change in control has not occurred or (ii) the Company has not consummated an IPO by the seventh anniversary of the OEP transaction. As of March 27, 2020, the Company was not able to determine whether such a change in control or IPO was probable and therefore no amount of stock-based compensation was recognized for the unvested Class A shares. If such a change in control or IPO occurred, the unvested Class A shares would immediately become vested and the Company would recognize $40,440 of one-time stock-based compensation (400,000 shares to management at $101.10 per share) at that time. The Class L unvested shares vest on a straight-line basis over a service period of four years. Class L unvested shares have no other vesting conditions. If an IPO occured, 25% of the unvested awards would accelerate vesting if 25% or more of the awards are unvested at the time of the IPO. If a change in control occurs, 100% of the then unvested awards will accelerate vesting. The Company recorded stock-based compensation expense in the following expense categories of its unaudited consolidated statements of income: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Cost of sales $ 53 $ 45 $ 150 $ 90 Research and development 32 26 53 45 Selling, general and administrative 495 303 822 613 Total stock-based compensation $ 580 $ 374 $ 1,025 $ 748 The Company issued 15,828 Class L shares during the six-month period ended September 25, 2020 with a weighted average price per share of $33.83. The Company issued no Class L shares during the six-month period ended September 27, 2019. There were 638,298 Class L shares outstanding at September 25, 2020 with a weighted average price per share of $11.99. |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 25, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recorded the following tax provision in its unaudited consolidated statements of income: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Operating taxes $ 1,589 $ 2,566 $ 2,405 $ 4,277 Discrete tax items 493 267 205 5,891 Provision for income taxes $ 2,082 $ 2,833 $ 2,610 $ 10,168 Annual operating tax rate 13.6 % 17.8 % 14.1 % 17.1 % Effective tax rate 17.8 % 19.7 % 15.3 % 40.7 % The Company is subject to income taxes in the United States and the foreign jurisdictions in which it does business. The Company’s income tax provision is comprised of federal, state, local and foreign taxes based on income in multiple jurisdictions and changes in uncertain tax positions. The primary region that is applicable to the determination of the Company’s effective tax rate is the United States. Effective tax rates vary depending on the relative proportion of foreign to U.S. income, the utilization of foreign tax credits and research and development tax credits, changes in corporate structure, changes in the valuation of the Company’s deferred tax assets and changes in tax laws and interpretations. The Company regularly assesses the likelihood of outcomes that could result from the examination of its tax returns by the IRS, and other tax authorities to determine the adequacy of our income tax reserves and expense. Should actual events or results differ from our then-current expectations, charges or credits to the Company’s provision for income taxes may become necessary. Any such adjustments could have a significant effect on the results of operations. The effective tax rate is comprised of an estimated annual operating tax rate and the tax impact of discrete tax adjustments. The effective tax rate for the six-month period ended September 25, 2020 is below the U.S. statutory tax rate of 21.0% primarily as a result of the benefit of the Research and Development Credits and the Foreign Derived Intangible Income provision of the 2017 Tax Cut and Jobs Act (“U.S. Tax Reform”). The decrease in the Company’s provision for income tax and the effective tax rate for the six-month period ended September 25, 2020 as compared to the six-month period ended September 27, 2019 was primarily driven by a discrete tax expense of approximately $5,500 recorded in the first quarter of fiscal year 2020, for the settlement of IRS transfer pricing audits for years 2016, 2017, and 2018. Additionally, the Company estimates an increased benefit of the Foreign Derived Intangible Income provision of U.S. Tax Reform for fiscal year 2021 as compared to fiscal year 2020 resulting from an increase in forecasted taxable income year over year. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Sep. 25, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Transactions involving Sanken The Company sells products to, and purchases in-process products from Sanken. In addition, prior to March 28, 2020, the Company also sold products for Sanken. Net sales of Company’s products to Sanken totaled $22,511 and $46,131 during the three- and six-month periods ended September 25, 2020, respectively, and $16,625 and $32,792 during the three- and six-month periods ended September 27, 2019, respectively. Trade accounts receivables, net of allowances from Sanken totaled $11,654 and $30,293 as of September 25, 2020 and March 27, 2020, respectively. Other accounts receivable from Sanken totaled $389 and $558 as of September 25, 2020 and March 27, 2020, respectively. During fiscal year 2020, the Company acted as a distributor of Sanken’s products. Net sales of Sanken’s products by the Company to third parties totaled $9,699 and $19,022 during the three- and six-month periods ended September 27, 2019. On March 28, 2020, the Company formally terminated its distribution agreement with Sanken to distribute Sanken’s products. Purchases of various products from Sanken totaled $8,569 and $16,479 for the three- and six-month periods ended September 27, 2019. Accounts payable to Sanken totaled $4,494 as of March 27, 2020. Joint Development Agreement (“Development Agreement”) The Company, through its former wholly-owned subsidiary, PSL, entered into a Development Agreement with Sanken whereby the Company and Sanken jointly own a specific wafer technology and share the reimbursement of development costs incurred by the Company. Sanken reimbursed $360 and $720 in the three- and six-month periods ended September 27, 2019. Short-term Bridge Loan Receivable to Sanken In March 2019, the Company entered into a short-term bridge loan to Sanken in the amount of $30,000. The loan bore interest of 2.52% and was repaid in April 2019. Interest income related to the loan to Sanken was $55 in the six-month period ended September 27, 2019. Notes Payable and Line-of credit from Sanken The Company, through PSL, its former wholly-owned subsidiary, had related party debt owed to Sanken that includes three notes payable in the aggregate amount of $17,700 and two lines-of-credit agreements in the aggregate amount of $25,000 at March 27, 2020. The interest rates on the related party debt was reset at the beginning of each calendar quarter to LIBOR on the last trading day of the previous month, plus a 1.0% spread. Related party interest expense consisting of amounts due to Sanken for intercompany notes payable and lines-of-credit for the three- and six-month periods ended September 27, 2019 amounted to $383 and $795 and related party interest paid for the same periods amounted to $730 and $754, respectively. As of March 27, 2020, the related party notes payable balance of $17,700 was classified in the unaudited consolidated balance sheet as long-term, with various maturity dates through March 14, 2025. The line of credit agreements of $25,000 were classified as current at March 27, 2020. In connection with the PSL divestiture, the total $42,700 balance was contributed in-kind for the fair value of the 70% interest that Sanken acquired. Transactions involving PSL In accordance with the divestiture transactions of both PSL and the Sanken distribution business, the Company had both intercompany accounts payable of $1,198 and accounts receivable of $3,368 that were previously eliminated in consolidation. The previous intercompany receivable balance of $3,368 was moved into trade and other accounts receivable due from related party as of March 28, 2020. In addition, as a result of PSL taking over the Sanken distribution business, at September 25, 2020, the Company reflected a related accounts receivable balance of $4,909. This amount includes a reduction of $3,368 from payments made by PSL during the six-month period ended September 25, 2020. In addition, the Company, through PSL entered into a Development Agreement with Sanken whereby the Company and Sanken jointly own a specific wafer technology and share the reimbursement of development costs incurred by the Company. Sanken reimbursed $360 and $720 in the three- and six-month periods ended September 27, 2019. The Company continues to purchase in-process products from PSL. Purchases of various products from PSL totaled $9,967 and $21,890 for the three- and six-month periods ended September 25, 2020. This amount includes $1,700 and $3,500 of price support payments made for the three- and six-month periods ended September 25, 2020 and the reduction of $1,760 and $1,198 of intercompany balances for the three- and six-month periods ended September 25, 2020. Accounts payable to PSL included in amounts due to related party totaled $1,157 as of September 25, 2020. Note Receivable from PSL On March 28, 2020, in connection with the PSL divestiture, the Company contributed the forgiveness of the fair value of $15,000 out of the $66,377 total debt owed by PSL to the Company, which was previously eliminated in consolidation as of March 27, 2020. As a result of this divestiture, on March 28, 2020, the $51,377 note receivable from PSL is now classified on the Company’s balance sheet as related party note receivable. The related party note receivable held by the Company has a maturity date of March 28, 2027 and bears interest rate of 2.70%, which is a market rate determined by IRS guidance at the time of the divestiture. The entire receivable of $51,377 plus accrued interest of $762 was repaid on October 14, 2020. Consulting Agreement The Company entered into a board executive advisor agreement (the “Consulting Agreement”) with Reza Kazerounian in September 2017, before Mr. Kazerounian became a member of the Company’s board of directors, pursuant to which the Company engaged Mr. Kazerounian to serve as executive advisor to the board of directors and the office of Chief Executive Officer. The Consulting Agreement provides for a fee payable to Mr. Kazerounian on a monthly basis in exchange for his services (which fee was reduced from $30 per month to $19 per month in connection with Mr. Kazerounian’s appointment to the board of directors in June 2018), as well as a grant of 12,000 shares of the Company’s Class L common stock and a signing bonus of $54 in connection with the execution of the Consulting Agreement. The Consulting Agreement provides that if Mr. Kazerounian is terminated by the board of directors, he will be entitled to a severance payment in the amount of $180 as well as a six-month vesting acceleration of his shares of Class L common stock. The board of directors and Mr. Kazerounian each have the right to terminate the Consulting Agreement at any time. During the six-month periods ended September 25, 2020 and September 27, 2019, the Company paid aggregate fees of $90 each quarter to Mr. Kazerounian pursuant to the Consulting Agreement. Director and Executive Officer Promissory Notes From time to time, the Company has entered into promissory notes with certain of its directors and executive officers to finance all or a part of the income and employment taxes payable by them in connection with grants of the Company’s Class A common stock and/or Class L common stock. The Company had $654 and $506 of promissory notes outstanding as of as of September 25, 2020 and March 27, 2020, respectively. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Sep. 25, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On November 2, 2020, the Company completed its IPO. The Company’s common stock is now listed on the Nasdaq Global Select Market under the ticker symbol “ALGM.” On November 2, 2020 the Company closed its IPO of 28,750,000 shares of its common stock at an offering price of $14.00 per share, of which 25,000,000 shares were sold by the Company and 3,750,000 were sold by selling stockholders, resulting in net proceeds to the Company of approximately $320,849, after deducting $20,125 of underwriting discounts and $9,026 of estimated offering costs. Immediately following the pricing of the IPO, all outstanding shares of Class A common stock and Class L common stock were automatically converted into an aggregate of 166,500,000 shares of common stock (the “Common Stock Conversion”). Outstanding shares of Class A and Class L common stock were converted to common stock in the Common Stock Conversion at conversion rates of approximately 15.822 and 13.010 shares of common stock to each share of Class A and Class L common stock, respectively. As part of the Common Stock Conversion, 2,066,468 and 1,766 shares of common stock were returned to the Company for tax payments made on behalf of holders of Class A common stock and Class L common stock, respectively, in withhold to cover tax transactions. Outstanding loan amounts related to Class L common stock in the aggregate amount of $753 were extinguished on October 2, 2020. The following table presents the respective number of shares of common stock and unvested restricted common stock issued in the Common Stock Conversion. The number of shares of common stock and unvested restricted common stock issuable are based upon the vesting provisions of the outstanding shares and reflect the shares vested and unvested at the date of conversion. Shares of Shares of Unvested Total Shares of Class A common stock 156,155,403 — 156,155,403 Class L common stock 7,816,614 459,749 8,276,363 Total 163,972,017 459,749 164,431,766 The Company has retrospectively adjusted its earnings per share to reflect the conversion of Class A common stock and Class L common stock to Common Stock resulting from the conversion. See Note 17 “Net Income per Share.” Upon completion of its IPO, the Company recognized one-time stock-based compensation charges of $40,440 in connection with the vesting of all outstanding shares of Class A common stock, and $1,593 in connection with the automatic acceleration of 25% of the standard vesting term of shares of Class L common stock. In connection with its IPO, the Company offered certain employees (excluding its named executive officers) who were eligible to receive cash bonuses under the Company’s Long-Term Cash Incentive Plan (the “LTCIP”) and/or Talent Retention Incentive Program (as amended, the “TRIP”) the opportunity to elect to receive restricted stock units (RSUs) under its 2020 Omnibus Incentive Compensation Plan in lieu of cash payouts under the LTCIP and/or TRIP, through the LTCIP/TRIP Award RSU Conversion Program (the “RSU Conversion Program”). The expense related to the LTCIP and TRIP awards elected to be exchanged in the RSU Conversion Program amounted to $607 and $421 , respectively. The number of RSUs granted to employees that elected to participate in the RSU Conversion Program is determined as a percentage of the employee’s target bonus under the LTCIP or TRIP, and amounted to 589,987 and 348,999 RSUs on behalf of the LTCIP and TRIP conversion, respectively, at a grant date fair value of $14.00. If an employee elected to not to participate in the RSU Conversion Program, the LTCIP or TRIP award will continue under its existing terms and conditions. On September 30, 2020, the Company entered into a term loan credit agreement with Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent, and the other agents, arrangers and lenders party thereto, providing for a $325,000 senior secured term loan facility (the “Term Loan Facility”). On September 30, 2020, the Company also entered into a revolving facility credit agreement with Mizuho Bank, Ltd., as administrative agent and collateral agent, and the other agents, arrangers and lenders party thereto, providing for a $50,000 senior secured revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Senior Secured Credit Facilities”). In connection with entering into the Revolving Credit Facility, the Company used cash on hand to repay all amounts outstanding under AML’s $25,000 line-of-credit agreement with Mizuho Bank, Ltd and AML’s $8,000 line-of-credit agreement with the Bank of Mitsubishi UFJ and terminated all commitments thereunder. On October 2, 2020, the Company repurchased an aggregate of 1,997 shares of its Class L common stock from certain of its directors and one of its non-executive employees for an aggregate purchase price of $408 in connection with, (i) in the case of such directors, the settlement of certain outstanding promissory notes issued by the Company to such directors, and (ii) in the case of such non-executive employee, to satisfy certain withholding tax obligations triggered by the vesting of such shares in accordance with the terms of the applicable award agreement. In October 2020, the Company used proceeds from the Term Loan Facility, together with cash on hand, to pay an aggregate cash dividend of $400,000 to holders of its Class A common stock. On October 14, 2020, the outstanding principal amount of, and accrued and unpaid interest on, the $51,377 related party note receivable due to the Company from PSL in connection with the PSL divestiture was prepaid in full. On November 20, 2020, the Company provided notice of repayment of $300,000 of the outstanding $325,000 Term Loan Facility using proceeds from the Company’s recently completed IPO. The notice of repayment is expected to occur during the third quarter of fiscal 2021. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Sep. 25, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosures of contingencies at the date of the unaudited consolidated financial statements and the reported amounts of net sales and expenses during the reporting period. Such estimates relate to useful lives of fixed and intangible assets, allowances for doubtful accounts and customer returns and sales allowances. Such estimates could also relate to the net realizable value of inventory, accrued liabilities, the valuation of stock-based awards, deferred tax valuation allowances, and other reserves. On an ongoing basis, management evaluates its estimates. Actual results could differ from those estimates, and such differences may be material to the unaudited condensed consolidated financial statements. |
Deferred Offering Costs | Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholder’s equity as a reduction of the additional paid-in capital generated as a result of the offering. |
Concentrations of Credit Risk and Significant Customers | Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents and accounts receivable. The Company maintains its cash and cash equivalents with financial institutions, which management believes to be of a high credit quality. To manage credit risk related to accounts receivables, the Company evaluates its creditworthiness of its customers and maintains allowances, to the extend necessary, for potential credit losses based upon the aging of its accounts receivable balances and known collection issues. |
Impact of Recently Adopted Accounting Standards and Impact of Recently Issued Accounting Standards | Impact of Recently Issued Accounting Standards The Company qualifies as “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and has elected to “opt in” to the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company will adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and will do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for nonpublic companies. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02” or “the new lease standard”) which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification determines whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. In addition, a lessee is required to record (i) a right-of-use asset and a lease liability on its balance sheet for all leases with accounting lease terms of more than 12 months regardless of whether it is an operating or financing lease and (ii) lease expense for operating leases and amortization and interest expense for financing leases. Leases with a term of 12 months or less may be accounted for similar to prior guidance for operating leases. In July 2018, the FASB issued ASU No. 2018-11, which added an optional transition method under the new lease standard that allows companies to adopt the standard as of the beginning of the year of adoption as opposed to the earliest comparative period presented. In November 2019, the FASB issued guidance delaying the effective date for all entities, except for public business entities. In May 2020, FASB issued ASU No. 2020-05 delaying the effective date of the new lease standard for nonpublic companies to fiscal years beginning after December 15, 2021 and interim periods within those fiscal years beginning after December 15, 2022. The Company expects to adopt this guidance during fiscal year 2022 and it is currently evaluating the expected effect on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which adds an impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. The ASU is also intended to reduce the complexity by decreasing the number of credit impairment models that entities use to account for debt instruments. ASU 2016-03, along with its subsequent clarifications, was effective for public companies beginning after December 15, 2019 and is effective for nonpublic companies for fiscal years beginning after December 15, 2021. The Company is evaluating the new guidance and the expected effect on its consolidated financial statements and related disclosures. In November 2019, the FASB issued guidance delaying the effective date for all entities, except for public business entities. For public entities, this guidance was effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. For nonpublic entities, this guidance is effective for annual periods beginning after December 15, 2020. In August 2018, the FASB issued ASU No. 2018-14, “Compensation—Retirement Benefits—Defined Benefit Plans—General (Topic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans” (“ASU 2018-14”), which modifies the disclosure requirements for defined benefit pension plans and other postretirement plans. ASU 2018-14 should be applied on a retrospective transition basis, and it is effective for public companies beginning after December 15, 2020 and for nonpublic companies beginning after December 15, 2021. The Company is evaluating the new guidance and the expected effect on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (“ASU 2018-13”), which modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, regarding transfers between levels of financial instruments, amounts of unrealized gains and losses included in other comprehensive (loss) income for Level 3 fair value measurements and the information used to determine the fair value of Level 3 fair value measurements. The standard is effective for both public and nonpublic companies, for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the potential impact that the adoption of ASU 2018-13 will have on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions for intraperiod tax allocations and deferred tax liabilities for equity method investments and adds guidance on whether a step-up in tax basis of goodwill relates to a business combination or a separate transaction. This ASU is effective for fiscal years beginning after December 15, 2020 for public companies and for fiscal years beginning after December 15, 2021 for nonpublic companies, with early adoption permitted. The Company is evaluating the new guidance and the expected effect on its consolidated financial statements and related disclosures. In January 2020, the FASB issued ASU No. 2020-01 Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) (“ASU 2020-01”), which addresses accounting for the transition into and out of the equity method and provides clarification of the interaction of rules for equity securities, the equity method of accounting, and forward contracts and purchase options on certain types of securities. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 for public companies and beginning after December 15, 2021 for nonpublic entities with early adoption permitted. The Company is currently assessing the potential impact that the adoption of ASU 2020-01 will have on its consolidated financial statements. |
Nature of the Business and Ba_2
Nature of the Business and Basis of Presentation (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Cash Flow Impact of Divestiture | In accordance with the divestiture transactions noted above, the following non-cash assets and liabilities and related equity impacts attributable to the unaudited statement of cash flows are summarized below: March 28, Cash and cash equivalents $ (15,332) Restricted cash (1,013) Trade accounts receivable, net of allowances 37 Accounts receivable – other (308) Inventories (32,250) Prepaid expenses and other current assets (376) Property, plant and equipment, net (115,341) Related party note receivable 51,377 Equity investment in related party 25,462 Other assets, net 5,609 Trade accounts payable 4,176 Accrued expenses and other current liabilities 7,150 Current portion of related party debt 25,000 Bank lines-of-credit 10,000 Related party notes payable, less current portion 17,700 Other long-term liabilities (1,247) Additional paid-in capital 19,165 |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Business Combinations [Abstract] | |
Summary of Preliminary Purchase Price Allocation | The following table summarizes the preliminary purchase price allocation recorded: Estimated fair value of consideration: Base purchase price $ 27,281 Contingent Consideration 7,800 Total estimated fair value of consideration $ 35,081 Estimated fair value of assets acquired and liabilities assumed: Net working capital $ 3,996 Property and equipment 57 Finite-life intangible assets 13,600 Indefinite-life intangible assets 2,400 Deferred tax liability (3,843) Goodwill 18,871 Allocated purchase price $ 35,081 |
Schedule of Finite-Lived Intangible Assets Acquired | The following table presents the estimated fair values and useful lives of the identifiable finite-life intangible assets acquired: Useful Life Fair value Completed technology 12 years $ 13,100 Customer relationships 6 years 300 Trademarks 5 years 200 $ 13,600 |
Revenue from Contract with Cu_2
Revenue from Contract with Customers (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Net Sales by Core End Market and Application | Net sales by core end market and application: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Core end market: Automotive $ 89,479 $ 98,209 $ 165,857 $ 190,607 Industrial 21,650 18,092 42,056 34,737 Other 25,520 20,542 43,737 38,329 Other applications: Wafer foundry products — 16,698 — 32,988 Distribution of Sanken products — 9,699 — 19,022 Total net sales $ 136,649 $ 163,240 $ 251,650 $ 315,683 |
Revenue from External Customers by Products and Services | Net sales by product: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Power integrated circuits (“PIC”) $ 50,271 $ 45,235 $ 91,870 $ 80,235 Magnetic sensors (“MS”) 86,097 91,608 159,499 183,438 Photonics 281 — 281 — Wafer foundry products — 16,698 — 32,988 Distribution of Sanken products — 9,699 — 19,022 Total net sales $ 136,649 $ 163,240 $ 251,650 $ 315,683 |
Revenue from External Customers by Geographic Areas | Net sales by geography: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Americas: United States $ 20,962 $ 30,659 $ 33,958 $ 59,248 Other Americas 3,249 5,200 5,177 11,208 EMEA: Europe 24,374 24,140 42,220 52,281 Asia: Japan 22,511 42,472 46,131 85,940 Greater China 37,935 36,696 70,006 59,960 South Korea 12,515 13,950 26,127 27,294 Other Asia 15,103 10,123 28,031 19,752 Total net sales $ 136,649 $ 163,240 $ 251,650 $ 315,683 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | The following tables present information about the Company’s financial assets and liabilities as of September 25, 2020 and March 27, 2020 measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values: Fair Value Measurement at September 25, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market fund deposits $ 41,342 $ — $ — $ 41,342 Restricted cash: Money market fund deposits 6,354 — — 6,354 Total assets $ 47,696 $ — $ — $ 47,696 Liabilities: Other long-term liabilities: Contingent consideration $ — $ — $ 7,800 $ 7,800 Total liabilities $ — $ — $ 7,800 $ 7,800 Fair Value Measurement at March 27, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market fund deposits $ 46,337 $ — $ — $ 46,337 Restricted cash: Money market fund deposits 5,385 — — 5,385 Total assets $ 51,722 $ — $ — $ 51,722 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table shows the change in fair value of Level 3 contingent consideration in connection with the Acquisition for the six-month period ended September 25, 2020: Level 3 Balance at March 27, 2020 $ — Additions during the year 7,800 Balance at September 25, 2020 $ 7,800 |
Trade Accounts Receivable, net
Trade Accounts Receivable, net (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Receivables [Abstract] | |
Schedule of Trade Accounts Receivable, Net | Trade accounts receivable, net (including related party trade accounts receivable) consisted of the following: September 25, March 27, Trade accounts receivable $ 93,657 $ 107,223 Less: Allowance for doubtful accounts (338) (288) Returns and sales allowances (18,999) (17,185) Related party trade accounts receivable (16,394) (30,293) Total $ 57,926 $ 59,457 |
Schedule of Changes in Allowance for Doubtful Accounts and Returns and Sales Allowances | Changes in the Company’s allowance for doubtful accounts and returns and sales allowances were as follows: Description Allowance for Returns Total Balance at March 27, 2020 $ 288 $ 17,185 $ 17,473 Charged to costs and expenses or revenue 50 64,316 64,366 Write-offs, net of recoveries — (62,502) (62,502) Balance at September 25, 2020 $ 338 $ 18,999 $ 19,337 Description Allowance for Returns Total Balance at March 29, 2019 $ 412 $ 17,607 $ 18,019 Charged to costs and expenses or revenue (201) 57,155 56,954 Write-offs, net of recoveries — (57,366) (57,366) Balance at September 27, 2019 $ 211 $ 17,396 $ 17,607 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories include material, labor and overhead and consisted of the following: September 25, March 27, Raw materials and supplies $ 9,415 $ 12,411 Work in process 61,916 87,606 Finished goods 30,061 24,659 Finished goods – consigned 3,404 2,551 Total $ 104,796 $ 127,227 |
Property, Plant and Equipment_2
Property, Plant and Equipment, net (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | Property, plant and equipment, net is stated at cost, and consisted of the following: September 25, March 27, Land $ 23,419 $ 27,898 Buildings, building improvements and leasehold improvements 89,433 150,402 Machinery and equipment 476,338 694,215 Office equipment 6,690 7,517 Construction in progress 18,504 27,919 Total 614,384 907,951 Less accumulated depreciation (396,483) (575,621) Total $ 217,901 $ 332,330 |
Schedule of Long-lived Assets | The geographic locations of the Company's long-lived assets, net, based on physical location of the assets, as of September 25, 2020 and March 27, 2020 are as follows: September 25, March 27, United States $ 40,659 $ 152,536 Philippines 127,274 106,618 Thailand 41,519 62,380 Other 9,842 12,112 Total $ 219,294 $ 333,646 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The table below summarizes the changes in the carrying amount of goodwill as follows: Total Balance at March 27, 2020 $ 1,285 Goodwill arising from acquisition 18,871 Currency translation 101 Balance at September 25, 2020 $ 20,257 |
Schedule of Intangible Assets, Net | Intangible assets, net is as follows: September 25, 2020 Description Gross Accumulated Net Carrying Weighted- Average Lives Patents $ 30,801 $ 11,066 $ 19,735 10 years Customer relationships 6,193 5,797 396 9 years Process technology 17,150 1,755 15,395 12 years Trademarks 810 62 748 5 years Other 32 32 — Total $ 54,986 $ 18,712 $ 36,274 March 27, 2020 Description Gross Accumulated Net Carrying Weighted- Average Lives Patents $ 29,115 $ 9,834 $ 19,281 10 years Customer relationships 5,462 5,335 127 9 years Process technology 1,650 1,650 — Trademarks 608 58 550 Other 32 32 — Total $ 36,867 $ 16,909 $ 19,958 |
Schedule of Annual Amortization Expense | As of September 25, 2020, annual amortization expense of intangible assets for the next five fiscal years is expected to be as follows: Remainder of 2021 $ 1,584 2022 3,057 2023 2,917 2024 2,788 2025 2,598 Thereafter 23,330 Total $ 36,274 |
Other Assets, net (Tables)
Other Assets, net (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets, Net | The composition of other assets, net is as follows: September 25, March 27, VAT receivables long-term, net $ 4,988 $ 3,039 Deposits 2,376 2,399 Prepaid contracts long-term 3,609 1,282 Deferred offering costs 1,806 — Other 2,000 2,090 Total $ 14,779 $ 8,810 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | The composition of accrued expenses and other current liabilities is as follows: September 25, March 27, Accrued management incentive (LTIP) $ 748 $ 11,488 Accrued management incentive (non-LTIP) 7,176 6,273 Accrued salaries and wages 18,105 12,069 Base acquisition purchase price due 17,244 — Accrued vacation 5,804 7,146 Accrued severance 4,417 6,065 Accrued professional fees 4,258 4,036 Accrued income taxes 1,324 3,408 Accrued utilities 666 1,114 Other current liabilities 5,187 5,256 Total $ 64,929 $ 56,855 |
Management Long-Term Incentiv_2
Management Long-Term Incentive Plan (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Compensation Related Costs [Abstract] | |
Schedule of Accrual Activity, Payments, Removal Due to Divestitures and Balances Related to the LTIP | The accrual activity, payments, removal due to divestitures and balances related to the LTIP are as follows: Description Current Liabilities Long-Term Liabilities Balance at March 27, 2020 $ 11,488 $ 2,439 Reclassification 1,004 (1,004) Payments (11,096) — Removal due to divestiture (378) (398) Accruals (270) (1,037) Balance at September 25, 2020 $ 748 $ — |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Long-Term Liabilities | The composition of other long-term liabilities is as follows: September 25, March 27, Accrued management incentive (LTIP) $ — $ 2,439 Accrued management incentive (non-LTIP) 1,012 2,304 Accrued retirement 9,213 8,005 Accrued contingent consideration 7,800 — Provision for uncertain tax positions (net) 2,952 2,855 Other 274 275 Total $ 21,251 $ 15,878 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Expense Related to Defined Benefit Plan | Expense related to the non-U.S. defined benefit plan was as follows: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Service cost $ 277 $ 238 $ 547 $ 475 Interest cost 156 168 308 334 Expected return on plan assets (74) (82) (152) (164) Net acquired/transferred obligation — — — — Amortization of net transition asset — (3) — (6) Amortization of prior service cost 2 2 4 4 Actuarial loss 45 24 79 48 Net periodic pension expense $ 406 $ 347 $ 786 $ 691 |
Fair Value of Entity's Plan Assets | The table below sets forth the fair value of the entity’s plan assets as of September 25, 2020 and March 27, 2020, using the same three-level hierarchy of fair value inputs described in the significant accounting policies included in the audited consolidated financial statements as of March 27, 2020 and for the year then ended, which are included in the previously filed Prospectus. Fair Value at September 25, Level 1 Level 2 Level 3 Assets of non-U.S. defined benefit plan: Government securities $ 1,862 $ 1,862 $ — $ — Unit investment trust fund 1,098 — 1,098 — Loans 605 — — 605 Bonds 1,309 — 1,309 — Stocks and other investments 1,820 692 1 1,127 Total $ 6,694 $ 2,554 $ 2,408 $ 1,732 Fair Value at March 27, Level 1 Level 2 Level 3 Assets of non-U.S. defined benefit plan: Government securities $ 1,260 $ 1,260 $ — $ — Unit investment trust fund 897 — 897 — Loans 756 — — 756 Bonds 1,094 — 1,094 — Stocks and other investments 1,572 1,207 1 364 Total $ 5,579 $ 2,467 $ 1,992 $ 1,120 |
Schedule of Changes in Fair Value of Level 3 Plan Assets | The following table shows the change in fair value of Level 3 plan assets for the six-month period ended September 25, 2020: Level 3 Non-U.S. Defined Plan Assets Loans Stocks Balance at March 27, 2020 $ 756 $ 364 Additions during the year 120 — Redemptions during the year (303) — Revaluation of equity securities — 745 Change in foreign currency exchange rates 32 18 Balance at September 25, 2020 $ 605 $ 1,127 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Net Income per Share and Unaudited Pro Forma Net Income per Share | The following table sets forth the computation of diluted net income attributable to Allegro MicroSystems, Inc. per share: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Net income attributable to Allegro MicroSystems, Inc. $ 9,584 $ 11,565 $ 14,404 $ 14,749 Net income attributable to common stockholders 9,618 11,583 14,472 14,818 Weighted average basic and diluted common shares 10,000,000 10,000,000 10,000,000 10,000,000 Basic and diluted net income attributable to Allegro MicroSystems, Inc. per share $ 0.96 $ 1.16 $ 1.44 $ 1.47 Basic and diluted net income attributable to common stockholders per share $ 0.96 $ 1.16 $ 1.45 $ 1.48 Unaudited pro forma basic and diluted net income per share attributable to Allegro MicroSystems, Inc. for the three- and six-month periods ended September 25, 2020 have been prepared to give effect to the Common Stock Conversion as described below in Note 21, “Subsequent Events” as if such event had occurred on September 25, 2020. Three-Month Six-Month Numerator: Net income, as reported $ 9,584 $ 14,404 Denominator: Weighted-average shares used to compute net 10,000,000 10,000,000 Pro forma adjustments to reflect the Common Stock 156,500,000 156,500,000 Pro forma adjustments to reflect the Company’s buy-back of shares to cover withholding taxes (2,068,234) (2,068,234) Total 164,431,766 164,431,766 Pro forma net income per share attributable to $ 0.06 $ 0.09 |
Common Stock and Stock-Based _2
Common Stock and Stock-Based Compensation (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation Expense | The Company recorded stock-based compensation expense in the following expense categories of its unaudited consolidated statements of income: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Cost of sales $ 53 $ 45 $ 150 $ 90 Research and development 32 26 53 45 Selling, general and administrative 495 303 822 613 Total stock-based compensation $ 580 $ 374 $ 1,025 $ 748 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Tax Provision | The Company recorded the following tax provision in its unaudited consolidated statements of income: Three-Month Period Ended Six-Month Period Ended September 25, September 27, September 25, September 27, Operating taxes $ 1,589 $ 2,566 $ 2,405 $ 4,277 Discrete tax items 493 267 205 5,891 Provision for income taxes $ 2,082 $ 2,833 $ 2,610 $ 10,168 Annual operating tax rate 13.6 % 17.8 % 14.1 % 17.1 % Effective tax rate 17.8 % 19.7 % 15.3 % 40.7 % |
Subsequent Events (Tables)
Subsequent Events (Tables) | 6 Months Ended |
Sep. 25, 2020 | |
Subsequent Events [Abstract] | |
Schedule of Conversions of Stock | The following table presents the respective number of shares of common stock and unvested restricted common stock issued in the Common Stock Conversion. The number of shares of common stock and unvested restricted common stock issuable are based upon the vesting provisions of the outstanding shares and reflect the shares vested and unvested at the date of conversion. Shares of Shares of Unvested Total Shares of Class A common stock 156,155,403 — 156,155,403 Class L common stock 7,816,614 459,749 8,276,363 Total 163,972,017 459,749 164,431,766 |
Nature of the Business and Ba_3
Nature of the Business and Basis of Presentation - Additional Information (Details) $ in Thousands | Mar. 28, 2020USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2017 | Sep. 25, 2020USD ($)locationcontinent | Mar. 27, 2020USD ($) | Sep. 25, 2020USD ($)locationcontinent | Sep. 27, 2019USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||
Percentage of ownership interest sold | 0.288 | ||||||
Number of locations | location | 16 | 16 | |||||
Number of continents on which entity operates | continent | 4 | 4 | |||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||
Noncash or part noncash divestiture, amount of consideration received | $ 0 | $ 0 | |||||
Equity investment in related party | $ 25,028 | $ 0 | 25,028 | ||||
Adjustments to additional paid in capital, capitalization changes | 527 | 19,692 | |||||
COVID-19 | |||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||
Proceeds from lines of credit | $ 43,000 | $ 43,000 | |||||
CARES Act, estimated cash acceleration available as a result of change in depreciation rates | 1,680 | 1,680 | |||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | |||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||
Noncash or part noncash divestiture, amount of consideration received | $ 42,700 | ||||||
Noncash or part noncash divestiture, amount of consideration transferred | $ 15,000 | ||||||
Equity method investment, ownership percentage | 30.00% | ||||||
Equity investment in related party | $ 25,669 | ||||||
Effective income tax rate reconciliation, divestiture, amount | 419 | ||||||
Income from equity method investments | 458 | ||||||
Adjustments to additional paid in capital, capitalization changes | 19,692 | ||||||
Adjustments to additional paid in capital, income tax benefit from noncash or part noncash divestiture | $ 527 | $ 2,497 | |||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | Sanken | |||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||
Ownership percentage by majority shareholder | 70.00% | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | PSL | |||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||
Related party debt | $ 66,377 |
Nature of the Business and Ba_4
Nature of the Business and Basis of Presentation - Cash Flow Impact of Divestiture (Details) - PSL - Disposal Group, Disposed of by Sale, Not Discontinued Operations $ in Thousands | Mar. 28, 2020USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash and cash equivalents | $ (15,332) |
Restricted cash | (1,013) |
Trade accounts receivable, net of allowances | 37 |
Accounts receivable – other | (308) |
Inventories | (32,250) |
Prepaid expenses and other current assets | (376) |
Property, plant and equipment, net | (115,341) |
Related party note receivable | 51,377 |
Equity investment in related party | 25,462 |
Other assets, net | 5,609 |
Trade accounts payable | 4,176 |
Accrued expenses and other current liabilities | 7,150 |
Current portion of related party debt | 25,000 |
Bank lines-of-credit | 10,000 |
Related party notes payable, less current portion | 17,700 |
Other long-term liabilities | (1,247) |
Additional paid-in capital | $ 19,165 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Deferred Offering Costs (Details) - USD ($) | Sep. 25, 2020 | Mar. 27, 2020 |
Accounting Policies [Abstract] | ||
Deferred offering costs | $ 1,806,000 | $ 0 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Concentrations of Credit Risk and Significant Customers (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | Mar. 27, 2020 | |
Revenue Benchmark | Geographic Concentration Risk | Non-US | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 84.70% | 81.20% | 86.50% | 81.20% | |
Revenue Benchmark | Geographic Concentration Risk | Greater China | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 27.80% | 22.50% | 27.80% | 18.90% | |
Revenue Benchmark | Geographic Concentration Risk | Japan | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 16.40% | 26.00% | 18.30% | 27.20% | |
Revenue Benchmark | Geographic Concentration Risk | South Korea | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 10.40% | ||||
Sanken | Trade Accounts Receivable | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 15.50% | 33.80% | |||
Sanken | Revenue Benchmark | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 16.50% | 10.20% | 18.30% | 10.40% |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) $ in Thousands | Aug. 28, 2020USD ($) | Sep. 25, 2020reportingUnit |
Business Acquisition [Line Items] | ||
Number of reporting units | reportingUnit | 1 | |
Voxtel | ||
Business Acquisition [Line Items] | ||
Preliminary purchase price | $ 35,081 | |
Potential payout | 15,000 | |
Fair value of earn-outs | 7,800 | |
Indefinite-life intangible assets | $ 2,400 |
Acquisition - Summary of Prelim
Acquisition - Summary of Preliminary Purchase Price Allocation (Details) - USD ($) $ in Thousands | Aug. 28, 2020 | Sep. 25, 2020 | Mar. 27, 2020 |
Estimated fair value of assets acquired and liabilities assumed: | |||
Goodwill | $ 20,257 | $ 1,285 | |
Voxtel | |||
Estimated fair value of consideration: | |||
Base purchase price | $ 27,281 | ||
Contingent Consideration | 7,800 | ||
Total estimated fair value of consideration | 35,081 | ||
Estimated fair value of assets acquired and liabilities assumed: | |||
Net working capital | 3,996 | ||
Property and equipment | 57 | ||
Finite-life intangible assets | 13,600 | ||
Indefinite-life intangible assets | 2,400 | ||
Deferred tax liability | (3,843) | ||
Goodwill | 18,871 | ||
Allocated purchase price | $ 35,081 |
Acquisition - Schedule of Finit
Acquisition - Schedule of Finite-Lived Intangible Assets Acquired (Details) - Voxtel $ in Thousands | Aug. 28, 2020USD ($) |
Business Acquisition [Line Items] | |
Finite-life intangible assets | $ 13,600 |
Completed technology | |
Business Acquisition [Line Items] | |
Useful Life | 12 years |
Finite-life intangible assets | $ 13,100 |
Customer relationships | |
Business Acquisition [Line Items] | |
Useful Life | 6 years |
Finite-life intangible assets | $ 300 |
Trademarks | |
Business Acquisition [Line Items] | |
Useful Life | 5 years |
Finite-life intangible assets | $ 200 |
Revenue from Contract with Cu_3
Revenue from Contract with Customers - Net Sales by Core End Market and Application (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 136,649 | $ 163,240 | $ 251,650 | $ 315,683 |
Automotive | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 89,479 | 98,209 | 165,857 | 190,607 |
Industrial | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 21,650 | 18,092 | 42,056 | 34,737 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 25,520 | 20,542 | 43,737 | 38,329 |
Wafer foundry products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 0 | 16,698 | 0 | 32,988 |
Distribution of Sanken products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 0 | $ 9,699 | $ 0 | $ 19,022 |
Revenue from Contract with Cu_4
Revenue from Contract with Customers - Net Sales by Product (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 136,649 | $ 163,240 | $ 251,650 | $ 315,683 |
Power integrated circuits (“PIC”) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 50,271 | 45,235 | 91,870 | 80,235 |
Magnetic sensors (“MS”) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 86,097 | 91,608 | 159,499 | 183,438 |
Photonics | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 281 | 0 | 281 | 0 |
Wafer foundry products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 0 | 16,698 | 0 | 32,988 |
Distribution of Sanken products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 0 | $ 9,699 | $ 0 | $ 19,022 |
Revenue from Contract with Cu_5
Revenue from Contract with Customers - Net Sales by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 136,649 | $ 163,240 | $ 251,650 | $ 315,683 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 20,962 | 30,659 | 33,958 | 59,248 |
Other Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 3,249 | 5,200 | 5,177 | 11,208 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 24,374 | 24,140 | 42,220 | 52,281 |
Japan | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 22,511 | 42,472 | 46,131 | 85,940 |
Greater China | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 37,935 | 36,696 | 70,006 | 59,960 |
South Korea | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 12,515 | 13,950 | 26,127 | 27,294 |
Other Asia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 15,103 | $ 10,123 | $ 28,031 | $ 19,752 |
Revenue from Contract with Cu_6
Revenue from Contract with Customers - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Mar. 27, 2020 | |
Revenue from Contract with Customer [Abstract] | |||
Trade accounts receivable, returns, credits issued, and price protection adjustments, current | $ 19,337 | $ 17,473 | |
Trade accounts receivable, returns, credits issued, and price protection adjustments expense (credit) | $ 1,864 | $ (412) |
Fair Value Measurements - Asset
Fair Value Measurements - Assets And Liabilities Measured At Fair Value (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Assets: | ||
Total assets | $ 47,696 | $ 51,722 |
Liabilities: | ||
Contingent consideration | 7,800 | |
Total liabilities | 7,800 | |
Level 1 | ||
Assets: | ||
Total assets | 47,696 | 51,722 |
Liabilities: | ||
Contingent consideration | 0 | |
Total liabilities | 0 | |
Level 2 | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | 0 | |
Total liabilities | 0 | |
Level 3 | ||
Assets: | ||
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | 7,800 | |
Total liabilities | 7,800 | |
Money Market Funds | ||
Assets: | ||
Cash and cash equivalents, fair value disclosure | 41,342 | 46,337 |
Restricted cash and restricted cash equivalents, fair value disclosure | 6,354 | 5,385 |
Money Market Funds | Level 1 | ||
Assets: | ||
Cash and cash equivalents, fair value disclosure | 41,342 | 46,337 |
Restricted cash and restricted cash equivalents, fair value disclosure | 6,354 | 5,385 |
Money Market Funds | Level 2 | ||
Assets: | ||
Cash and cash equivalents, fair value disclosure | 0 | 0 |
Restricted cash and restricted cash equivalents, fair value disclosure | 0 | 0 |
Money Market Funds | Level 3 | ||
Assets: | ||
Cash and cash equivalents, fair value disclosure | 0 | 0 |
Restricted cash and restricted cash equivalents, fair value disclosure | $ 0 | $ 0 |
Fair Value Measurements - Chang
Fair Value Measurements - Change in Fair Value of Level 3 Contingent Consideration (Details) - Fair Value, Recurring - Level 3 $ in Thousands | 6 Months Ended |
Sep. 25, 2020USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 0 |
Additions during the year | 7,800 |
Ending balance | $ 7,800 |
Trade Accounts Receivable, ne_2
Trade Accounts Receivable, net - Summary of Trade Accounts Receivable, net (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 | Sep. 27, 2019 | Mar. 29, 2019 |
Receivables [Abstract] | ||||
Trade accounts receivable | $ 93,657 | $ 107,223 | ||
Less: | ||||
Allowances | (338) | (288) | $ (211) | $ (412) |
Returns and sales allowances | (18,999) | (17,185) | $ (17,396) | $ (17,607) |
Related party trade accounts receivable | (16,394) | (30,293) | ||
Trade accounts receivable, net | $ 57,926 | $ 59,457 |
Trade Accounts Receivable, ne_3
Trade Accounts Receivable, net - Schedule of Changes in Allowance For Doubtful Accounts and Sales Returns and Sales Allowances (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 25, 2020 | Sep. 27, 2019 | |
Allowance for Doubtful Accounts | ||
Balance at the beginning of the period | $ 288 | $ 412 |
Charged to costs and expenses or revenue | 50 | (201) |
Write-offs, net of recoveries | 0 | 0 |
Balance at the end of the period | 338 | 211 |
Returns and Sales Allowances | ||
Balance at the beginning of the period | 17,185 | 17,607 |
Charged to costs and expenses or revenue | 64,316 | 57,155 |
Write-offs, net of recoveries | (62,502) | (57,366) |
Balance at the end of the period | 18,999 | 17,396 |
Total | ||
Balance at the beginning of the period | 17,473 | 18,019 |
Charged to costs and expenses or revenue | 64,366 | 56,954 |
Write-offs, net of recoveries | (62,502) | (57,366) |
Balance at the end of the period | $ 19,337 | $ 17,607 |
Inventories - Schedule Of Inven
Inventories - Schedule Of Inventory (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 9,415 | $ 12,411 |
Work in process | 61,916 | 87,606 |
Finished goods | 30,061 | 24,659 |
Finished goods – consigned | 3,404 | 2,551 |
Total | $ 104,796 | $ 127,227 |
Inventories - Narrative (Detail
Inventories - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Inventory [Line Items] | ||||
Recorded inventory provisions | $ 490 | $ 473 | $ 2,073 | $ 1,530 |
Voxtel | ||||
Inventory [Line Items] | ||||
Inventory acquired, step up basis | $ 3,120 |
Property, Plant and Equipment_3
Property, Plant and Equipment, net - Schedule of PPE (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 614,384 | $ 907,951 |
Less accumulated depreciation | (396,483) | (575,621) |
Total | 217,901 | 332,330 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total | 23,419 | 27,898 |
Buildings, building improvements and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total | 89,433 | 150,402 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 476,338 | 694,215 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 6,690 | 7,517 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 18,504 | $ 27,919 |
Property, Plant and Equipment_4
Property, Plant and Equipment, net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 11,797 | $ 15,540 | $ 22,606 | $ 30,570 |
Prepaid tooling costs | ||||
Property, Plant and Equipment [Line Items] | ||||
Amortization expense | $ 19 | $ 30 | $ 36 | $ 62 |
Property, Plant and Equipment_5
Property, Plant and Equipment, net - Schedule of Long Lived Assets (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 219,294 | $ 333,646 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 40,659 | 152,536 |
Philippines | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 127,274 | 106,618 |
Thailand | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 41,519 | 62,380 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 9,842 | $ 12,112 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary of Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 6 Months Ended |
Sep. 25, 2020USD ($) | |
Goodwill [Roll Forward] | |
43917 | $ 1,285 |
Goodwill arising from acquisition | 18,871 |
Currency translation | 101 |
44099 | $ 20,257 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Sep. 25, 2020 | Mar. 27, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 54,986 | $ 36,867 |
Accumulated Amortization | 18,712 | 16,909 |
Net Carrying Amount | 36,274 | 19,958 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 30,801 | 29,115 |
Accumulated Amortization | 11,066 | 9,834 |
Net Carrying Amount | $ 19,735 | $ 19,281 |
Weighted- Average Lives | 10 years | 10 years |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 6,193 | $ 5,462 |
Accumulated Amortization | 5,797 | 5,335 |
Net Carrying Amount | $ 396 | $ 127 |
Weighted- Average Lives | 9 years | 9 years |
Process technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 17,150 | $ 1,650 |
Accumulated Amortization | 1,755 | 1,650 |
Net Carrying Amount | $ 15,395 | 0 |
Weighted- Average Lives | 12 years | |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 810 | 608 |
Accumulated Amortization | 62 | 58 |
Net Carrying Amount | $ 748 | 550 |
Weighted- Average Lives | 5 years | |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 32 | 32 |
Accumulated Amortization | 32 | 32 |
Net Carrying Amount | $ 0 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | Aug. 28, 2020 | Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | Mar. 27, 2020 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill | $ 20,257 | $ 20,257 | $ 1,285 | |||
Intangible assets amortization expense | $ 671 | $ 418 | $ 1,384 | $ 845 | ||
Patents | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful life | 10 years | 10 years | ||||
Voxtel | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Preliminary purchase price | $ 35,081 | |||||
Goodwill | 18,871 | |||||
Finite-lived intangible assets | 13,600 | |||||
Indefinite-lived intangible assets acquired | $ 2,400 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2021 | $ 1,584 | |
2022 | 3,057 | |
2023 | 2,917 | |
2024 | 2,788 | |
2025 | 2,598 | |
Thereafter | 23,330 | |
Net Carrying Amount | $ 36,274 | $ 19,958 |
Other Assets, net (Details)
Other Assets, net (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
VAT receivables long-term, net | $ 4,988 | $ 3,039 |
Deposits | 2,376 | 2,399 |
Prepaid contracts long-term | 3,609 | 1,282 |
Deferred offering costs | 1,806 | 0 |
Other | 2,000 | 2,090 |
Total | $ 14,779 | $ 8,810 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Payables and Accruals [Abstract] | ||
Accrued management incentive (LTIP) | $ 748 | $ 11,488 |
Accrued management incentive (non-LTIP) | 7,176 | 6,273 |
Accrued salaries and wages | 18,105 | 12,069 |
Base acquisition purchase price due | 17,244 | 0 |
Accrued vacation | 5,804 | 7,146 |
Accrued severance | 4,417 | 6,065 |
Accrued professional fees | 4,258 | 4,036 |
Accrued income taxes | 1,324 | 3,408 |
Accrued utilities | 666 | 1,114 |
Other current liabilities | 5,187 | 5,256 |
Total | $ 64,929 | $ 56,855 |
Management Long-Term Incentiv_3
Management Long-Term Incentive Plan (Details) $ in Thousands | 6 Months Ended |
Sep. 25, 2020USD ($) | |
Current Liabilities | |
Balance at the beginning of the period | $ 11,488 |
Balance at the end of the period | 748 |
Long-Term Liabilities | |
Balance at the beginning of the period | 2,439 |
Balance at the end of the period | $ 0 |
LTIP | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Rolling performance period | 3 years |
Current Liabilities | |
Balance at the beginning of the period | $ 11,488 |
Reclassification | 1,004 |
Payments | (11,096) |
Removal due to divestiture | (378) |
Accruals | (270) |
Balance at the end of the period | 748 |
Long-Term Liabilities | |
Balance at the beginning of the period | 2,439 |
Reclassification | (1,004) |
Payments | 0 |
Removal due to divestiture | (398) |
Accruals | (1,037) |
Balance at the end of the period | $ 0 |
Bank Lines of Credit (Details)
Bank Lines of Credit (Details) | Mar. 18, 2020USD ($) | Jan. 22, 2019USD ($) | Mar. 27, 2006USD ($) | Mar. 31, 2020USD ($) | Mar. 27, 2020USD ($) | Sep. 25, 2020USD ($) | Mar. 27, 2020USD ($) | Nov. 26, 2019PHP (₱) | Nov. 20, 2019PHP (₱) | Dec. 05, 2001USD ($) |
Line of Credit Facility [Line Items] | ||||||||||
Bank lines-of-credit | $ 43,000,000 | $ 33,000,000 | $ 43,000,000 | |||||||
COVID-19 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Proceeds from lines of credit | $ 43,000,000 | 43,000,000 | ||||||||
Line of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Bank lines-of-credit | $ 33,000,000 | |||||||||
Line of Credit | Line-of-Credit Agreement Expiring January 22, 2021 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | $ 25,000 | |||||||||
Proceeds from lines of credit | 25,000,000 | |||||||||
Outstanding balance | $ 25,000,000 | $ 25,000,000 | ||||||||
Interest rate at period end | 1.70% | 1.70% | ||||||||
Collateral, secured period | 1 year | |||||||||
Collateral fees, amount | $ 25,000 | |||||||||
Line of Credit | Line-of-Credit Agreement Due at Various Times During Fiscal Year 2021 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | $ 10,000 | |||||||||
Proceeds from lines of credit | $ 10,000,000 | |||||||||
Outstanding balance | $ 10,000,000 | $ 10,000,000 | ||||||||
Interest rate at period end | 2.50% | 2.50% | ||||||||
Line of Credit | Line-of-Credit Agreement Maturing June 18, 2020 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | $ 8,000,000 | |||||||||
Proceeds from lines of credit | $ 8,000,000 | |||||||||
Outstanding balance | $ 8,000,000 | 8,000,000 | $ 8,000,000 | |||||||
Interest rate at period end | 1.90% | 1.90% | ||||||||
Line of Credit | Line-of-Credit Agreement Expiring August 31, 2021 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 1,235,000 | ₱ 60,000,000 | ||||||||
Outstanding balance | $ 0 | 0 | $ 0 | |||||||
Interest rate at period end | 4.60% | 4.60% | ||||||||
Line of Credit | Line-of-Credit Agreement Expiring June 30, 2021 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 1,544,000 | ₱ 75,000,000 | ||||||||
Outstanding balance | $ 0 | $ 0 | $ 0 | |||||||
Line of Credit | London Interbank Offered Rate (LIBOR) | Line-of-Credit Agreement Expiring January 22, 2021 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 0.40% | |||||||||
Line of Credit | London Interbank Offered Rate (LIBOR) | Line-of-Credit Agreement Due at Various Times During Fiscal Year 2021 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 1.00% |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Other Liabilities Disclosure [Abstract] | ||
Accrued management incentive (LTIP) | $ 0 | $ 2,439 |
Accrued management incentive (non-LTIP) | 1,012 | 2,304 |
Accrued retirement | 9,213 | 8,005 |
Accrued contingent consideration | 7,800 | 0 |
Provision for uncertain tax positions (net) | 2,952 | 2,855 |
Other | 274 | 275 |
Total | $ 21,251 | $ 15,878 |
Retirement Plans - Schedule of
Retirement Plans - Schedule of Expense Related to Defined Benefit Plan (Details) - Pension Plan - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 277 | $ 238 | $ 547 | $ 475 |
Interest cost | 156 | 168 | 308 | 334 |
Expected return on plan assets | (74) | (82) | (152) | (164) |
Net acquired/transferred obligation | 0 | 0 | 0 | 0 |
Amortization of net transition asset | 0 | (3) | 0 | (6) |
Amortization of prior service cost | 2 | 2 | 4 | 4 |
Actuarial loss | 45 | 24 | 79 | 48 |
Net periodic pension expense | $ 406 | $ 347 | $ 786 | $ 691 |
Retirement Plans - Fair Value o
Retirement Plans - Fair Value of Entity's Plan Assets (Details) - Pension Plan - USD ($) $ in Thousands | Sep. 25, 2020 | Mar. 27, 2020 |
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | $ 6,694 | $ 5,579 |
Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 2,554 | 2,467 |
Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 2,408 | 1,992 |
Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,732 | 1,120 |
Government securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,862 | 1,260 |
Government securities | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,862 | 1,260 |
Government securities | Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Government securities | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Unit investment trust fund | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,098 | 897 |
Unit investment trust fund | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Unit investment trust fund | Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,098 | 897 |
Unit investment trust fund | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Loans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 605 | 756 |
Loans | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Loans | Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Loans | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 605 | 756 |
Bonds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,309 | 1,094 |
Bonds | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Bonds | Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,309 | 1,094 |
Bonds | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 0 | 0 |
Stocks and other investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,820 | 1,572 |
Stocks and other investments | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 692 | 1,207 |
Stocks and other investments | Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1 | 1 |
Stocks and other investments | Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | $ 1,127 | $ 364 |
Retirement Plans - Schedule o_2
Retirement Plans - Schedule of Changes in Fair Value of Level 3 Plan Assets (Details) - Pension Plan - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 25, 2020 | Sep. 27, 2019 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | $ 5,579 | |
Ending balance | 6,694 | |
Loans | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | 756 | |
Ending balance | 605 | |
Level 3 | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | 1,120 | |
Ending balance | 1,732 | |
Level 3 | Loans | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | 756 | |
Additions during the year | 120 | |
Redemptions during the year | (303) | |
Revaluation of equity securities | 0 | |
Change in foreign currency exchange rates | 32 | |
Ending balance | $ 605 | |
Level 3 | Stocks | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | $ 364 | |
Additions during the year | 0 | |
Redemptions during the year | 0 | |
Revaluation of equity securities | 745 | |
Change in foreign currency exchange rates | 18 | |
Ending balance | $ 1,127 |
Retirement Plans - Narrative (D
Retirement Plans - Narrative (Details) £ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Sep. 25, 2020USD ($) | Sep. 27, 2019USD ($) | Sep. 25, 2020USD ($) | Sep. 27, 2019USD ($) | Sep. 25, 2020GBP (£) | Mar. 27, 2020USD ($) | Mar. 27, 2020GBP (£) | |
Pension Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Company contributions | $ 247 | $ 230 | $ 487 | $ 463 | |||
Expected contributions in current fiscal year | 943 | $ 943 | |||||
Other Defined Benefit Plan | Pension Promise | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Retirement age | 65 years | ||||||
Other assets, net | 1,053 | $ 1,053 | £ 827 | $ 975 | £ 866 | ||
Accrued retirement, other long-term liabilities | 1,053 | $ 1,053 | £ 827 | $ 975 | £ 866 | ||
Defined Contribution Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Maximum employee contribution | 50.00% | ||||||
Employer matching contribution | 100.00% | ||||||
Maximum employer contribution | 5.00% | ||||||
Total contributions | 1,040 | 960 | $ 2,069 | 2,007 | |||
Defined Contribution Plan | AME Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Total contributions | $ 206 | 183 | $ 385 | 359 | |||
Defined Contribution Plan | 401(K) Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Maximum employee contribution | 35.00% | ||||||
Employer matching contribution | 100.00% | ||||||
Maximum employer contribution | 5.00% | ||||||
Total contributions | $ 401 | $ 934 | |||||
Vesting percentage | 100.00% | ||||||
Safe Harbor Provision, employer contribution | 0.03 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - USD ($) | Sep. 25, 2020 | Mar. 27, 2020 |
Loss Contingencies [Line Items] | ||
Indemnification accruals | $ 0 | $ 0 |
Environmental accruals | $ 0 | $ 0 |
Minimum | ||
Loss Contingencies [Line Items] | ||
Operating lease agreement term | 1 year | |
Maximum | ||
Loss Contingencies [Line Items] | ||
Operating lease agreement term | 7 years |
Net Income per Share - Schedule
Net Income per Share - Schedule of Computation of Net Income per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to Allegro MicroSystems, Inc. | $ 9,584 | $ 11,565 | $ 14,404 | $ 14,749 |
Net income attributable to common stockholders, basic | 9,618 | 11,583 | 14,472 | 14,818 |
Net income attributable to common stockholders, diluted | $ 9,618 | $ 11,583 | $ 14,472 | $ 14,818 |
Weighted average basic and diluted common shares (in shares) | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 |
Basic and diluted net income attributable to Allegro MicroSystems, Inc. per share (in dollars per share) | $ 0.96 | $ 1.16 | $ 1.44 | $ 1.47 |
Basic and diluted net income attributable to common stockholders per share (in dollars per share) | $ 0.96 | $ 1.16 | $ 1.45 | $ 1.48 |
Net Income per Share - Narrativ
Net Income per Share - Narrative (Details) - Common Stock, Class A - Common Stock | 6 Months Ended |
Sep. 25, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Priority dividend rate | 8.00% |
Annualized return on capital, triggering percent, remaining distributions split between Class A and Class L shareholders | 8.00% |
Net Income per Share - Unaudite
Net Income per Share - Unaudited Pro Forma Net Income per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Numerator: | ||||
Net income, as reported | $ 9,584 | $ 11,565 | $ 14,404 | $ 14,749 |
Denominator: | ||||
Weighted-average shares used to compute net income per share attributable to common shareholders, basic (in shares) | 10,000,000 | 10,000,000 | ||
Pro forma adjustments to reflect the Common Stock Conversion (in shares) | 156,500,000 | 156,500,000 | ||
Pro forma adjustments to reflect the Company’s buy-back of shares to cover withholding taxes (in shares) | (2,068,234) | (2,068,234) | ||
Weighted average basic common shares (in shares) | 164,431,766 | 164,431,766 | ||
Weighted average diluted common shares (in shares) | 164,431,766 | 164,431,766 | ||
Pro forma basic net income per share attributable to common shareholders (in dollars per share) | $ 0.06 | $ 0.09 | ||
Pro forma diluted net income per share attributable to common shareholders (in dollars per share) | $ 0.06 | $ 0.09 |
Common Stock and Stock-Based _3
Common Stock and Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | |||||
Oct. 31, 2017USD ($)class$ / sharesshares | Sep. 25, 2020$ / sharesshares | Sep. 27, 2019shares | Jun. 26, 2020shares | Mar. 27, 2020$ / sharesshares | Jun. 28, 2019shares | Mar. 29, 2019shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of classes of stock | class | 2 | ||||||
Common Stock, Class A | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, shares authorized (in shares) | 12,500,000 | 12,500,000 | 12,500,000 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Issuance of common shares (in shares) | 6,720,000 | ||||||
Number of shares issued in transaction (in shares) | 2,880,000 | ||||||
Net proceeds | $ | $ 291 | ||||||
Estimated offering costs | $ | $ 9,260 | ||||||
Priority dividend, percentage | 0.08 | ||||||
Grants in period (in shares) | 400,000 | ||||||
Vesting period | 60 months | ||||||
Common stock, shares outstanding (in shares) | 10,000,000 | 10,000,000 | |||||
Common Stock, Class A | OEP | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Noncontrolling interest ownership percentage | 28.80% | ||||||
Common Stock, Class A | If Initial Public Offering or Change in Control Occurs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Accelerated vesting cost | $ | $ 40,440 | ||||||
Accelerated vesting, number (in shares) | 400,000 | ||||||
Accelerated vesting, share price (in dollars per share) | $ / shares | $ 101.10 | ||||||
Common Stock, Class A | Common Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, shares outstanding (in shares) | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | |
Common Stock, Class L | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, shares authorized (in shares) | 1,000,000 | 1,000,000 | 1,000,000 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Grants in period (in shares) | 597,400 | ||||||
Vesting period | 4 years | ||||||
Common stock, shares outstanding (in shares) | 638,298 | 622,470 | |||||
Common Stock, Class L | If Initial Public Offering Occurs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Accelerated vesting, percentage | 0.25 | ||||||
Accelerated vesting, minimum percentage of awards unvested | 0.25 | ||||||
Common Stock, Class L | If a Change in Control Occurs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Accelerated vesting, percentage | 1 | ||||||
Common Stock, Class L | Common Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of common shares (in shares) | 15,828 | 0 | |||||
Shares issued during period, weighted average price per share (in dollars per share) | $ / shares | $ 33.83 | ||||||
Common stock, shares outstanding (in shares) | 638,298 | 607,620 | 638,298 | 622,470 | 607,620 | 607,620 | |
Common stock, shares outstanding, weighted average price per share (in dollars per share) | $ / shares | $ 11.99 |
Common Stock and Stock-Based _4
Common Stock and Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020 | Sep. 27, 2019 | Sep. 25, 2020 | Sep. 27, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | $ 580 | $ 374 | $ 1,025 | $ 748 |
Cost of sales | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | 53 | 45 | 150 | 90 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | 32 | 26 | 53 | 45 |
Selling, general and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | $ 495 | $ 303 | $ 822 | $ 613 |
Income Taxes - Schedule of Tax
Income Taxes - Schedule of Tax Provision (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 25, 2020USD ($) | Sep. 27, 2019USD ($) | Sep. 25, 2020USD ($) | Sep. 27, 2019USD ($) | |
Income Tax Disclosure [Abstract] | ||||
Operating taxes | $ 1,589 | $ 2,566 | $ 2,405 | $ 4,277 |
Discrete tax items | 493 | 267 | 205 | 5,891 |
Provision for income taxes | $ 2,082 | $ 2,833 | $ 2,610 | $ 10,168 |
Annual operating tax rate | 0.136 | 0.178 | 0.141 | 0.171 |
Effective tax rate | 17.80% | 19.70% | 15.30% | 40.70% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) $ in Millions | 6 Months Ended |
Sep. 27, 2019USD ($) | |
Income Tax Disclosure [Abstract] | |
Settlement of IRS transfer pricing audits | $ 5.5 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | Oct. 14, 2020USD ($) | Mar. 28, 2020USD ($) | Sep. 30, 2017USD ($)shares | Sep. 25, 2020USD ($) | Jun. 26, 2020USD ($) | Sep. 27, 2019USD ($) | Jun. 28, 2019USD ($) | Sep. 25, 2020USD ($) | Sep. 27, 2019USD ($) | Mar. 27, 2020USD ($)notesPayablelineOfCredit | Mar. 31, 2019USD ($) | Jun. 30, 2018USD ($) | May 31, 2018USD ($) |
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | $ 136,649 | $ 163,240 | $ 251,650 | $ 315,683 | |||||||||
Trade accounts receivable from related party | 16,394 | 16,394 | $ 30,293 | ||||||||||
Amounts due to related party | 1,157 | 1,157 | 4,494 | ||||||||||
Related party notes payable, less current portion | 0 | 0 | 17,700 | ||||||||||
Current portion of related party debt | 0 | 0 | 25,000 | ||||||||||
Noncash or part noncash divestiture, amount of consideration received | 0 | 0 | |||||||||||
Trade accounts payable | 23,856 | 23,856 | 20,762 | ||||||||||
Trade accounts receivable, net | 57,926 | 57,926 | 59,457 | ||||||||||
Cost of goods sold | 74,879 | 94,634 | 134,179 | 187,690 | |||||||||
Eliminations | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Trade accounts receivable, net | $ 3,368 | ||||||||||||
Cost of goods sold | 1,760 | 1,198 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Noncash or part noncash divestiture, amount of consideration received | 42,700 | ||||||||||||
Noncash or part noncash divestiture, amount of consideration transferred | $ 15,000 | ||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | Sanken | PSL | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Ownership percentage by majority shareholder | 70.00% | ||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | PSL | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Stated interest rate | 2.70% | ||||||||||||
Related party debt | $ 66,377 | ||||||||||||
Note receivable from related party | 51,377 | 51,377 | |||||||||||
Interest payable | 762 | 762 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | PSL | Subsequent Event | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Interest paid | $ 762 | ||||||||||||
Repayments of related party notes receivable | 51,377 | ||||||||||||
Related Party Revenue | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 22,511 | 16,625 | 46,131 | 32,792 | |||||||||
Distribution of Sanken products | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 0 | 9,699 | 0 | 19,022 | |||||||||
Sanken | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Trade accounts receivable from related party | 11,654 | 11,654 | 30,293 | ||||||||||
Other accounts receivable from related party | 389 | 389 | 558 | ||||||||||
Purchases from related party | 8,569 | 16,479 | |||||||||||
Amounts due to related party | $ 4,494 | ||||||||||||
Reimbursement of development costs | 360 | 720 | |||||||||||
Promissory notes outstanding | $ 30,000 | ||||||||||||
Stated interest rate | 2.52% | ||||||||||||
Interest income | 55 | ||||||||||||
Number of notes payable | notesPayable | 3 | ||||||||||||
Related party notes payable, less current portion | $ 17,700 | ||||||||||||
Number of line-of-credit agreements | lineOfCredit | 2 | ||||||||||||
Basis spread on variable rate | 1.00% | ||||||||||||
Interest expense | 383 | 795 | |||||||||||
Interest paid | 730 | 754 | |||||||||||
Current portion of related party debt | $ 25,000 | ||||||||||||
Sanken | Related Party Revenue | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 22,511 | 16,625 | 46,131 | 32,792 | |||||||||
Sanken | Distribution of Sanken products | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 9,699 | $ 19,022 | |||||||||||
PSL | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Trade accounts receivable from related party | $ 3,368 | 4,909 | 4,909 | ||||||||||
Purchases from related party | 9,967 | 21,890 | |||||||||||
Amounts due to related party | 1,157 | 1,157 | |||||||||||
PSL | Subsequent Event | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Note receivable from related party | 51,377 | ||||||||||||
Repayments of related party notes receivable | $ 51,377 | ||||||||||||
PSL | Price Support Payment | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Purchases from related party | 1,700 | 3,500 | |||||||||||
Director | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Monthly fee payable | $ 19 | $ 30 | |||||||||||
Signing fee | $ 54 | ||||||||||||
Severance payment if terminated | $ 180 | ||||||||||||
Accelerated vesting, acceleration period | 6 months | ||||||||||||
Related party transaction amounts | 90 | $ 90 | $ 90 | $ 90 | |||||||||
Director | Common Stock, Class L | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Shares granted (in shares) | shares | 12,000,000 | ||||||||||||
Directors and executive officers | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Related party debt | $ 654 | $ 654 | $ 506 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) | Nov. 02, 2020USD ($)$ / sharesshares | Oct. 14, 2020USD ($) | Oct. 02, 2020USD ($)shares | Sep. 30, 2020USD ($) | Oct. 31, 2020USD ($) | Oct. 31, 2017USD ($)shares | Dec. 25, 2020USD ($) | Sep. 25, 2020USD ($) | Sep. 27, 2019USD ($) | Sep. 25, 2020USD ($) | Sep. 27, 2019USD ($) | Nov. 20, 2020USD ($) |
Subsequent Event [Line Items] | ||||||||||||
Stock-based compensation | $ 580,000 | $ 374,000 | $ 1,025,000 | $ 748,000 | ||||||||
Common Stock, Class A | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | shares | 2,880,000 | |||||||||||
Net proceeds | $ 291,000 | |||||||||||
Estimated offering costs | $ 9,260,000 | |||||||||||
Grants in period (in shares) | shares | 400,000 | |||||||||||
Common Stock, Class L | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Grants in period (in shares) | shares | 597,400 | |||||||||||
Subsequent Event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Shares issued upon conversion, including shares withheld for tax withholding obligation (in shares) | shares | 166,500,000 | |||||||||||
Shares issued upon conversion (in shares) | shares | 164,431,766 | |||||||||||
Subsequent Event | RSU Conversion Program | Restricted Stock Units (RSUs) | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Grant date fair value (in dollars per share) | $ / shares | $ 14 | |||||||||||
Subsequent Event | LTIP | RSU Conversion Program | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Stock-based compensation | $ 607,000 | |||||||||||
Subsequent Event | LTIP | RSU Conversion Program | Restricted Stock Units (RSUs) | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Grants in period (in shares) | shares | 589,987 | |||||||||||
Subsequent Event | TRIP | RSU Conversion Program | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Stock-based compensation | $ 421,000 | |||||||||||
Subsequent Event | TRIP | RSU Conversion Program | Restricted Stock Units (RSUs) | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Grants in period (in shares) | shares | 348,999 | |||||||||||
Subsequent Event | Term Loan Facility | Credit Suisse AG, Cayman Islands Branch | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum borrowing capacity | $ 325,000,000 | $ 325,000,000 | ||||||||||
Subsequent Event | Term Loan Facility | Credit Suisse AG, Cayman Islands Branch | Forecast | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Repayments of line-of-credit agreement | $ 300,000,000 | |||||||||||
Subsequent Event | Senior Secured Revolving Credit Facility | Mizuho Bank, Ltd | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum borrowing capacity | 50,000,000 | |||||||||||
Subsequent Event | Line-of-Credit Agreement | Mizuho Bank, Ltd | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Repayments of line-of-credit agreement | 25,000,000 | |||||||||||
Subsequent Event | Line-of-Credit Agreement | Bank Of Mitsubishi UFJ | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Repayments of line-of-credit agreement | $ 8,000,000 | |||||||||||
Subsequent Event | PSL | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Note receivable from related party | $ 51,377,000 | |||||||||||
Repayments of related party notes receivable | $ 51,377,000 | |||||||||||
Subsequent Event | Common Stock, Class A | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | shares | 156,155,403 | |||||||||||
Conversion rate | 15.822 | |||||||||||
Shares returned for tax payments made on behalf of holders of common stock (in shares) | shares | 2,066,468 | |||||||||||
Stock-based compensation | $ 40,440,000 | |||||||||||
Aggregate cash dividend | $ 400,000,000 | |||||||||||
Subsequent Event | Common Stock, Class L | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | shares | 8,276,363 | |||||||||||
Conversion rate | 13.010 | |||||||||||
Shares returned for tax payments made on behalf of holders of common stock (in shares) | shares | 1,766 | |||||||||||
Outstanding loan amounts extinguished | $ 753,000 | |||||||||||
Stock-based compensation | $ 1,593,000 | |||||||||||
Accelerated vesting, percentage | 0.25 | |||||||||||
Stock repurchased during period (in shares) | shares | 1,997 | |||||||||||
Stock repurchased during period, aggregate purchase price | $ 408,000 | |||||||||||
Subsequent Event | IPO | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | shares | 28,750,000 | |||||||||||
Offering price (in dollars per share) | $ / shares | $ 14 | |||||||||||
Net proceeds | $ 320,849,000 | |||||||||||
Underwriting discounts | 20,125,000 | |||||||||||
Estimated offering costs | $ 9,026,000 | |||||||||||
Subsequent Event | IPO | Allegro Microsystems, Inc. | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | shares | 25,000,000 | |||||||||||
Subsequent Event | IPO - Selling Shareholders | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | shares | 3,750,000 |
Subsequent Events - Schedule of
Subsequent Events - Schedule of Stock Issued in Common Stock Conversion (Details) - Subsequent Event | Nov. 02, 2020shares |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 164,431,766 |
Shares of Common Stock | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 163,972,017 |
Shares of Unvested Restricted Common Stock | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 459,749 |
Common Stock, Class A | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 156,155,403 |
Common Stock, Class A | Shares of Common Stock | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 156,155,403 |
Common Stock, Class A | Shares of Unvested Restricted Common Stock | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 0 |
Common Stock, Class L | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 8,276,363 |
Common Stock, Class L | Shares of Common Stock | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 7,816,614 |
Common Stock, Class L | Shares of Unvested Restricted Common Stock | |
Subsequent Event [Line Items] | |
Shares issued upon conversion (in shares) | 459,749 |
Uncategorized Items - algm-2020
Label | Element | Value |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | $ 5,188,000 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | 3,514,000 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | 5,385,000 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | $ 6,354,000 |