Cover Page
Cover Page - shares | 9 Months Ended | |
Dec. 25, 2020 | Feb. 01, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 25, 2020 | |
Current Fiscal Year End Date | --12-25 | |
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 $0.01 per share | |
Trading Symbol | ALGM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 189,433,744 | |
Entity Central Index Key | 0000866291 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 157,653 | $ 214,491 |
Restricted cash | 6,520 | 5,385 |
Trade accounts receivable, net of allowances for doubtful accounts of $138 and $288 at December 25, 2020 and March 27, 2020, respectively | 67,334 | 59,457 |
Trade and other accounts receivable due from related party | 20,153 | 30,851 |
Accounts receivable - other | 1,373 | 1,796 |
Inventories | 94,021 | 127,227 |
Prepaid expenses and other current assets | 31,476 | 9,014 |
Total current assets | 378,530 | 448,221 |
Property, plant and equipment, net | 214,372 | 332,330 |
Deferred income tax assets | 23,188 | 7,217 |
Goodwill | 20,249 | 1,285 |
Intangible assets, net | 36,420 | 19,958 |
Equity investment in related party | 26,657 | 0 |
Other assets, net | 12,482 | 8,810 |
Total assets | 711,898 | 817,821 |
Current liabilities: | ||
Trade accounts payable | 20,262 | 20,762 |
Amounts due to related party | 2,078 | 4,494 |
Accrued expenses and other current liabilities | 66,779 | 56,855 |
Current portion of related party debt | 0 | 25,000 |
Bank lines-of-credit | 0 | 43,000 |
Total current liabilities | 89,119 | 150,111 |
Obligations due under Senior Secured Credit Facilities | 25,000 | 0 |
Related party notes payable, less current portion | 0 | 17,700 |
Other long-term liabilities | 20,861 | 15,878 |
Total liabilities | 134,980 | 183,689 |
Commitments and contingencies (Note 16) | ||
Stockholders' Equity: | ||
Preferred Stock, $0.01 par value; 20,000,000 shares authorized, no shares issued or outstanding at December 25, 2020 and March 27, 2020 | 0 | 0 |
Common stock | 1,894 | 0 |
Additional paid-in capital | 589,202 | 458,697 |
(Accumulated deficit) / retained earnings | (5,094) | 194,355 |
Accumulated other comprehensive loss | (10,171) | (19,976) |
Equity attributable to Allegro MicroSystems, Inc. | 575,831 | 633,182 |
Non-controlling interests | 1,087 | 950 |
Total stockholders' equity | 576,918 | 634,132 |
Total liabilities, non-controlling interest and stockholders' equity | 711,898 | 817,821 |
Common Stock, Class A | ||
Stockholders' Equity: | ||
Common stock | 0 | 100 |
Common Stock, Class L | ||
Stockholders' Equity: | ||
Common stock | $ 0 | $ 6 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Allowances for doubtful accounts | $ 138 | $ 288 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 0 |
Common stock, shares issued (in shares) | 189,431,726 | 0 |
Common stock, shares outstanding (in shares) | 189,431,726 | 0 |
Common Stock, Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 0 | 12,500,000 |
Common stock, shares issued (in shares) | 0 | 10,000,000 |
Common stock, shares outstanding (in shares) | 0 | 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) | 0 | 1,000,000 |
Common stock, shares issued (in shares) | 0 | 622,470 |
Common stock, shares outstanding (in shares) | 0 | 622,470 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Net sales | $ 164,449 | $ 159,802 | $ 416,099 | $ 475,485 |
Cost of goods sold | 90,024 | 98,277 | 224,203 | 285,967 |
Gross Profit | 74,425 | 61,525 | 191,896 | 189,518 |
Operating expenses: | ||||
Research and development | 30,999 | 25,485 | 80,509 | 77,565 |
Selling, general and administrative | 67,650 | 24,909 | 118,677 | 78,030 |
Total operating expenses | 98,649 | 50,394 | 199,186 | 155,595 |
Operating (loss) income | (24,224) | 11,131 | (7,290) | 33,923 |
Other (expense) income: | ||||
Loss on debt extinguishment | (9,055) | 0 | (9,055) | 0 |
Interest (expense) income, net | (2,598) | 10 | (1,935) | (60) |
Foreign currency transaction (loss) gain | (145) | (560) | (1,331) | 2,800 |
Income in earnings of equity investment | 949 | 0 | 1,407 | 0 |
Other, net | (510) | (81) | (297) | (1,177) |
(Loss) income before income tax (benefit) provision | (35,583) | 10,500 | (18,501) | 35,486 |
Income tax (benefit) provision | (30,523) | 1,542 | (27,913) | 11,710 |
Net (loss) income | (5,060) | 8,958 | 9,412 | 23,776 |
Net income attributable to non-controlling interests | 35 | 32 | 103 | 101 |
Net (loss) income attributable to Allegro MicroSystems, Inc. | $ (5,095) | $ 8,926 | $ 9,309 | $ 23,675 |
Net (loss) income attributable to Allegro MicroSystems, Inc. per share (Note 17): | ||||
Basic (in dollars per share) | $ (0.04) | $ 0.89 | $ 0.19 | $ 2.37 |
Diluted (in dollars per share) | $ (0.04) | $ 0.89 | $ 0.05 | $ 2.37 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 124,363,078 | 10,000,000 | 48,121,026 | 10,000,000 |
Diluted (in shares) | 124,363,078 | 10,000,000 | 171,638,787 | 10,000,000 |
Non-Related Party Revenue | ||||
Net sales | $ 138,010 | $ 143,267 | $ 343,529 | $ 426,158 |
Related Party Revenue | ||||
Net sales | $ 26,439 | $ 16,535 | $ 72,570 | $ 49,327 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (5,060) | $ 8,958 | $ 9,412 | $ 23,776 |
Foreign currency translation adjustment | 3,972 | 2,886 | 10,152 | 1,869 |
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 (loss) income | (1,088) | 11,844 | 19,251 | 25,645 |
Comprehensive expense attributable to non-controlling interest | (10) | (23) | (34) | (5) |
Comprehensive (loss) income attributable to Allegro MicroSystems, Inc. | $ (1,098) | $ 11,821 | $ 19,217 | $ 25,640 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Stock, Class A | Common Stock, Class L | Common Stock | Common StockCommon Stock, Class A | Common StockCommon Stock, Class L | Additional Paid-In Capital | Retained Earnings / Accum. Deficit | 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 | 23,776 | 23,675 | 101 | |||||||
Issuance of common stock (in shares) | 30,300 | |||||||||
Stock-based compensation | 1,051 | 1,051 | ||||||||
Foreign currency translation adjustment | 1,869 | 1,864 | 5 | |||||||
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 Dec. 27, 2019 | 10,000,000 | 607,620 | ||||||||
Ending balance at Dec. 27, 2019 | 616,485 | $ 100 | $ 6 | 448,813 | 181,060 | (14,414) | 920 | |||
Beginning balance (in shares) at Sep. 27, 2019 | 10,000,000 | 607,620 | ||||||||
Beginning balance at Sep. 27, 2019 | 604,338 | $ 100 | $ 6 | 448,510 | 172,134 | (17,277) | 865 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 8,958 | 8,926 | 32 | |||||||
Stock-based compensation | 303 | 303 | ||||||||
Foreign currency translation adjustment | 2,886 | 2,863 | 23 | |||||||
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 Dec. 27, 2019 | 10,000,000 | 607,620 | ||||||||
Ending balance at Dec. 27, 2019 | $ 616,485 | $ 100 | $ 6 | 448,813 | 181,060 | (14,414) | 920 | |||
Beginning balance (in shares) at Mar. 27, 2020 | 0 | 10,000,000 | 622,470 | 0 | 10,000,000 | 622,470 | ||||
Beginning balance at Mar. 27, 2020 | $ 634,132 | $ 0 | $ 100 | $ 6 | 458,697 | 194,355 | (19,976) | 950 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Issuance of common stock (in shares) | 17,203 | |||||||||
Ending balance (in shares) at Nov. 01, 2020 | 638,298 | |||||||||
Beginning balance (in shares) at Mar. 27, 2020 | 0 | 10,000,000 | 622,470 | 0 | 10,000,000 | 622,470 | ||||
Beginning balance at Mar. 27, 2020 | $ 634,132 | $ 0 | $ 100 | $ 6 | 458,697 | 194,355 | (19,976) | 950 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 9,412 | 9,309 | 103 | |||||||
Capitalization changes related to organizational structure of affiliates and direct and indirect interests in subsidiaries | (19,165) | (19,165) | ||||||||
Issuance of common stock (in shares) | 25,000,000 | 15,828 | ||||||||
Issuance of common stock | 321,425 | $ 250 | 321,175 | |||||||
Stock-based compensation | 46,901 | 46,901 | ||||||||
Conversion of Class A and Class L common stock into common stock in connection with the IPO (in shares) | 166,500,000 | (10,000,000) | (636,301) | |||||||
Conversion of Class A and Class L common stock into common stock in connection with the IPO | 0 | $ 1,665 | $ (100) | $ (6) | (1,559) | |||||
Repurchase of Class A and Class L common stock to cover related taxes (in shares) | (2,068,274) | (1,997) | ||||||||
Repurchase of Class A and Class L common stock to cover related taxes | (27,707) | $ (21) | (27,686) | |||||||
Conversion of LTCIP/TRIP awards into restricted stock units in connection with the IPO | 2,081 | 2,081 | ||||||||
Cash dividend paid to holders of Class A common stock | (400,000) | (191,242) | (208,758) | |||||||
Foreign currency translation adjustment | 10,152 | 10,118 | 34 | |||||||
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 Dec. 25, 2020 | 189,431,726 | 0 | 0 | 189,431,726 | 0 | 0 | ||||
Ending balance at Dec. 25, 2020 | $ 576,918 | $ 1,894 | $ 0 | $ 0 | 589,202 | (5,094) | (10,171) | 1,087 | ||
Beginning balance (in shares) at Sep. 25, 2020 | 0 | 10,000,000 | 638,298 | |||||||
Beginning balance at Sep. 25, 2020 | 635,506 | $ 0 | $ 100 | $ 6 | 439,732 | 208,759 | (14,133) | 1,042 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | (5,060) | (5,095) | 35 | |||||||
Reclassification of certain class L shares | 298 | 298 | ||||||||
Capitalization changes related to organizational structure of affiliates and direct and indirect interests in subsidiaries | 527 | 527 | ||||||||
Issuance of common stock (in shares) | 25,000,000 | |||||||||
Issuance of common stock | 321,425 | $ 250 | 321,175 | |||||||
Stock-based compensation | 45,876 | 45,876 | ||||||||
Conversion of Class A and Class L common stock into common stock in connection with the IPO (in shares) | 166,500,000 | (10,000,000) | (636,301) | |||||||
Conversion of Class A and Class L common stock into common stock in connection with the IPO | 0 | $ 1,665 | $ (100) | $ (6) | (1,559) | |||||
Repurchase of Class A and Class L common stock to cover related taxes (in shares) | (2,068,274) | (1,997) | ||||||||
Repurchase of Class A and Class L common stock to cover related taxes | (27,707) | $ (21) | (27,686) | |||||||
Conversion of LTCIP/TRIP awards into restricted stock units in connection with the IPO | 2,081 | 2,081 | ||||||||
Cash dividend paid to holders of Class A common stock | (400,000) | (191,242) | (208,758) | |||||||
Foreign currency translation adjustment | 3,972 | 3,962 | 10 | |||||||
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 Dec. 25, 2020 | 189,431,726 | 0 | 0 | 189,431,726 | 0 | 0 | ||||
Ending balance at Dec. 25, 2020 | $ 576,918 | $ 1,894 | $ 0 | $ 0 | $ 589,202 | $ (5,094) | $ (10,171) | $ 1,087 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 25, 2020 | Dec. 27, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 9,412 | $ 23,776 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 36,225 | 47,608 |
Amortization of deferred financing costs | 226 | 0 |
Deferred income taxes | (17,526) | (288) |
Stock-based compensation | 46,901 | 1,051 |
Loss on disposal of assets | 272 | 718 |
Loss on debt extinguishment | 9,055 | 0 |
Provisions for inventory and bad debt | 3,857 | 3,353 |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | (5,975) | 15,540 |
Accounts receivable - other | 115 | 657 |
Inventories | 1,118 | (341) |
Prepaid expenses and other assets | (29,655) | (6,165) |
Trade accounts payable | 2,411 | 1,100 |
Due to/from related parties | 8,283 | (20,969) |
Accrued expenses and other current and long-term liabilities | (1,185) | (17,270) |
Net cash provided by operating activities | 63,534 | 48,770 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (25,880) | (34,997) |
Acquisition of business, net of cash acquired | (8,500) | 0 |
Proceeds from sales of property, plant and equipment | 314 | 3,936 |
Contribution of cash balances due to divestiture of subsidiary | (16,335) | 0 |
Net cash used in investing activities | (50,401) | (31,061) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Related party note receivable | 51,377 | 30,000 |
Proceeds from initial public offering, net of underwriting discounts and other offering costs | 321,425 | 0 |
Payments for taxes related to net share settlement of equity awards | (27,707) | 0 |
Dividends paid | (400,000) | 0 |
Borrowings of senior secured debt, net of deferred financing costs | 315,719 | 0 |
Repayment of senior secured debt | (300,000) | 0 |
Repayment of unsecured credit facilities | (33,000) | 0 |
Net cash (used in) provided by financing activities | (72,186) | 30,000 |
Effect of exchange rate changes on Cash and cash equivalents and Restricted cash | 3,350 | (6,452) |
Net (decrease) increase in Cash and cash equivalents and Restricted cash | (55,703) | 41,257 |
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: | 164,173 | 144,514 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH: | ||
Cash and cash equivalents at beginning of period | 214,491 | 99,743 |
Restricted cash at beginning of period | 5,385 | 3,514 |
Cash and cash equivalents and Restricted cash at beginning of period | 219,876 | 103,257 |
Cash and cash equivalents at end of period | 157,653 | 139,306 |
Restricted cash at end of period | 6,520 | 5,208 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD: | 164,173 | 144,514 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 2,559 | 872 |
Cash paid for income taxes | 7,568 | 12,937 |
Noncash transactions: | ||
Changes in Trade accounts payable related to Property, plant and equipment, net | (786) | (2,663) |
Loans to cover purchase of common stock under employee stock plan | 171 | 232 |
Deconsolidation related to PSL Divestiture (Note 1) | $ 0 | $ 0 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 9 Months Ended |
Dec. 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 in the Company’s Registration Statement on Form S-1 filed with the SEC on February 2, 2021 (the “Registration Statement”). 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 November 2, 2020, the Company completed its initial public offering (“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 shares were sold by selling stockholders, resulting in net proceeds to the Company of approximately, $321,425 after deducting $20,125 of underwriting discounts and $8,450 of offering costs. The Company’s common stock is now listed on the Nasdaq Global Select Market under the ticker symbol “ALGM.” 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 (the “PSL Divestiture”). In order to affect this in-kind, noncash transaction, Sanken contributed the forgiveness of the fair value of the entire related party notes payable of $42,700 owed by PSL 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. The entire net receivable balance of $51,377 plus accrued interest of $762 was repaid on October 14, 2020. 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 $25,250 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 $949 and $1,407 of income earned during the three- and nine-month periods ended December 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 $19,165 at December 25, 2020. This amount includes an estimated tax effect of $1,552 for the nine-month period ended December 25, 2020. 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, which contracted with Sanken as its new channel for fulfillment of Sanken product sales in North America and Europe. Sanken will continue to provide distribution support for the Company’s products in Japan. See Note 20, “Related party transactions,” for further discussion. In accordance with the PSL Divestiture noted above, the following noncash 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 Pandemic 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 pandemic 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. For example, if the business impacts of COVID-19 are prolonged, this 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. 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. On March 27, 2020, the President of the United States signed 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”), temporarily establishes a five year carryback period for current net operating losses (“NOL”), and contains a provision for deferred payment of 2020 employer payroll taxes. The Company currently estimates cash tax benefits of the NOL and QIP changes to be $8,963 and $1,680, respectively. Additionally, the Company plans to defer payment of $2,766 of payroll taxes, with $1,383 to be paid back in the third quarter of fiscal year 2022 and the remainder in the third quarter of fiscal year 2023. Additional income tax provisions of the Act are currently being evaluated and not expected to have material impacts. Financial Periods The Company’s third quarter three-month period is a 13-week period ending on the last Friday in December. The Company’s 2021 fiscal three- and nine-month periods ended December 25, 2020, and the Company’s 2020 three- and nine-month periods ended December 27, 2019. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 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 fair value of acquired assets and liabilities, including goodwill and intangible assets, 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 December 25, 2020 and March 27, 2020, the Company had $0 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 the creditworthiness of its customers and maintains allowances, to the extent 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 December 25, 2020 and March 27, 2020, Sanken accounted for 19.8% 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. For the three- and nine-month periods ended December 25, 2020, Sanken accounted for 16.1% and 17.4% of total net sales, respectively. No other customers accounted for 10% or more of total net sales for either of the three- and nine-month periods ended December 25, 2020. For the three- and nine-month periods ended December 27, 2019, Sanken accounted for 10.3% 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 nine-month periods ended December 27, 2019. During the three-month period ended December 25, 2020 sales from customers located outside of the United States accounted for, in the aggregate, 85.4% of the Company’s total net sales, with Greater China accounting for 28.1%, Japan accounting for 16.0% and South Korea accounting for 10.7%. No other countries accounted for greater than 10% of total net sales for the three-month period ended December 25, 2020. During the nine-month period ended December 25, 2020, sales from customers located outside of the United States, in the aggregate, accounted for 86.1% of the Company’s total net sales, with Greater China accounting for 27.9%, Japan accounting for 17.4% and South Korea accounting for 10.5%. No other countries accounted for greater than 10% of total net sales for the nine-month period ended December 25, 2020. During the three-month period ended December 27, 2019, sales from customers located outside of the United States, in the aggregate, accounted for 82.8% of the Company’s total net sales, with Japan accounting for 28.8% and Greater China accounting for 22.1%. No other countries accounted for greater than 10% of total net sales for the three-month period ended December 27, 2019. During the nine-month period ended December 27, 2019, sales from customers located outside of the United States, in the aggregate, accounted for 81.8% of the Company’s total net sales, with Japan accounting for 27.8% and Greater China accounting for 20.0%. No other countries accounted for greater than 10% of total net sales for the nine-month period ended December 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 its new lease accounting guidance in ASU No. 2016-02, “ Leases (Topic 842)” (“ASU 2016-02” or “the new lease standard”), subsequently amended by ASU 2018-11, Leases (Topic 842): Targeted Improvements . Under the new guidance, lessees will be required to recognize the following for all leases (with the exception of short-term leases) at the commencement date: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Lessees will no longer be provided with a source of off-balance sheet financing. The new lease guidance also simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. The standard is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (i.e., January 1, 2019, for a calendar-year entity). Early application is permitted. Entities have the option of using either a modified retrospective approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, or else a transition option (which the Company expects to use) allowing lessees to not apply the new lease standard in comparative periods but instead recognize a cumulative-effect adjustment to retained earnings as of the date of adoption. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. 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 its assessment of the impact of adopting this standard is underway, including cataloging all leases, performing a preliminary analysis of the amounts of lease liabilities and right-of-use assets to be recorded and reviewing potential changes to the disclosures on leases. Based on this preliminary assessment, the Company does not expect the adoption of this standard to have a significant impact on its consolidated statement of operations. However, the Company expects that the recognition of right-of-use assets and corresponding lease liabilities will have a significant impact on its consolidated balance sheet. 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 ASU No. 2019-10 delaying the effective date for all entities. For public entities, this guidance was effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. For nonpublic entities, this guidance is effective for annual periods beginning after December 15, 2022, including interim periods within those fiscal years. 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 | 9 Months Ended |
Dec. 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 date of the Acquisition. 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 $ 4,064 Property and equipment 57 Finite-life intangible assets 13,600 Indefinite-life intangible assets 2,400 Deferred tax liability (3,843) Goodwill 18,803 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- and nine-month periods ended December 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 | 9 Months Ended |
Dec. 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 nine-month periods ended December 25, 2020 and December 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 Nine-Month Period Ended December 25, December 27, December 25, December 27, Core end market: Automotive $ 113,902 $ 99,074 $ 279,759 $ 289,681 Industrial 23,654 21,358 65,710 56,095 Other 26,893 15,070 70,630 53,399 Other applications: Wafer foundry products — 16,634 — 49,622 Distribution of Sanken products — 7,666 — 26,688 Total net sales $ 164,449 $ 159,802 $ 416,099 $ 475,485 Net sales by product: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Power integrated circuits (“PIC”) $ 54,406 $ 43,665 $ 146,276 $ 123,900 Magnetic sensors (“MS”) 109,457 91,837 268,956 275,275 Photonics 586 — 867 — Wafer foundry products — 16,634 — 49,622 Distribution of Sanken products — 7,666 — 26,688 Total net sales $ 164,449 $ 159,802 $ 416,099 $ 475,485 Net sales by geography: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Americas: United States $ 23,934 $ 27,498 $ 57,892 $ 86,746 Other Americas 5,620 4,722 10,797 15,930 EMEA: Europe 28,239 24,341 70,459 76,622 Asia: Japan 26,439 46,010 72,570 131,950 Greater China 46,172 35,284 116,178 95,244 South Korea 17,606 14,119 43,733 41,413 Other Asia 16,439 7,828 44,470 27,580 Total net sales $ 164,449 $ 159,802 $ 416,099 $ 475,485 The Company recognizes sales net of returns, credits issued, price protection adjustments and stock rotation rights. At December 25, 2020 and March 27, 2020, these adjustments were $16,574 and $17,473, respectively, and were netted against trade accounts receivable in the unaudited consolidated balance sheets. These amounts represent activity of credits of $899 and $815 for the nine-month periods ended December 25, 2020 and December 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 | 9 Months Ended |
Dec. 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 December 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 December 25, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market fund deposits $ 16,320 $ — $ — $ 16,320 Restricted cash: Money market fund deposits 6,520 — — 6,520 Total assets $ 22,840 $ — $ — $ 22,840 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 nine-month period ended December 25, 2020: Level 3 Balance at March 27, 2020 $ — Additions during the year 7,800 Balance at December 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 nine-month periods ended December 25, 2020 and December 27, 2019, there were no transfers among Level 1, Level 2 and Level 3. |
Trade Accounts Receivable, net
Trade Accounts Receivable, net | 9 Months Ended |
Dec. 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: December 25, March 27, Trade accounts receivable $ 103,687 $ 107,223 Less: Allowance for doubtful accounts (138) (288) Returns and sales allowances (16,437) (17,185) Related party trade accounts receivable (19,778) (30,293) Total $ 67,334 $ 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 (150) 103,660 103,510 Write-offs, net of recoveries — (104,408) (104,408) Balance at December 25, 2020 $ 138 $ 16,437 $ 16,575 Description Allowance for Returns Total Balance at March 29, 2019 $ 412 $ 17,607 $ 18,019 Charged to costs and expenses or revenue (175) 91,690 91,515 Write-offs, net of recoveries — (92,330) (92,330) Balance at December 27, 2019 $ 237 $ 16,967 $ 17,204 |
Inventories
Inventories | 9 Months Ended |
Dec. 25, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories include material, labor and overhead and consisted of the following: December 25, March 27, Raw materials and supplies $ 8,689 $ 12,411 Work in process 57,477 87,606 Finished goods 24,451 24,659 Finished goods – consigned 3,404 2,551 Total $ 94,021 $ 127,227 In connection with the Acquisition, the Company acquired inventory with a stepped-up basi s of $3,120, for which $1,245 was on-hand at December 25, 2020. The Company recorded inventory provisions totaling $885 and $2,958 for the three- and nine-month periods ended December 25, 2020, respectively, and $1,008 and $2,538 for the three- and nine-month periods ended December 27, 2019, respectively. |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 9 Months Ended |
Dec. 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: December 25, March 27, Land $ 23,829 $ 27,898 Buildings, building improvements and leasehold improvements 91,535 150,402 Machinery and equipment 488,796 694,215 Office equipment 6,643 7,517 Construction in progress 10,956 27,919 Total 621,759 907,951 Less accumulated depreciation (407,387) (575,621) Total $ 214,372 $ 332,330 Total depreciation expense amounted to $11,255 and $33,861 in the three- and nine-month periods ended December 25, 2020, respectively, and $15,677 and $46,247 in the three- and nine-month periods ended December 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 December 25, 2020 and March 27, 2020 are as follows: December 25, March 27, United States $ 35,894 $ 152,536 Philippines 136,284 106,618 Thailand 34,226 62,380 Other 9,306 12,112 Total $ 215,710 $ 333,646 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Dec. 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 18,803 Currency translation 161 Balance at December 25, 2020 $ 20,249 Intangible assets, net is as follows: December 25, 2020 Description Gross Accumulated Net Carrying Weighted- Average Lives Patents $ 31,852 $ 11,661 $ 20,191 10 years Customer relationships 6,193 5,823 370 9 years Process technology 17,150 2,028 15,122 12 years Trademarks 810 73 737 5 years Other 32 32 — Total $ 56,037 $ 19,617 $ 36,420 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 nine-month period ended December 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 $18,803. 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 $926 and $2,310 for the three- and nine-month periods ended December 25, 2020, respectively, and $422 and $1,267 for the three- and nine-month periods ended December 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 10 years. There were no such costs capitalized during either of the first nine months of fiscal years 2021 or 2020. As of December 25, 2020, annual amortization expense of intangible assets for the next five fiscal years is expected to be as follows: Remainder of 2021 $ 850 2022 3,293 2023 3,139 2024 3,003 2025 2,709 Thereafter 23,426 Total $ 36,420 |
Other Assets, net
Other Assets, net | 9 Months Ended |
Dec. 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: December 25, March 27, VAT receivables long-term, net $ 6,662 $ 3,039 Deposits 2,414 2,399 Prepaid contracts long-term 1,478 1,282 Other 1,928 2,090 Total $ 12,482 $ 8,810 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 9 Months Ended |
Dec. 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: December 25, March 27, Accrued management incentive (LTCIP) $ 94 $ 11,488 Accrued management incentive (non-LTCIP) 14,143 6,273 Accrued salaries and wages 18,603 12,069 Base acquisition purchase price due 17,244 — Accrued vacation 5,534 7,146 Accrued severance 2,643 6,065 Accrued professional fees 1,057 4,036 Accrued income taxes 1,803 3,408 Accrued utilities 628 1,114 Other current liabilities 5,030 5,256 Total $ 66,779 $ 56,855 |
Management Long-Term Incentive
Management Long-Term Incentive Plan | 9 Months Ended |
Dec. 25, 2020 | |
Compensation Related Costs [Abstract] | |
Management Long-Term Incentive Plan | Management Long-Term Cash Incentive Plan On August 28, 2015, the Company’s Board of Directors approved a Long-Term Cash Incentive Plan (“LTCIP”) for certain employees. Under the LTCIP, 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. 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 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 602,490 and 348,911 RSUs on behalf of the LTCIP and TRIP conversion, respectively, at a grant date fair value of $14.00. If an employee elected not to participate in the RSU Conversion Program, the LTCIP or TRIP award will continue under its existing terms and conditions. The accrual activity, payments, removal due to divestitures and balances related to the LTCIP 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) — RSU conversion (640) — Removal due to divestiture (378) (398) Accruals (284) (843) Balance at December 25, 2020 $ 94 $ 194 The current and long-term portion of the liabilities associated with the LTCIP is included within accrued expenses and other current liabilities and other long-term liabilities in the Company’s unaudited consolidated balance sheets, respectively. |
Debt and Other Borrowings
Debt and Other Borrowings | 9 Months Ended |
Dec. 25, 2020 | |
Debt Disclosure [Abstract] | |
Debt and Other Borrowings | Debt and Other Borrowings Components of Debt The following is a summary of obligations under the Company’s Senior Secured Credit Facilities and other borrowings at December 25, 2020 and March 27, 2020: December 25, March 27, Senior Secured Term Loan $ 25,000 $ — Unsecured Revolving Credit Facilities — 43,000 Total Debt 25,000 43,000 Less debt payable within one year — 43,000 Debt payable after one year $ 25,000 $ — The principal maturities of debt obligations outstanding were as follows at December 25, 2020: Remainder of 2021 $ — 2022 — 2023 — 2024 — 2025 — Thereafter 25,000 Total $ 25,000 Senior Secured Credit Facilities: 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 due in 2027 (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 expiring in 2023 (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Senior Secured Credit Facilities”). The Revolving Credit Facility is secured by a lien on the same collateral and on the same basis as the Term Loan Facility. Interest on the Term Loan Facility is calculated at LIBOR plus 3.75% to 4.00% based on the Company’s net leverage ratio, and LIBOR is subject to a 0.5% floor. The Company’s outstanding borrowings bore an interest rate of 4.5% at December 25, 2020. The Company has not borrowed on the Revolving Credit Facility at December 25, 2020. In connection with entering into the Revolving Credit Facility, the Company used cash on hand to repay all prior amounts outstanding under AML’s $25,000 and $8,000 line of credit agreements and terminated all commitments thereunder. Included in the Term Loan Facility were deferred financing costs of $9,374, which the Company has deducted from the carrying amount presented on its unaudited consolidated balance sheet and amortized into interest expense or recognized as loss on debt extinguishment . Included in the Revolving Credit Facility were deferred financing costs of $300, which the Company classified the related short-term and long-term portions within “Prepaid expenses and other current assets” and “Other assets” on its unaudited consolidated balance sheet and is amortizing those costs over the term of the facility. The unamortized portion of the deferred financing costs associated with the Revolving Credit Facility was $254 at December 25, 2020. On November 25, 2020, the Company repaid $300,000 of the outstanding $325,000 Term Loan Facility using proceeds from the Company’s recently completed IPO. The repayment was accounted for as a debt extinguishment in accordance with provisions of ASC Topic 470-50, Debt Modifications and Extinguishments. The Company recognized a loss on debt extinguishment of $9,055, which was included within “Other (expense) income” in the unaudited consolidated statement of operations at December 25, 2020. The loss on debt extinguishment consisted of the unamortized balances of previously deferred financing costs which the Company wrote off. Unsecured Revolving Credit Facilities: On January 22, 2019, the Company, through its subsidiaries, entered into a revolving line of credit agreement, with a financial institution, that provided for a maximum borrowing capacity of $25,000. The revolving line of credit bore interest at LIBOR on the day of the advance plus a 0.4% spread payable upon maturity of the draws, and expired 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. The revolving line of credit was secured, for a 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. On March 27, 2006, the Company, through its PSL subsidiary, 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 bore interest at LIBOR on the day of the advance plus 1.0% spread payable upon maturity of the draws and was guaranteed by Sanken. Under the terms of the revolving line of credit agreement, the principal was 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 a $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 provided 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 an $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. 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. 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 $1,247 at December 25, 2020) at the bank’s prevailing interest rate. The line of credit was due to expire on August 31, 2021. There were no borrowings outstanding under this line of credit as of December 25, 2020 and 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 $1,559 at December 25, 2020) at the bank’s prevailing interest rate. The line of credit was due to expire on June 30, 2021. There were no borrowings outstanding under this line of credit as of December 25, 2020 and March 27, 2020. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 9 Months Ended |
Dec. 25, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | Other Long-Term Liabilities The composition of other long-term liabilities is as follows: December 25, March 27, Accrued management incentive (LTCIP) $ 194 $ 2,439 Accrued management incentive (non-LTCIP) 318 2,304 Accrued retirement 9,516 8,005 Accrued contingent consideration 7,800 — Provision for uncertain tax positions (net) 2,758 2,855 Other 275 275 Total $ 20,861 $ 15,878 |
Retirement Plans
Retirement Plans | 9 Months Ended |
Dec. 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 costs 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 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 operations Expense related to the non-U.S. defined benefit plan was as follows: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Service cost $ 296 $ 242 $ 843 $ 717 Interest cost 166 169 474 503 Expected return on plan assets (79) (83) (231) (247) Amortization of net transition asset — (4) — (10) Amortization of prior service cost 2 2 6 6 Actuarial loss 47 24 126 72 Net periodic pension expense $ 432 $ 350 $ 1,218 $ 1,041 Information on Plan Assets The table below sets forth the fair value of the entity’s plan assets as of December 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 Registration Statement. Fair Value at December 25, Level 1 Level 2 Level 3 Assets of non-U.S. defined benefit plan: Government securities $ 1,826 $ 1,826 $ — $ — Unit investment trust fund 1,155 — 1,155 — Loans 562 — — 562 Bonds 1,193 — 1,193 — Stocks and other investments 2,353 1,205 1 1,147 Total $ 7,089 $ 3,031 $ 2,349 $ 1,709 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 nine-month period ended December 25, 2020: Level 3 Non-U.S. Defined Plan Assets Loans Stocks Balance at March 27, 2020 $ 756 $ 364 Additions during the year 207 — Redemptions during the year (440) — Revaluation of equity securities — 753 Change in foreign currency exchange rates 39 30 Balance at December 25, 2020 $ 562 $ 1,147 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 nine-month periods ended December 25, 2020, the Company contributed approximately $249 and $736 to its non-U.S. pension plan, respectively, and during the three- and nine-month periods ended December 27, 2019 the Company contributed approx imately $235 an d $698 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 December 25, 2020 and March 27, 2020, respectively (approximate ly $1,112 and $975 at December 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 $1,112 and $3,181 for the three- and nine-month periods ended December 25, 2020, respectively, and approxim ately $833 and $2,840 for the three- and nine-month periods ended December 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 $207 and $592 for the three- and nine-month periods ended December 25, 2020, respectively, and approximately $201 and $560 for the three- and nine-month periods ended December 27, 2019, respectively. |
Commitment and Contingencies
Commitment and Contingencies | 9 Months Ended |
Dec. 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 its 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 at December 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 December 25, 2020 or March 27, 2020. |
Net (Loss) Income per Share
Net (Loss) Income per Share | 9 Months Ended |
Dec. 25, 2020 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income per Share | Net (Loss) Income per Share In connection with completion of the Company’s IPO on November 2, 2020 and 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, 2,066,508 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. Prior to the Company’s IPO, shares of Class A common stock were entitled to a priority dividend of 8%. After Class A shareholders received an annualized return on capital of 8%, distributions of the remaining value were 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 nine-month periods ended December 27, 2019, the Company did not allocate income to the shares of Class L common stock 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 with a weighted average of 10,000,000 shares for the three- and nine-month periods ended December 27, 2019. The following table sets forth the basic and diluted net (loss) income attributable to Allegro MicroSystems, Inc. per share. The number of shares of common stock reflected in the calculation is the total shares of common stock (vested and unvested) held on the IPO date, after the Common Stock Conversion. Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Net (loss) income attributable to Allegro MicroSystems, Inc. $ (5,095) $ 8,926 $ 9,309 $ 23,675 Net (loss) income attributable to common stockholders (5,060) 8,958 9,412 23,776 Basic weighted average shares of common stock 124,363,078 10,000,000 48,121,026 10,000,000 Dilutive effect of common stock equivalents — — 123,517,761 — Diluted weighted average shares of common stock 124,363,078 10,000,000 171,638,787 10,000,000 Basic net (loss) income attributable to Allegro MicroSystems, Inc. per share $ (0.04) $ 0.89 $ 0.19 $ 2.37 Basic net (loss) income attributable to common stockholders per share $ (0.04) $ 0.90 $ 0.20 $ 2.38 Diluted net (loss) income attributable to Allegro MicroSystems, Inc. per share $ (0.04) $ 0.89 $ 0.05 $ 2.37 Diluted net (loss) income attributable to common stockholders per share $ (0.04) $ 0.90 $ 0.05 $ 2.38 The computed net loss for the three-month period ended December 25, 2020 does not assume conversion of securities that would have an antidilutive effect on loss per share. As the Company was in a net loss position for the three-month period ended December 25, 2020, all common stock equivalents in this period were antidilutive. There were no such convertible securities to consider for the three- and nine-month periods ended December 27, 2019. The following represents issuable weighted average share information for the respective periods: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Unvested restricted stock units (“RSUs”) 377,767 — 125,922 — Unvested performance stock units (“PSUs”) 422,768 — 140,923 — Shares related to Common Stock Conversion 56,752,747 — 123,250,916 — Total 57,553,282 — 123,517,761 — As the Company was in a net loss position for the three-month period ended December 25, 2020, common stock equivalents of 57,553,282 were antidilutive. |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 9 Months Ended |
Dec. 25, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Common Stock and Stock-Based Compensation | Common Stock and Stock-Based Compensation On November 2, 2020, the Company completed 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 shares were sold by selling stockholders, resulting in net proceeds to the Company of approximately $321,425, after deducting $20,125 of underwriting discounts and $8,450 of offering costs. The Company’s common stock is now listed on the Nasdaq Global Select Market under the ticker symbol “ALGM.” Prior to the IPO, the Company had 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 shares of common stock. The previous single class of common stock was retired in full. The Company sold 2,880,000 shares of newly issued Class A common stock, representing a 28.8% ownership interest, to OEP for cash consideration of $291,000 (the “OEP Transaction”). 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 were entitled to dividends when, and if, declared by the Board of Directors. Holders of shares of Class A common stock were 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 were 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 entitled 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 were 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 were to 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 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 would convert into Class A common stock. Also, in connection with the OEP Transaction, the Company granted 400,000 unvested shares of Class A common stock and 597,400 unvested shares of Class L common stock to certain Company employees. The shares of Class A common stock 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 shares of Class A common stock at that time. As a result of the Company’s IPO closing on November 2, 2020, the unvested shares of Class A common stock immediately become vested and the Company recognized $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 vested on a straight-line basis over a service period of four years. Class L unvested shares had no other vesting conditions. If an IPO occurred, 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 would accelerate vesting. Accordingly, based on the Company’s IPO closing on November 2, 2020, the Company accelerated the vesting of the 25% unvested awards at that time. Prior to the IPO, the Company issued 17,203 shares of Class L common stock during the nine-month period ended December 25, 2020 with a weighted average price per share of $33.83 and issued 30,300 shares of Class L common stock during the nine-month period ended December 27, 2019 with a weighted average price per share of $26.93. 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. Immediately following the pricing of the IPO on November 2, 2020, 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, 2,066,508 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 7,816,574 459,749 8,276,323 Total 163,971,977 459,749 164,431,726 Prior to the IPO, there were 638,298 shares of Class L common stock outstanding at a weighted average price per share of $11.99. As noted in the above table, as part of the Common Stock Conversion, the Class L common stock was converted to 7,816,574 shares of common stock and 459,749 of unvested restricted common stock at weighted average prices per share of $14.00. 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 LTCIP and TRIP the opportunity to elect to receive 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 602,490 and 348,911 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. In addition to above, the Company also issued RSUs to its non-employee directors as consideration for their provision of future services. The stock-based compensation expense related to RSUs is measured based on the fair value market price of the Company’s common shares on the grant date and is recognized on a straight-line basis over the requisite service period, which coincides with the vesting period. RSUs can only be exchanged and settled for the Company’s common shares, on a one-to-one basis, upon vesting. RSUs are generally subject to forfeiture prior to the release of vesting restrictions. Included in the table below is a total amount of 54,644 RSUs issued to such non-employee directors. The following table summarizes the RSU activity for the nine-month period ended December 25, 2020: Number of Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Outstanding - March 27, 2020 — $ — — $ — Granted 1,426,944 14.04 Vested (376) 14.00 Canceled (28,920) 14.00 Outstanding - December 25, 2020 1,397,648 $ 14.04 1.74 $ 34,648 The weighted-average grant fair value per share for RSUs granted during the nine-month period ended December 25, 2020 was $14.04, and the stock-based compensation expense related to non-vested awards not yet recorded at December 25, 2020 was $17,496, which is expected to be recognized over a weighted-average of 1.74 years. During the nine-month period ended December 25, 2020, 376 shares vested. The Company also awards PSUs to its senior executive officers based on achievement of medium-term plans (“MTP”) approved in meetings of its Board of Directors for establishing target performances. Each award reflects a target number of shares (“Target Shares”) that may be issued to the award recipient. In fiscal year 2021, these awards are earned upon the completion of a three-year performance period ending March 31, 2023. Whether units are earned at the end of the performance period will be determined based on the achievement of certain performance objectives over the performance period. The performance objectives include achieving certain revenue improvement and cumulative EBITDA levels for the performance period, and also include a performance objective relating to relative total shareholder return (“TSR”). Depending on the results achieved during the three-year performance period, the actual number of shares that a grant recipient may receive at the end of the period ranges from —% to 200% of the Target Shares granted. The weighted-average fair value of the PSUs was determined using the Monte Carlo simulation model incorporating the following weighted-average assumptions: Fiscal Year 2021 Performance term 2.42 years Volatility 49.9% Risk-free rate of return 0.17% Dividend yield —% Weighted-average fair value per share $14.00 The following table summarizes the PSU activity for the nine-month period ended December 25, 2020: Number of Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Outstanding - March 27, 2020 — $ — — $ — Granted 650,302 15.05 Vested — — Canceled — — Outstanding - December 25, 2020 650,302 $ 15.05 2.90 $ 16,121 PSUs are included at 100% - 200% of target goals. The intrinsic value of the PSU’s vested during the nine-month period ended December 25, 2020 was $16,121. The total compensation cost related to non-vested awards not yet recorded at December 25, 2020 was $9,320, which is expected to be recognized over a weighted average of 2.90 years. No shares were vested during the nine-month period ended December 25, 2020. The following table summarizes unvested restricted common stock activity for the nine-month period ended December 25, 2020: Number of Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Outstanding - March 27, 2020 — $ — — — Common stock conversion 459,749 14.00 Vested (37,161) 14.00 Canceled — — Outstanding - December 25, 2020 422,588 $ 14.00 2.01 10,476 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, $1,610 in connection with the automatic acceleration of 25% of the standard vesting term of shares of Class L common stock and $1,028 with the RSU Conversion Program (see above and Note 12, “Management Long-Term Cash Incentive Program”). In addition, the Company recognized stock-based compensation charges of $144 and $1,169 for its Class L common stock for the three- and nine-month periods ended December 25, 2020, respectively, and stock-based compensation charges of $2,131, $467 and $73 for its RSUs, PSUs and restricted common stock, respectively, for the three- and nine-month periods ended December 25, 2020. All stock-based compensation charges in fiscal 2020 related to expensing of the Company’s Class L common stock. The Company recorded stock-based compensation expense in the following expense categories of its unaudited consolidated statements of operations: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Cost of sales $ 4,694 $ 47 $ 4,844 $ 137 Research and development 2,984 20 3,037 65 Selling, general and administrative 38,198 236 39,020 849 Total stock-based compensation $ 45,876 $ 303 $ 46,901 $ 1,051 |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 25, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company recorded the following tax (benefit) provision in its unaudited consolidated statements of operations: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Operating taxes $ (12,169) $ 1,703 $ (9,764) $ 5,980 Discrete tax items (18,354) (161) (18,149) 5,730 (Benefit) provision for income taxes $ (30,523) $ 1,542 $ (27,913) $ 11,710 Annual operating tax rate 34.2 % 16.2 % 52.8 % 16.9 % Effective tax rate 85.8 % 14.7 % 150.9 % 33.0 % The Company’s provision for income taxes is comprised of the year to date taxes based on an estimate of the annual effective tax rate plus the tax impact of discrete items. The Company is subject to tax in the United States (“U.S.”) and various foreign jurisdictions. The Company’s effective tax rate can fluctuate primarily based on: the mix of its U.S. and foreign income; the impact of discrete transactions; and the difference between the amount of tax benefit generated by the foreign derived intangible income deduction (“FDII”) and research credits offset by the additional tax from the global intangible low-tax income (“GILTI”) and the base erosion tax (“BEAT”). 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 its income tax reserves and expense. Should actual events or results differ from the Company’s 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. For the three months ended December 25, 2020 and December 27, 2019, the Company’s effective income tax (benefit) expense and rates were a benefit of $30,523 or 85.8% and expense of $1,542 or 14.7% on pre-tax loss of $35,583 and income of $10,500, respectively. For the nine-month period ended December 25, 2020 and December 27, 2019, the Company’s effective income tax (benefit) expense and rates were a benefit of $27,913 or 150.9% and expense of $11,710 or 33.0% on pre-tax loss of $18,501 and income of $35,486, respectively. The change in effective income tax rates is primarily due to the $40,440 IPO related stock-based compensation charge which significantly reduced U.S. income and was included in the Company’s tax rate from operations in the quarter. The incremental stock-based compensation windfall was treated as a discrete tax adjustment as an incremental tax deduction in the three months ended December 25, 2020. Additionally, other discrete transactions, the divestiture of Polar and the one-time dividend resulted in additional tax deductions. The reduction in U.S. income and the discrete tax deductions resulted in a U.S. tax NOL that can be carried back to refund prior years’ taxes. In total approximately $18,149 of discrete tax benefits recorded this quarter were partially offset by a reduction in our FDII deduction and an increase in GILTI and BEAT tax. Additionally, in the first quarter of fiscal year 2020, there was a discrete tax expense of approximately $5,500 recorded for the settlement of IRS transfer pricing audits for years 2016, 2017, and 2018. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Dec. 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 $26,439 and $72,570 during the three- and nine-month periods ended December 25, 2020, respectively, and $16,535 and $49,327 during the three- and nine-month periods ended December 27, 2019, respectively. Trade accounts receivables, net of allowances from Sanken, totaled $17,250 and $30,293 as of December 25, 2020 and March 27, 2020, respectively. Other accounts receivable from Sanken totaled $374 and $558 as of December 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 $7,666 and $26,688 during the three- and nine-month periods ended December 27, 2019, respectively. On March 28, 2020, the Company formally terminated its distribution agreement with Sanken to distribute Sanken’s products. Purchases of various products under the distribution agreement from Sanken totaled $7,356 and $23,835 for the three- and nine-month periods ended December 27, 2019, respectively. 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 $1,080 in the three- and nine-month periods ended December 27, 2019, respectively. 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 at 2.52% and was repaid in April 2019. Interest income related to the loan to Sanken was $55 in the nine-month period ended December 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 included 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, lines-of-credit and miscellaneous charges for the three- and nine-month periods ended December 27, 2019 amounted to $334 and $1,129, respectively, and related party interest paid for the same periods amounted to $81 and $835, respectively. As of March 27, 2020, the related party notes payable balance of $17,700 was classified in the 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 December 25, 2020, the Company reflected a related accounts receivable balance of $2,528. This amount includes a reduction of $3,368 from payments made by PSL during the nine-month period ended December 25, 2020. As previously noted above, 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 no amounts in the three- and nine-month periods ended December 25, 2020 and $360 and $1,080 in the three- and nine-month periods ended December 27, 2019, respectively. In April 2015, PSL and Sanken entered into a discrete technology development agreement (as amended, the “Discrete Technology Development Agreement”), pursuant to which the parties agreed upon the general terms under which they, from time to time, undertook certain activities (the “Discrete Development Activities”) to develop new technologies to be used by PSL to manufacture products for Sanken, as well as the ownership and use of such technologies following their development. In June 2018, the Company, PSL and Sanken entered into an amendment to the Discrete Technology Development Agreement pursuant to which the parties agreed to the assignment of all rights and obligations of PSL under such agreement to the Company and to certain amendments to the terms of such agreement. The Discrete Technology Development Agreement provided that the expenses for all Discrete Development Activities to be shared equally by the Company and Sanken on an annual basis (subject to any exceptions upon which the parties agreed to from time to time). During the three- and nine-month periods ended December 25, 2020 and December 27, 2019, the Company did not pay any fees to PSL pursuant to the Discrete Technology Development Agreement. In May 2009, the Company entered into a technology development agreement (the “IC Technology Development Agreement”) with Polar Semiconductor, Inc., the predecessor of PSL (“PSI”) and Sanken, pursuant to which the parties agreed upon the general terms under which they may, from time to time, undertake certain activities (the “IC Process Development Activities”) to develop new technologies to be used by PSI to manufacture products for the Company and Sanken, as well as the ownership and use of such technologies following their development. The IC Technology Development Agreement provides that the expenses for all IC Process Development Activities will be shared equally by the Company and Sanken on an annual basis (subject to any exceptions upon which the parties may agree from time to time), with such expenses being paid to PSI by Sanken in the form of an up-front annual fee, with PSI being responsible for any expenses that exceed the amount of such fee. The IC Technology Development Agreement will continue in effect until such time as the Company, PSL and Sanken mutually agree to its termination or adopt a successor agreement, or in the event the companies fail to agree upon the annual fee for a fiscal year within three months after the commencement of such fiscal year. During both of the three- and nine-month periods ended December 25, 2020 and December 27, 2019, the Company (through PSL) received fees of $300 and $900 from Sanken pursuant to the IC Technology Development Agreement, and during the three- and nine- month periods ended December 25, 2020 the Company paid fees of $300 and $900 to PSL pursuant to the IC Technology Development Agreement. The Company continues to purchase in-process products from PSL. Purchases of various products from PSL totaled $11,558 and $33,448 for the three- and nine-month periods ended December 25, 2020, respectively. These amounts include $1,500 and $5,000 of price support payments made for the three- and nine-month periods ended December 25, 2020, respectively, and the reduction of $1,157 and $1,198 of intercompany balances for the three- and nine-month periods ended December 25, 2020, respectively. Accounts payable to PSL included in amounts due to related party totaled $2,078 as of December 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 was classified on the Company’s balance sheet as related party note receivable. The related party note receivable held by the Company had a maturity date of March 28, 2027 and bore interest at a rate of 2.70%, which was 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 December 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 nine-month periods ended December 25, 2020 and December 27, 2019, the Company paid aggregate fees of $262 and $270, respectively, to Mr. Kazerounian pursuant to the Consulting Agreement. Director and Executive Officer Promissory Notes From time to time, the Company 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 $506 of promissory notes outstanding as of as of March 27, 2020. 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. As a result of these transactions, there were no promissory notes outstanding as of December 25, 2020. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 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 fair value of acquired assets and liabilities, including goodwill and intangible assets, 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 the creditworthiness of its customers and maintains allowances, to the extent necessary, for potential credit losses based upon the aging of its accounts receivable balances and known collection issues. |
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 its new lease accounting guidance in ASU No. 2016-02, “ Leases (Topic 842)” (“ASU 2016-02” or “the new lease standard”), subsequently amended by ASU 2018-11, Leases (Topic 842): Targeted Improvements . Under the new guidance, lessees will be required to recognize the following for all leases (with the exception of short-term leases) at the commencement date: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Lessees will no longer be provided with a source of off-balance sheet financing. The new lease guidance also simplifies the accounting for sale and leaseback transactions primarily because lessees must recognize lease assets and lease liabilities. The standard is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years (i.e., January 1, 2019, for a calendar-year entity). Early application is permitted. Entities have the option of using either a modified retrospective approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, or else a transition option (which the Company expects to use) allowing lessees to not apply the new lease standard in comparative periods but instead recognize a cumulative-effect adjustment to retained earnings as of the date of adoption. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. 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 its assessment of the impact of adopting this standard is underway, including cataloging all leases, performing a preliminary analysis of the amounts of lease liabilities and right-of-use assets to be recorded and reviewing potential changes to the disclosures on leases. Based on this preliminary assessment, the Company does not expect the adoption of this standard to have a significant impact on its consolidated statement of operations. However, the Company expects that the recognition of right-of-use assets and corresponding lease liabilities will have a significant impact on its consolidated balance sheet. 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 ASU No. 2019-10 delaying the effective date for all entities. For public entities, this guidance was effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. For nonpublic entities, this guidance is effective for annual periods beginning after December 15, 2022, including interim periods within those fiscal years. 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) | 9 Months Ended |
Dec. 25, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Cash Flow Impact of Divestiture | In accordance with the PSL Divestiture noted above, the following noncash 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) | 9 Months Ended |
Dec. 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 $ 4,064 Property and equipment 57 Finite-life intangible assets 13,600 Indefinite-life intangible assets 2,400 Deferred tax liability (3,843) Goodwill 18,803 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) | 9 Months Ended |
Dec. 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 Nine-Month Period Ended December 25, December 27, December 25, December 27, Core end market: Automotive $ 113,902 $ 99,074 $ 279,759 $ 289,681 Industrial 23,654 21,358 65,710 56,095 Other 26,893 15,070 70,630 53,399 Other applications: Wafer foundry products — 16,634 — 49,622 Distribution of Sanken products — 7,666 — 26,688 Total net sales $ 164,449 $ 159,802 $ 416,099 $ 475,485 |
Revenue from External Customers by Products and Services | Net sales by product: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Power integrated circuits (“PIC”) $ 54,406 $ 43,665 $ 146,276 $ 123,900 Magnetic sensors (“MS”) 109,457 91,837 268,956 275,275 Photonics 586 — 867 — Wafer foundry products — 16,634 — 49,622 Distribution of Sanken products — 7,666 — 26,688 Total net sales $ 164,449 $ 159,802 $ 416,099 $ 475,485 |
Revenue from External Customers by Geographic Areas | Net sales by geography: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Americas: United States $ 23,934 $ 27,498 $ 57,892 $ 86,746 Other Americas 5,620 4,722 10,797 15,930 EMEA: Europe 28,239 24,341 70,459 76,622 Asia: Japan 26,439 46,010 72,570 131,950 Greater China 46,172 35,284 116,178 95,244 South Korea 17,606 14,119 43,733 41,413 Other Asia 16,439 7,828 44,470 27,580 Total net sales $ 164,449 $ 159,802 $ 416,099 $ 475,485 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Dec. 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 December 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 December 25, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market fund deposits $ 16,320 $ — $ — $ 16,320 Restricted cash: Money market fund deposits 6,520 — — 6,520 Total assets $ 22,840 $ — $ — $ 22,840 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 nine-month period ended December 25, 2020: Level 3 Balance at March 27, 2020 $ — Additions during the year 7,800 Balance at December 25, 2020 $ 7,800 |
Trade Accounts Receivable, net
Trade Accounts Receivable, net (Tables) | 9 Months Ended |
Dec. 25, 2020 | |
Receivables [Abstract] | |
Schedule of Trade Accounts Receivable, Net | Trade accounts receivable, net (including related party trade accounts receivable) consisted of the following: December 25, March 27, Trade accounts receivable $ 103,687 $ 107,223 Less: Allowance for doubtful accounts (138) (288) Returns and sales allowances (16,437) (17,185) Related party trade accounts receivable (19,778) (30,293) Total $ 67,334 $ 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 (150) 103,660 103,510 Write-offs, net of recoveries — (104,408) (104,408) Balance at December 25, 2020 $ 138 $ 16,437 $ 16,575 Description Allowance for Returns Total Balance at March 29, 2019 $ 412 $ 17,607 $ 18,019 Charged to costs and expenses or revenue (175) 91,690 91,515 Write-offs, net of recoveries — (92,330) (92,330) Balance at December 27, 2019 $ 237 $ 16,967 $ 17,204 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Dec. 25, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories include material, labor and overhead and consisted of the following: December 25, March 27, Raw materials and supplies $ 8,689 $ 12,411 Work in process 57,477 87,606 Finished goods 24,451 24,659 Finished goods – consigned 3,404 2,551 Total $ 94,021 $ 127,227 |
Property, Plant and Equipment_2
Property, Plant and Equipment, net (Tables) | 9 Months Ended |
Dec. 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: December 25, March 27, Land $ 23,829 $ 27,898 Buildings, building improvements and leasehold improvements 91,535 150,402 Machinery and equipment 488,796 694,215 Office equipment 6,643 7,517 Construction in progress 10,956 27,919 Total 621,759 907,951 Less accumulated depreciation (407,387) (575,621) Total $ 214,372 $ 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 December 25, 2020 and March 27, 2020 are as follows: December 25, March 27, United States $ 35,894 $ 152,536 Philippines 136,284 106,618 Thailand 34,226 62,380 Other 9,306 12,112 Total $ 215,710 $ 333,646 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Dec. 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 18,803 Currency translation 161 Balance at December 25, 2020 $ 20,249 |
Schedule of Intangible Assets, Net | Intangible assets, net is as follows: December 25, 2020 Description Gross Accumulated Net Carrying Weighted- Average Lives Patents $ 31,852 $ 11,661 $ 20,191 10 years Customer relationships 6,193 5,823 370 9 years Process technology 17,150 2,028 15,122 12 years Trademarks 810 73 737 5 years Other 32 32 — Total $ 56,037 $ 19,617 $ 36,420 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 December 25, 2020, annual amortization expense of intangible assets for the next five fiscal years is expected to be as follows: Remainder of 2021 $ 850 2022 3,293 2023 3,139 2024 3,003 2025 2,709 Thereafter 23,426 Total $ 36,420 |
Other Assets, net (Tables)
Other Assets, net (Tables) | 9 Months Ended |
Dec. 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: December 25, March 27, VAT receivables long-term, net $ 6,662 $ 3,039 Deposits 2,414 2,399 Prepaid contracts long-term 1,478 1,282 Other 1,928 2,090 Total $ 12,482 $ 8,810 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended |
Dec. 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: December 25, March 27, Accrued management incentive (LTCIP) $ 94 $ 11,488 Accrued management incentive (non-LTCIP) 14,143 6,273 Accrued salaries and wages 18,603 12,069 Base acquisition purchase price due 17,244 — Accrued vacation 5,534 7,146 Accrued severance 2,643 6,065 Accrued professional fees 1,057 4,036 Accrued income taxes 1,803 3,408 Accrued utilities 628 1,114 Other current liabilities 5,030 5,256 Total $ 66,779 $ 56,855 |
Management Long-Term Incentiv_2
Management Long-Term Incentive Plan (Tables) | 9 Months Ended |
Dec. 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 LTCIP 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) — RSU conversion (640) — Removal due to divestiture (378) (398) Accruals (284) (843) Balance at December 25, 2020 $ 94 $ 194 |
Debt and Other Borrowings (Tabl
Debt and Other Borrowings (Tables) | 9 Months Ended |
Dec. 25, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Components of Debt | The following is a summary of obligations under the Company’s Senior Secured Credit Facilities and other borrowings at December 25, 2020 and March 27, 2020: December 25, March 27, Senior Secured Term Loan $ 25,000 $ — Unsecured Revolving Credit Facilities — 43,000 Total Debt 25,000 43,000 Less debt payable within one year — 43,000 Debt payable after one year $ 25,000 $ — |
Schedule of Principal Maturities of Debt Obligations | The principal maturities of debt obligations outstanding were as follows at December 25, 2020: Remainder of 2021 $ — 2022 — 2023 — 2024 — 2025 — Thereafter 25,000 Total $ 25,000 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 9 Months Ended |
Dec. 25, 2020 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Long-Term Liabilities | The composition of other long-term liabilities is as follows: December 25, March 27, Accrued management incentive (LTCIP) $ 194 $ 2,439 Accrued management incentive (non-LTCIP) 318 2,304 Accrued retirement 9,516 8,005 Accrued contingent consideration 7,800 — Provision for uncertain tax positions (net) 2,758 2,855 Other 275 275 Total $ 20,861 $ 15,878 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 9 Months Ended |
Dec. 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 Nine-Month Period Ended December 25, December 27, December 25, December 27, Service cost $ 296 $ 242 $ 843 $ 717 Interest cost 166 169 474 503 Expected return on plan assets (79) (83) (231) (247) Amortization of net transition asset — (4) — (10) Amortization of prior service cost 2 2 6 6 Actuarial loss 47 24 126 72 Net periodic pension expense $ 432 $ 350 $ 1,218 $ 1,041 |
Fair Value of Entity's Plan Assets | The table below sets forth the fair value of the entity’s plan assets as of December 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 Registration Statement. Fair Value at December 25, Level 1 Level 2 Level 3 Assets of non-U.S. defined benefit plan: Government securities $ 1,826 $ 1,826 $ — $ — Unit investment trust fund 1,155 — 1,155 — Loans 562 — — 562 Bonds 1,193 — 1,193 — Stocks and other investments 2,353 1,205 1 1,147 Total $ 7,089 $ 3,031 $ 2,349 $ 1,709 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 nine-month period ended December 25, 2020: Level 3 Non-U.S. Defined Plan Assets Loans Stocks Balance at March 27, 2020 $ 756 $ 364 Additions during the year 207 — Redemptions during the year (440) — Revaluation of equity securities — 753 Change in foreign currency exchange rates 39 30 Balance at December 25, 2020 $ 562 $ 1,147 |
Net (Loss) Income per Share (Ta
Net (Loss) Income per Share (Tables) | 9 Months Ended |
Dec. 25, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Net (Loss) Income per Share and Unaudited Pro Forma Net Income per Share | Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Net (loss) income attributable to Allegro MicroSystems, Inc. $ (5,095) $ 8,926 $ 9,309 $ 23,675 Net (loss) income attributable to common stockholders (5,060) 8,958 9,412 23,776 Basic weighted average shares of common stock 124,363,078 10,000,000 48,121,026 10,000,000 Dilutive effect of common stock equivalents — — 123,517,761 — Diluted weighted average shares of common stock 124,363,078 10,000,000 171,638,787 10,000,000 Basic net (loss) income attributable to Allegro MicroSystems, Inc. per share $ (0.04) $ 0.89 $ 0.19 $ 2.37 Basic net (loss) income attributable to common stockholders per share $ (0.04) $ 0.90 $ 0.20 $ 2.38 Diluted net (loss) income attributable to Allegro MicroSystems, Inc. per share $ (0.04) $ 0.89 $ 0.05 $ 2.37 Diluted net (loss) income attributable to common stockholders per share $ (0.04) $ 0.90 $ 0.05 $ 2.38 |
Schedule of Issuable Weighted Average Share Information | The following represents issuable weighted average share information for the respective periods: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Unvested restricted stock units (“RSUs”) 377,767 — 125,922 — Unvested performance stock units (“PSUs”) 422,768 — 140,923 — Shares related to Common Stock Conversion 56,752,747 — 123,250,916 — Total 57,553,282 — 123,517,761 — |
Common Stock and Stock-Based _2
Common Stock and Stock-Based Compensation (Tables) | 9 Months Ended |
Dec. 25, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Issued in Common Stock Conversion | 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 7,816,574 459,749 8,276,323 Total 163,971,977 459,749 164,431,726 |
Schedule of Restricted Stock Units Activity | The following table summarizes the RSU activity for the nine-month period ended December 25, 2020: Number of Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Outstanding - March 27, 2020 — $ — — $ — Granted 1,426,944 14.04 Vested (376) 14.00 Canceled (28,920) 14.00 Outstanding - December 25, 2020 1,397,648 $ 14.04 1.74 $ 34,648 |
Schedule of Performance Units Fair Value Assumptions | The weighted-average fair value of the PSUs was determined using the Monte Carlo simulation model incorporating the following weighted-average assumptions: Fiscal Year 2021 Performance term 2.42 years Volatility 49.9% Risk-free rate of return 0.17% Dividend yield —% Weighted-average fair value per share $14.00 |
Summary of Performance Stock Units Activity | The following table summarizes the PSU activity for the nine-month period ended December 25, 2020: Number of Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Outstanding - March 27, 2020 — $ — — $ — Granted 650,302 15.05 Vested — — Canceled — — Outstanding - December 25, 2020 650,302 $ 15.05 2.90 $ 16,121 |
Summary of Unvested Restricted Common Stock Activity | The following table summarizes unvested restricted common stock activity for the nine-month period ended December 25, 2020: Number of Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Contractual Life Aggregate Outstanding - March 27, 2020 — $ — — — Common stock conversion 459,749 14.00 Vested (37,161) 14.00 Canceled — — Outstanding - December 25, 2020 422,588 $ 14.00 2.01 10,476 |
Schedule of Stock-Based Compensation Expense | The Company recorded stock-based compensation expense in the following expense categories of its unaudited consolidated statements of operations: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Cost of sales $ 4,694 $ 47 $ 4,844 $ 137 Research and development 2,984 20 3,037 65 Selling, general and administrative 38,198 236 39,020 849 Total stock-based compensation $ 45,876 $ 303 $ 46,901 $ 1,051 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Dec. 25, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Tax (Benefit) Provision | The Company recorded the following tax (benefit) provision in its unaudited consolidated statements of operations: Three-Month Period Ended Nine-Month Period Ended December 25, December 27, December 25, December 27, Operating taxes $ (12,169) $ 1,703 $ (9,764) $ 5,980 Discrete tax items (18,354) (161) (18,149) 5,730 (Benefit) provision for income taxes $ (30,523) $ 1,542 $ (27,913) $ 11,710 Annual operating tax rate 34.2 % 16.2 % 52.8 % 16.9 % Effective tax rate 85.8 % 14.7 % 150.9 % 33.0 % |
Nature of the Business and Ba_3
Nature of the Business and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Thousands | Nov. 02, 2020USD ($)$ / sharesshares | Oct. 14, 2020USD ($) | Mar. 28, 2020USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2017 | Dec. 25, 2020USD ($)continentlocation | Mar. 27, 2020USD ($) | Dec. 25, 2020USD ($)continentlocation | Dec. 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 | $ 26,657 | $ 0 | 26,657 | ||||||
Adjustments to additional paid in capital, capitalization changes | (527) | 19,165 | |||||||
IPO | |||||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||||
Number of shares issued in transaction (in shares) | shares | 28,750,000 | ||||||||
Offering price (in dollars per share) | $ / shares | $ 14 | ||||||||
Net proceeds | $ 321,425 | ||||||||
Underwriting discounts | 20,125 | ||||||||
Estimated offering costs | $ 8,450 | ||||||||
IPO - Selling Shareholders | |||||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||||
Number of shares issued in transaction (in shares) | shares | 3,750,000 | ||||||||
COVID-19 | |||||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||||
Proceeds from lines of credit | $ 43,000 | $ 43,000 | |||||||
Estimated cash benefit, CARES Act, net operating losses | 8,963 | 8,963 | |||||||
Estimated cash benefit, CARES Act, qualified improvement property | 1,680 | 1,680 | |||||||
Estimated deferred payroll taxes, CARES Act | 2,766 | 2,766 | |||||||
Estimated deferred payroll taxes, CARES Act, to be paid, third quarter of fiscal year 2022 | 1,383 | 1,383 | |||||||
Allegro Microsystems, Inc. | IPO | |||||||||
Noncash or Part Noncash Divestitures [Line Items] | |||||||||
Number of shares issued in transaction (in shares) | shares | 25,000,000 | ||||||||
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 | $ 25,250 | ||||||||
Income from equity method investments | 949 | 1,407 | |||||||
Adjustments to additional paid in capital, capitalization changes | 19,165 | ||||||||
Adjustments to additional paid in capital, income tax benefit from noncash or part noncash divestiture | 1,552 | ||||||||
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 | ||||||||
Repayments of related party notes receivable | $ 51,377 | ||||||||
Note receivable from related party | 51,377 | 51,377 | |||||||
Interest paid | 762 | ||||||||
Interest payable | $ 762 | $ 762 | $ 762 |
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 ($) | Dec. 25, 2020 | Mar. 27, 2020 |
Accounting Policies [Abstract] | ||
Deferred financing costs | $ 0 | $ 0 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Concentrations of Credit Risk and Significant Customers (Details) | 3 Months Ended | 9 Months Ended | |||
Dec. 25, 2020 | Jun. 26, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Revenue Benchmark | Geographic Concentration Risk | Non-US | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 85.40% | 82.80% | 86.10% | 81.80% | |
Revenue Benchmark | Geographic Concentration Risk | Greater China | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 28.10% | 22.10% | 27.90% | 20.00% | |
Revenue Benchmark | Geographic Concentration Risk | Japan | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 16.00% | 28.80% | 17.40% | 27.80% | |
Revenue Benchmark | Geographic Concentration Risk | South Korea | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 10.70% | 10.50% | |||
Sanken | Trade Accounts Receivable | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 33.80% | 19.80% | |||
Sanken | Revenue Benchmark | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 16.10% | 10.30% | 17.40% | 10.40% |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) $ in Thousands | Aug. 28, 2020USD ($) | Dec. 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 | Dec. 25, 2020 | Mar. 27, 2020 |
Estimated fair value of assets acquired and liabilities assumed: | |||
Goodwill | $ 20,249 | $ 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 | 4,064 | ||
Property and equipment | 57 | ||
Finite-life intangible assets | 13,600 | ||
Indefinite-life intangible assets | 2,400 | ||
Deferred tax liability | (3,843) | ||
Goodwill | 18,803 | ||
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 | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 164,449 | $ 159,802 | $ 416,099 | $ 475,485 |
Automotive | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 113,902 | 99,074 | 279,759 | 289,681 |
Industrial | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 23,654 | 21,358 | 65,710 | 56,095 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 26,893 | 15,070 | 70,630 | 53,399 |
Wafer foundry products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 0 | 16,634 | 0 | 49,622 |
Distribution of Sanken products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 0 | $ 7,666 | $ 0 | $ 26,688 |
Revenue from Contract with Cu_4
Revenue from Contract with Customers - Net Sales by Product (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 164,449 | $ 159,802 | $ 416,099 | $ 475,485 |
Power integrated circuits (“PIC”) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 54,406 | 43,665 | 146,276 | 123,900 |
Magnetic sensors (“MS”) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 109,457 | 91,837 | 268,956 | 275,275 |
Photonics | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 586 | 0 | 867 | 0 |
Wafer foundry products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 0 | 16,634 | 0 | 49,622 |
Distribution of Sanken products | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 0 | $ 7,666 | $ 0 | $ 26,688 |
Revenue from Contract with Cu_5
Revenue from Contract with Customers - Net Sales by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 164,449 | $ 159,802 | $ 416,099 | $ 475,485 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 23,934 | 27,498 | 57,892 | 86,746 |
Other Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 5,620 | 4,722 | 10,797 | 15,930 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 28,239 | 24,341 | 70,459 | 76,622 |
Japan | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 26,439 | 46,010 | 72,570 | 131,950 |
Greater China | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 46,172 | 35,284 | 116,178 | 95,244 |
South Korea | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 17,606 | 14,119 | 43,733 | 41,413 |
Other Asia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 16,439 | $ 7,828 | $ 44,470 | $ 27,580 |
Revenue from Contract with Cu_6
Revenue from Contract with Customers - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Mar. 27, 2020 | |
Revenue from Contract with Customer [Abstract] | |||
Trade accounts receivable, returns, credits issued, and price protection adjustments, current | $ 16,574 | $ 17,473 | |
Trade accounts receivable, returns, credits issued, and price protection adjustments expense (credit) | $ 899 | $ 815 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets And Liabilities Measured At Fair Value (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Assets: | ||
Total assets | $ 22,840 | $ 51,722 |
Liabilities: | ||
Contingent consideration | 7,800 | |
Total liabilities | 7,800 | |
Level 1 | ||
Assets: | ||
Total assets | 22,840 | 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 | 16,320 | 46,337 |
Restricted cash and restricted cash equivalents, fair value disclosure | 6,520 | 5,385 |
Money Market Funds | Level 1 | ||
Assets: | ||
Cash and cash equivalents, fair value disclosure | 16,320 | 46,337 |
Restricted cash and restricted cash equivalents, fair value disclosure | 6,520 | 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 | 9 Months Ended |
Dec. 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 | Dec. 25, 2020 | Mar. 27, 2020 | Dec. 27, 2019 | Mar. 29, 2019 |
Receivables [Abstract] | ||||
Trade accounts receivable | $ 103,687 | $ 107,223 | ||
Less: | ||||
Allowance for doubtful accounts | (138) | (288) | $ (237) | $ (412) |
Returns and sales allowances | (16,437) | (17,185) | $ (16,967) | $ (17,607) |
Related party trade accounts receivable | (19,778) | (30,293) | ||
Trade accounts receivable, net | $ 67,334 | $ 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 | 9 Months Ended | |
Dec. 25, 2020 | Dec. 27, 2019 | |
Allowance for Doubtful Accounts | ||
Balance at the beginning of the period | $ 288 | $ 412 |
Charged to costs and expenses or revenue | (150) | (175) |
Write-offs, net of recoveries | 0 | 0 |
Balance at the end of the period | 138 | 237 |
Returns and Sales Allowances | ||
Balance at the beginning of the period | 17,185 | 17,607 |
Charged to costs and expenses or revenue | 103,660 | 91,690 |
Write-offs, net of recoveries | (104,408) | (92,330) |
Balance at the end of the period | 16,437 | 16,967 |
Total | ||
Balance at the beginning of the period | 17,473 | 18,019 |
Charged to costs and expenses or revenue | 103,510 | 91,515 |
Write-offs, net of recoveries | (104,408) | (92,330) |
Balance at the end of the period | $ 16,575 | $ 17,204 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | Aug. 28, 2020 | Mar. 27, 2020 | |
Inventory Disclosure [Abstract] | ||||||
Raw materials and supplies | $ 8,689 | $ 8,689 | $ 12,411 | |||
Work in process | 57,477 | 57,477 | 87,606 | |||
Finished goods | 24,451 | 24,451 | 24,659 | |||
Finished goods – consigned | 3,404 | 3,404 | 2,551 | |||
Total | 94,021 | 94,021 | $ 127,227 | |||
Inventory [Line Items] | ||||||
Recorded inventory provisions | 885 | $ 1,008 | 2,958 | $ 2,538 | ||
Voxtel | ||||||
Inventory [Line Items] | ||||||
Acquired inventory | $ 1,245 | $ 1,245 | $ 3,120 |
Property, Plant and Equipment_3
Property, Plant and Equipment, net - Schedule of PPE (Details) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 621,759 | $ 907,951 |
Less accumulated depreciation | (407,387) | (575,621) |
Total | 214,372 | 332,330 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total | 23,829 | 27,898 |
Buildings, building improvements and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total | 91,535 | 150,402 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 488,796 | 694,215 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 6,643 | 7,517 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 10,956 | $ 27,919 |
Property, Plant and Equipment_4
Property, Plant and Equipment, net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 11,255 | $ 15,677 | $ 33,861 | $ 46,247 |
Prepaid tooling costs | ||||
Property, Plant and Equipment [Line Items] | ||||
Amortization expense | $ 18 | $ 32 | $ 54 | $ 94 |
Property, Plant and Equipment_5
Property, Plant and Equipment, net - Schedule of Long Lived Assets (Details) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 215,710 | $ 333,646 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 35,894 | 152,536 |
Philippines | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 136,284 | 106,618 |
Thailand | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 34,226 | 62,380 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 9,306 | $ 12,112 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary of Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 9 Months Ended |
Dec. 25, 2020USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 1,285 |
Goodwill arising from Acquisition | 18,803 |
Currency translation | 161 |
Ending balance | $ 20,249 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jun. 26, 2020 | Dec. 25, 2020 | Mar. 27, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 56,037 | $ 36,867 | |
Accumulated Amortization | 19,617 | 16,909 | |
Net Carrying Amount | 36,420 | 19,958 | |
Patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 31,852 | 29,115 | |
Accumulated Amortization | 11,661 | 9,834 | |
Net Carrying Amount | $ 20,191 | 19,281 | |
Weighted- Average Lives | 10 years | 10 years | |
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 6,193 | 5,462 | |
Accumulated Amortization | 5,823 | 5,335 | |
Net Carrying Amount | $ 370 | 127 | |
Weighted- Average Lives | 9 years | 9 years | |
Process technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 17,150 | 1,650 | |
Accumulated Amortization | 2,028 | 1,650 | |
Net Carrying Amount | $ 15,122 | 0 | |
Weighted- Average Lives | 12 years | ||
Trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 810 | 608 | |
Accumulated Amortization | 73 | 58 | |
Net Carrying Amount | $ 737 | 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 | Dec. 25, 2020 | Jun. 26, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | Mar. 27, 2020 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||||||
Goodwill | $ 20,249 | $ 20,249 | $ 1,285 | ||||
Intangible assets amortization expense | $ 926 | $ 422 | $ 2,310 | $ 1,267 | |||
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 | 18,803 | ||||||
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 | Dec. 25, 2020 | Mar. 27, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2021 | $ 850 | |
2022 | 3,293 | |
2023 | 3,139 | |
2024 | 3,003 | |
2025 | 2,709 | |
Thereafter | 23,426 | |
Net Carrying Amount | $ 36,420 | $ 19,958 |
Other Assets, net (Details)
Other Assets, net (Details) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
VAT receivables long-term, net | $ 6,662 | $ 3,039 |
Deposits | 2,414 | 2,399 |
Prepaid contracts long-term | 1,478 | 1,282 |
Other | 1,928 | 2,090 |
Total | $ 12,482 | $ 8,810 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Payables and Accruals [Abstract] | ||
Accrued management incentive (LTCIP) | $ 94 | $ 11,488 |
Accrued management incentive (non-LTCIP) | 14,143 | 6,273 |
Accrued salaries and wages | 18,603 | 12,069 |
Base acquisition purchase price due | 17,244 | 0 |
Accrued vacation | 5,534 | 7,146 |
Accrued severance | 2,643 | 6,065 |
Accrued professional fees | 1,057 | 4,036 |
Accrued income taxes | 1,803 | 3,408 |
Accrued utilities | 628 | 1,114 |
Other current liabilities | 5,030 | 5,256 |
Total | $ 66,779 | $ 56,855 |
Management Long-Term Incentiv_3
Management Long-Term Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 02, 2020 | Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Stock-based compensation | $ 45,876 | $ 303 | $ 46,901 | $ 1,051 | |
Current Liabilities | |||||
Balance at the beginning of the period | 11,488 | ||||
Balance at the end of the period | 94 | 94 | |||
Long-Term Liabilities | |||||
Balance at the beginning of the period | 2,439 | ||||
Balance at the end of the period | 194 | 194 | |||
Restricted Stock Units (RSUs) | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Stock-based compensation | $ 1,028 | 2,131 | $ 2,131 | ||
Grants in period (in shares) | 1,426,944 | ||||
Grant date fair value (in dollars per share) | $ 14.04 | ||||
RSU Conversion Program | Restricted Stock Units (RSUs) | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Grant date fair value (in dollars per share) | $ 14 | ||||
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) | ||||
RSU conversion | (640) | ||||
Removal due to divestiture | (378) | ||||
Accruals | (284) | ||||
Balance at the end of the period | 94 | 94 | |||
Long-Term Liabilities | |||||
Balance at the beginning of the period | 2,439 | ||||
Reclassification | (1,004) | ||||
Payments | 0 | ||||
RSU conversion | 0 | ||||
Removal due to divestiture | (398) | ||||
Accruals | (843) | ||||
Balance at the end of the period | $ 194 | $ 194 | |||
LTIP | RSU Conversion Program | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Stock-based compensation | $ 607 | ||||
LTIP | RSU Conversion Program | Restricted Stock Units (RSUs) | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Grants in period (in shares) | 602,490 | ||||
TRIP | RSU Conversion Program | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Stock-based compensation | $ 421 | ||||
TRIP | RSU Conversion Program | Restricted Stock Units (RSUs) | |||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||||
Grants in period (in shares) | 348,911 |
Debt and Other Borrowings - Sum
Debt and Other Borrowings - Summary of Components of Debt (Details) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Debt Instrument [Line Items] | ||
Total Debt | $ 25,000 | $ 43,000 |
Less debt payable within one year | 0 | 43,000 |
Debt payable after one year | 25,000 | 0 |
Line of Credit | Senior Secured Term Loan | ||
Debt Instrument [Line Items] | ||
Total Debt | 25,000 | 0 |
Line of Credit | Unsecured Revolving Credit Facilities | ||
Debt Instrument [Line Items] | ||
Total Debt | $ 0 | $ 43,000 |
Debt and Other Borrowings - Sch
Debt and Other Borrowings - Schedule of Principal Maturities of Debt Obligations (Details) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Long-term Debt, Fiscal Year Maturity [Abstract] | ||
Remainder of 2021 | $ 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 | 0 | |
Thereafter | 25,000 | |
Total Debt | $ 25,000 | $ 43,000 |
Debt and Other Borrowings - Sen
Debt and Other Borrowings - Senior Secured Credit Facilities (Details) | Nov. 25, 2020USD ($) | Sep. 30, 2020USD ($) | Dec. 25, 2020USD ($) | Dec. 27, 2019USD ($) | Dec. 25, 2020USD ($) | Dec. 27, 2019USD ($) |
Line of Credit Facility [Line Items] | ||||||
Loss on debt extinguishment | $ 9,055,000 | $ 0 | $ 9,055,000 | $ 0 | ||
Senior Secured Term Loan | Credit Suisse AG, Cayman Islands Branch | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity | $ 325,000,000 | |||||
Repayments of line-of-credit agreement | $ 300,000,000 | |||||
Deferred financing costs | 9,374,000 | |||||
Loss on debt extinguishment | $ 9,055,000 | |||||
Senior Secured Revolving Credit Facility | Mizuho Bank, Ltd | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity | 50,000,000 | |||||
Interest rate at period end | 4.50% | 4.50% | ||||
Outstanding balance | $ 0 | $ 0 | ||||
Deferred financing costs | $ 300,000 | |||||
Unamortized deferred financing costs | $ 254,000 | $ 254,000 | ||||
Senior Secured Revolving Credit Facility | Mizuho Bank, Ltd | London Interbank Offered Rate (LIBOR) | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate floor | 0.005 | |||||
Senior Secured Revolving Credit Facility | Mizuho Bank, Ltd | London Interbank Offered Rate (LIBOR) | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Basis spread on variable rate | 3.75% | |||||
Senior Secured Revolving Credit Facility | Mizuho Bank, Ltd | London Interbank Offered Rate (LIBOR) | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Basis spread on variable rate | 4.00% | |||||
Line of Credit | Mizuho Bank, Ltd | ||||||
Line of Credit Facility [Line Items] | ||||||
Repayments of line-of-credit agreement | $ 25,000,000 | |||||
Line of Credit | Bank Of Mitsubishi UFJ | ||||||
Line of Credit Facility [Line Items] | ||||||
Repayments of line-of-credit agreement | $ 8,000,000 |
Debt and Other Borrowings - Uns
Debt and Other Borrowings - Unsecured Revolving Credit Facilities (Details) | Mar. 18, 2020USD ($) | Jan. 22, 2019USD ($) | Mar. 27, 2006USD ($) | Mar. 31, 2020USD ($) | Jun. 26, 2020USD ($) | Mar. 27, 2020USD ($) | Dec. 25, 2020USD ($) | Mar. 27, 2020USD ($) | Nov. 26, 2019PHP (₱) | Nov. 20, 2019PHP (₱) |
COVID-19 | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Proceeds from lines of credit | $ 43,000,000 | $ 43,000,000 | ||||||||
Unsecured Revolving Credit Facilities | Line-of-Credit Agreement Expiring January 22, 2021 | Line of Credit | ||||||||||
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 | |||||||||
Unsecured Revolving Credit Facilities | Line-of-Credit Agreement Expiring January 22, 2021 | Line of Credit | London Interbank Offered Rate (LIBOR) | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 0.40% | |||||||||
Unsecured Revolving Credit Facilities | Line-of-Credit Agreement Due at Various Times During Fiscal Year 2021 | Line of Credit | ||||||||||
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% | ||||||||
Unsecured Revolving Credit Facilities | Line-of-Credit Agreement Due at Various Times During Fiscal Year 2021 | Line of Credit | London Interbank Offered Rate (LIBOR) | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Basis spread on variable rate | 1.00% | |||||||||
Unsecured Revolving Credit Facilities | Line-of-Credit Agreement Maturing June 18, 2020 | Line of Credit | ||||||||||
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 | ||||||||
Interest rate at period end | 1.90% | 1.90% | ||||||||
Unsecured Revolving Credit Facilities | Line-of-Credit Agreement Expiring August 31, 2021 | Line of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 1,247,000 | ₱ 60,000,000 | ||||||||
Outstanding balance | $ 0 | 0 | $ 0 | |||||||
Unsecured Revolving Credit Facilities | Line-of-Credit Agreement Expiring June 30, 2021 | Line of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 1,559,000 | ₱ 75,000,000 | ||||||||
Outstanding balance | $ 0 | $ 0 | $ 0 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Other Liabilities Disclosure [Abstract] | ||
Accrued management incentive (LTCIP) | $ 194 | $ 2,439 |
Accrued management incentive (non-LTCIP) | 318 | 2,304 |
Accrued retirement | 9,516 | 8,005 |
Accrued contingent consideration | 7,800 | 0 |
Provision for uncertain tax positions (net) | 2,758 | 2,855 |
Other | 275 | 275 |
Total | $ 20,861 | $ 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 | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 296 | $ 242 | $ 843 | $ 717 |
Interest cost | 166 | 169 | 474 | 503 |
Expected return on plan assets | (79) | (83) | (231) | (247) |
Amortization of net transition asset | 0 | (4) | 0 | (10) |
Amortization of prior service cost | 2 | 2 | 6 | 6 |
Actuarial loss | 47 | 24 | 126 | 72 |
Net periodic pension expense | $ 432 | $ 350 | $ 1,218 | $ 1,041 |
Retirement Plans - Fair Value o
Retirement Plans - Fair Value of Entity's Plan Assets (Details) - Pension Plan - USD ($) $ in Thousands | Dec. 25, 2020 | Mar. 27, 2020 |
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | $ 7,089 | $ 5,579 |
Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 3,031 | 2,467 |
Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 2,349 | 1,992 |
Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,709 | 1,120 |
Government securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,826 | 1,260 |
Government securities | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,826 | 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 | 1,155 | 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 | 1,155 | 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 | 562 | 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 | 562 | 756 |
Bonds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,193 | 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 | 1,193 | 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 | 2,353 | 1,572 |
Stocks and other investments | Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Assets of non-U.S. defined benefit plan | 1,205 | 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 | $ 1,147 | $ 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 | 9 Months Ended | |
Dec. 25, 2020 | Dec. 27, 2019 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | $ 5,579 | |
Ending balance | 7,089 | |
Loans | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | 756 | |
Ending balance | 562 | |
Level 3 | ||
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward] | ||
Beginning balance | 1,120 | |
Ending balance | 1,709 | |
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 | 207 | |
Redemptions during the year | (440) | |
Revaluation of equity securities | 0 | |
Change in foreign currency exchange rates | 39 | |
Ending balance | $ 562 | |
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 | 753 | |
Change in foreign currency exchange rates | 30 | |
Ending balance | $ 1,147 |
Retirement Plans - Narrative (D
Retirement Plans - Narrative (Details) £ in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Dec. 25, 2020USD ($) | Dec. 27, 2019USD ($) | Dec. 25, 2020USD ($) | Dec. 27, 2019USD ($) | Dec. 25, 2020GBP (£) | Mar. 27, 2020USD ($) | Mar. 27, 2020GBP (£) | |
Pension Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Company contributions | $ 249 | $ 235 | $ 736 | $ 698 | |||
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 | 1,112 | $ 1,112 | £ 827 | $ 975 | £ 866 | ||
Accrued retirement, other long-term liabilities | 1,112 | $ 1,112 | £ 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 | 1,112 | 833 | $ 3,181 | 2,840 | |||
Defined Contribution Plan | AME Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Total contributions | $ 207 | 201 | $ 592 | 560 | |||
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 | $ 376 | $ 1,310 | |||||
Vesting percentage | 100.00% | ||||||
Safe Harbor Provision, employer contribution | 0.03 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - USD ($) | Dec. 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 (Loss) Income per Share - N
Net (Loss) Income per Share - Narrative (Details) | Nov. 02, 2020shares | Dec. 25, 2020shares | Dec. 27, 2019shares | Dec. 25, 2020shares | Dec. 27, 2019shares |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Shares issued upon conversion, including shares withheld for tax withholding obligation (in shares) | 166,500,000 | ||||
Basic weighted average common shares (in shares) | 124,363,078 | 10,000,000 | 48,121,026 | 10,000,000 | |
Diluted weighted average common shares (in shares) | 124,363,078 | 10,000,000 | 171,638,787 | 10,000,000 | |
Antidilutive securities excluded from computation of net loss per share (in shares) | 57,553,282 | ||||
Common Stock, Class A | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Conversion rate | 15.822 | ||||
Shares returned for tax payments made on behalf of holders of common stock (in shares) | 2,066,508 | ||||
Common Stock, Class A | Common Stock | |||||
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% | ||||
Common Stock, Class L | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Conversion rate | 13.010 | ||||
Shares returned for tax payments made on behalf of holders of common stock (in shares) | 1,766 |
Net (Loss) Income per Share - S
Net (Loss) Income per Share - Schedule of Computation of Net Income per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Earnings Per Share [Abstract] | ||||
Net (loss) income attributable to Allegro MicroSystems, Inc. | $ (5,095) | $ 8,926 | $ 9,309 | $ 23,675 |
Net (loss) income attributable to common stockholders, basic | (5,060) | 8,958 | 9,412 | 23,776 |
Net (loss) income attributable to common stockholders, diluted | $ (5,060) | $ 8,958 | $ 9,412 | $ 23,776 |
Basic weighted average common shares (in shares) | 124,363,078 | 10,000,000 | 48,121,026 | 10,000,000 |
Dilutive effect of common stock equivalents (in shares) | 0 | 0 | 123,517,761 | 0 |
Diluted weighted average common shares (in shares) | 124,363,078 | 10,000,000 | 171,638,787 | 10,000,000 |
Basic net (loss) income attributable to Allegro MicroSystems, Inc. per share (in dollars per share) | $ (0.04) | $ 0.89 | $ 0.19 | $ 2.37 |
Basic net (loss) income attributable to common stockholders per share (in dollars per share) | (0.04) | 0.90 | 0.20 | 2.38 |
Diluted net (loss) income attributable to Allegro MicroSystems, Inc. per share (in dollars per share) | (0.04) | 0.89 | 0.05 | 2.37 |
Diluted net (loss) income attributable to common stockholders per share (in dollars per share) | $ (0.04) | $ 0.90 | $ 0.05 | $ 2.38 |
Net (Loss) Income per Share -_2
Net (Loss) Income per Share - Schedule of Issuable Weighted Average Share Information (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dilutive effect of common stock equivalents (in shares) | 57,553,282 | 0 | 123,517,761 | 0 |
Common Class A and Common Class L | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dilutive effect of common stock equivalents (in shares) | 56,752,747 | 0 | 123,250,916 | 0 |
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dilutive effect of common stock equivalents (in shares) | 377,767 | 0 | 125,922 | 0 |
Performance Stock Units (PSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dilutive effect of common stock equivalents (in shares) | 422,768 | 0 | 140,923 | 0 |
Common Stock and Stock-Based _3
Common Stock and Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands | Nov. 02, 2020USD ($)$ / sharesshares | Oct. 02, 2020USD ($)shares | Oct. 31, 2017USD ($)class$ / sharesshares | Dec. 25, 2020USD ($)$ / sharesshares | Dec. 27, 2019USD ($)shares | Nov. 01, 2020$ / sharesshares | Dec. 25, 2020USD ($)$ / sharesshares | Dec. 27, 2019USD ($)$ / sharesshares | Sep. 25, 2020shares | Mar. 27, 2020$ / sharesshares | Sep. 27, 2019shares | Mar. 29, 2019shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of classes of stock | class | 2 | |||||||||||
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | 0 | |||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Stock repurchased during period, aggregate purchase price | $ | $ 27,707 | $ 27,707 | ||||||||||
Shares issued upon conversion, including shares withheld for tax withholding obligation (in shares) | 166,500,000 | |||||||||||
Common stock, shares outstanding (in shares) | 189,431,726 | 189,431,726 | 0 | |||||||||
Shares issued upon conversion (in shares) | 164,431,726 | |||||||||||
Weighted average conversion price (in dollars per share) | $ / shares | $ 14 | |||||||||||
Stock-based compensation | $ | $ 45,876 | $ 303 | $ 46,901 | $ 1,051 | ||||||||
IPO | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | 28,750,000 | |||||||||||
Offering price (in dollars per share) | $ / shares | $ 14 | |||||||||||
Net proceeds | $ | $ 321,425 | |||||||||||
Underwriting discounts | $ | 20,125 | |||||||||||
Estimated offering costs | $ | $ 8,450 | |||||||||||
IPO | Allegro Microsystems, Inc. | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | 25,000,000 | |||||||||||
IPO - Selling Shareholders | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | 3,750,000 | |||||||||||
LTIP | RSU Conversion Program | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock-based compensation | $ | $ 607 | |||||||||||
TRIP | RSU Conversion Program | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Stock-based compensation | $ | $ 421 | |||||||||||
Shares of Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | 163,971,977 | |||||||||||
Shares of Unvested Restricted Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | 459,749 | |||||||||||
Restricted Stock Units (RSUs) | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grants in period (in shares) | 1,426,944 | |||||||||||
Stock-based compensation | $ | $ 1,028 | 2,131 | $ 2,131 | |||||||||
Grant date fair value (in dollars per share) | $ / shares | $ 14.04 | |||||||||||
Stock-based compensation expense not yet recorded | $ | 17,496 | $ 17,496 | ||||||||||
Stock-based compensation expense not yet recorded, period for recognition | 1 year 8 months 26 days | |||||||||||
Vested during period (in shares) | 376 | |||||||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Nonemployee | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grants in period (in shares) | 54,644 | |||||||||||
Restricted Stock Units (RSUs) | RSU Conversion Program | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grant date fair value (in dollars per share) | $ / shares | $ 14 | |||||||||||
Restricted Stock Units (RSUs) | LTIP | RSU Conversion Program | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grants in period (in shares) | 602,490 | |||||||||||
Restricted Stock Units (RSUs) | TRIP | RSU Conversion Program | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grants in period (in shares) | 348,911 | |||||||||||
Performance Stock Units (PSUs) | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grants in period (in shares) | 650,302 | |||||||||||
Stock-based compensation | $ | 467 | $ 467 | ||||||||||
Grant date fair value (in dollars per share) | $ / shares | $ 15.05 | |||||||||||
Stock-based compensation expense not yet recorded | $ | $ 9,320 | $ 9,320 | ||||||||||
Stock-based compensation expense not yet recorded, period for recognition | 2 years 10 months 24 days | |||||||||||
Performance period | 3 years | |||||||||||
Vested during period (in shares) | 0 | |||||||||||
Intrinsic value, vested | $ | $ 16,121 | |||||||||||
Performance Stock Units (PSUs) | Minimum | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grant percentage of target shares granted maximum | 0 | 0 | ||||||||||
Inclusion percentage of target goals | 100.00% | 100.00% | ||||||||||
Performance Stock Units (PSUs) | Maximum | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grant percentage of target shares granted maximum | 2 | 2 | ||||||||||
Inclusion percentage of target goals | 200.00% | 200.00% | ||||||||||
Restricted Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Grants in period (in shares) | 459,749 | |||||||||||
Stock-based compensation | $ | $ 73 | $ 73 | ||||||||||
Grant date fair value (in dollars per share) | $ / shares | $ 14 | |||||||||||
Vested during period (in shares) | 37,161 | |||||||||||
Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Issuance of common shares (in shares) | 25,000,000 | 25,000,000 | ||||||||||
Stock repurchased during period (in shares) | 2,068,274 | 2,068,274 | ||||||||||
Stock repurchased during period, aggregate purchase price | $ | $ 21 | $ 21 | ||||||||||
Common stock, shares outstanding (in shares) | 189,431,726 | 189,431,726 | 0 | 0 | ||||||||
Common Stock, Class A | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of shares issued in transaction (in shares) | 2,880,000 | |||||||||||
Net proceeds | $ | $ 291 | |||||||||||
Estimated offering costs | $ | $ 9,260 | |||||||||||
Common stock, shares authorized (in shares) | 12,500,000 | 0 | 0 | 12,500,000 | ||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Issuance of common shares (in shares) | 6,720,000 | |||||||||||
Priority dividend, percentage | 0.08 | |||||||||||
Grants in period (in shares) | 400,000 | |||||||||||
Vesting period | 60 months | |||||||||||
Conversion rate | 15.822 | |||||||||||
Shares returned for tax payments made on behalf of holders of common stock (in shares) | 2,066,508 | |||||||||||
Common stock, shares outstanding (in shares) | 0 | 0 | 10,000,000 | |||||||||
Shares issued upon conversion (in shares) | 156,155,403 | |||||||||||
Stock-based compensation | $ | $ 40,440 | |||||||||||
Common Stock, Class A | Shares of Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | 156,155,403 | |||||||||||
Common Stock, Class A | Shares of Unvested Restricted Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | 0 | |||||||||||
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) | 0 | 10,000,000 | 0 | 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 | 0 | 0 | 1,000,000 | ||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Grants in period (in shares) | 597,400 | |||||||||||
Vesting period | 4 years | |||||||||||
Accelerated vesting, percentage | 0.25 | |||||||||||
Stock repurchased during period (in shares) | 1,997 | |||||||||||
Stock repurchased during period, aggregate purchase price | $ | $ 408 | |||||||||||
Conversion rate | 13.010 | |||||||||||
Shares returned for tax payments made on behalf of holders of common stock (in shares) | 1,766 | |||||||||||
Outstanding loan amounts extinguished | $ | $ 753 | |||||||||||
Common stock, shares outstanding (in shares) | 0 | 638,298 | 0 | 622,470 | ||||||||
Common stock, shares outstanding, weighted average price per share (in dollars per share) | $ / shares | $ 11.99 | |||||||||||
Shares issued upon conversion (in shares) | 8,276,323 | |||||||||||
Stock-based compensation | $ | $ 1,610 | $ 144 | $ 1,169 | |||||||||
Common Stock, Class L | Shares of Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | 7,816,574 | |||||||||||
Common Stock, Class L | Shares of Unvested Restricted Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares issued upon conversion (in shares) | 459,749 | |||||||||||
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) | 17,203 | 15,828 | 30,300 | |||||||||
Shares issued during period, weighted average price per share (in dollars per share) | $ / shares | $ 33.83 | $ 26.93 | ||||||||||
Stock repurchased during period (in shares) | 1,997 | 1,997 | ||||||||||
Common stock, shares outstanding (in shares) | 0 | 607,620 | 0 | 607,620 | 638,298 | 622,470 | 607,620 | 607,620 |
Common Stock and Stock-Based _4
Common Stock and Stock-Based Compensation - Schedule of Stock Issued in Common Stock Conversion (Details) | Nov. 02, 2020shares |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 164,431,726 |
Common Stock, Class A | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 156,155,403 |
Common Stock, Class L | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 8,276,323 |
Shares of Common Stock | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 163,971,977 |
Shares of Common Stock | Common Stock, Class A | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 156,155,403 |
Shares of Common Stock | Common Stock, Class L | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 7,816,574 |
Shares of Unvested Restricted Common Stock | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 459,749 |
Shares of Unvested Restricted Common Stock | Common Stock, Class A | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 0 |
Shares of Unvested Restricted Common Stock | Common Stock, Class L | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 459,749 |
Common Stock and Stock-Based _5
Common Stock and Stock-Based Compensation - Schedule of Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) $ / shares in Units, $ in Thousands | 9 Months Ended |
Dec. 25, 2020USD ($)$ / sharesshares | |
Number of Shares | |
Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 1,426,944 |
Vested (in shares) | shares | (376) |
Cancelled (in shares) | shares | (28,920) |
Ending balance (in shares) | shares | 1,397,648 |
Weighted-Average Grant-Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 14.04 |
Vested (in dollars per share) | $ / shares | 14 |
Cancelled (in dollars per share) | $ / shares | 14 |
Ending balance (in dollars per share) | $ / shares | $ 14.04 |
Weighted-Average Remaining Contractual Life | 1 year 8 months 26 days |
Aggregate Intrinsic Value | $ | $ 34,648 |
Common Stock and Stock-Based _6
Common Stock and Stock-Based Compensation - Schedule of Performance Units Fair Value Assumptions (Details) - Performance Stock Units (PSUs) | 9 Months Ended |
Dec. 25, 2020$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance term | 2 years 5 months 1 day |
Volatility | 49.90% |
Risk-free rate of return | 0.17% |
Dividend yield | 0.00% |
Weighted-average fair value per share (in dollars per share) | $ 14 |
Common Stock and Stock-Based _7
Common Stock and Stock-Based Compensation - Summary of Performance Stock Units Activity (Details) - Performance Stock Units (PSUs) $ / shares in Units, $ in Thousands | 9 Months Ended |
Dec. 25, 2020USD ($)$ / sharesshares | |
Number of Shares | |
Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 650,302 |
Vested (in shares) | shares | 0 |
Cancelled (in shares) | shares | 0 |
Ending balance (in shares) | shares | 650,302 |
Weighted-Average Grant-Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 15.05 |
Vested (in dollars per share) | $ / shares | 0 |
Cancelled (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 15.05 |
Weighted-Average Remaining Contractual Life | 2 years 10 months 24 days |
Aggregate Intrinsic Value | $ | $ 16,121 |
Common Stock and Stock-Based _8
Common Stock and Stock-Based Compensation - Summary of Unvested Restricted Common Stock Activity (Details) - Restricted Common Stock $ / shares in Units, $ in Thousands | 9 Months Ended |
Dec. 25, 2020USD ($)$ / sharesshares | |
Number of Shares | |
Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 459,749 |
Vested (in shares) | shares | (37,161) |
Cancelled (in shares) | shares | 0 |
Ending balance (in shares) | shares | 422,588 |
Weighted-Average Grant-Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 14 |
Vested (in dollars per share) | $ / shares | 14 |
Cancelled (in dollars per share) | $ / shares | 0 |
Ending balance (in dollars per share) | $ / shares | $ 14 |
Weighted-Average Remaining Contractual Life | 2 years 3 days |
Aggregate Intrinsic Value | $ | $ 10,476 |
Common Stock and Stock-Based _9
Common Stock and Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020 | Dec. 27, 2019 | Dec. 25, 2020 | Dec. 27, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | $ 45,876 | $ 303 | $ 46,901 | $ 1,051 |
Cost of sales | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | 4,694 | 47 | 4,844 | 137 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | 2,984 | 20 | 3,037 | 65 |
Selling, general and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | $ 38,198 | $ 236 | $ 39,020 | $ 849 |
Income Taxes - Schedule of Tax
Income Taxes - Schedule of Tax Provision (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 25, 2020USD ($) | Dec. 27, 2019USD ($) | Dec. 25, 2020USD ($) | Dec. 27, 2019USD ($) | |
Income Tax Disclosure [Abstract] | ||||
Operating taxes | $ (12,169) | $ 1,703 | $ (9,764) | $ 5,980 |
Discrete tax items | (18,354) | (161) | (18,149) | 5,730 |
(Benefit) provision for income taxes | $ (30,523) | $ 1,542 | $ (27,913) | $ 11,710 |
Annual operating tax rate | 0.342 | 0.162 | 0.528 | 0.169 |
Effective tax rate | 85.80% | 14.70% | 150.90% | 33.00% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | Nov. 02, 2020 | Dec. 25, 2020 | Dec. 27, 2019 | Jun. 28, 2019 | Dec. 25, 2020 | Dec. 27, 2019 |
Income Tax Contingency [Line Items] | ||||||
(Benefit) provision for income taxes | $ (30,523) | $ 1,542 | $ (27,913) | $ 11,710 | ||
Effective tax rate | 85.80% | 14.70% | 150.90% | 33.00% | ||
(Loss) income before income tax (benefit) provision | $ (35,583) | $ 10,500 | $ (18,501) | $ 35,486 | ||
Stock-based compensation | 45,876 | 303 | 46,901 | 1,051 | ||
Discrete tax items | $ (18,354) | $ (161) | $ (18,149) | $ 5,730 | ||
Settlement of IRS transfer pricing audits | $ 5,500 | |||||
Common Stock, Class A | ||||||
Income Tax Contingency [Line Items] | ||||||
Stock-based compensation | $ 40,440 |
Related Party Transactions (Det
Related Party Transactions (Details) | Oct. 14, 2020USD ($) | Oct. 02, 2020USD ($)shares | Mar. 28, 2020USD ($) | Sep. 30, 2017USD ($)shares | Dec. 25, 2020USD ($) | Jun. 26, 2020 | Dec. 27, 2019USD ($) | Dec. 25, 2020USD ($) | Dec. 27, 2019USD ($) | Mar. 27, 2020USD ($)lineOfCreditnotesPayable | Mar. 31, 2019USD ($) | Jun. 30, 2018USD ($) | May 31, 2018USD ($) |
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | $ 164,449,000 | $ 159,802,000 | $ 416,099,000 | $ 475,485,000 | |||||||||
Trade accounts receivable from related party | 19,778,000 | 19,778,000 | $ 30,293,000 | ||||||||||
Amounts due to related party | 2,078,000 | 2,078,000 | 4,494,000 | ||||||||||
Related party notes payable, less current portion | 0 | 0 | 17,700,000 | ||||||||||
Current portion of related party debt | 0 | 0 | 25,000,000 | ||||||||||
Noncash or part noncash divestiture, amount of consideration received | 0 | 0 | |||||||||||
Trade accounts receivable, net | 67,334,000 | 67,334,000 | 59,457,000 | ||||||||||
Stock repurchased during period, aggregate purchase price | 27,707,000 | 27,707,000 | |||||||||||
Common Stock, Class L | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Stock repurchased during period (in shares) | shares | 1,997 | ||||||||||||
Stock repurchased during period, aggregate purchase price | $ 408,000 | ||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PSL | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Noncash or part noncash divestiture, amount of consideration received | $ 42,700,000 | ||||||||||||
Noncash or part noncash divestiture, amount of consideration transferred | $ 15,000,000 | ||||||||||||
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% | ||||||||||||
Interest paid | $ 762,000 | ||||||||||||
Repayments of related party notes receivable | 51,377,000 | ||||||||||||
Related party debt | $ 66,377,000 | ||||||||||||
Note receivable from related party | 51,377,000 | 51,377,000 | |||||||||||
Interest payable | $ 762,000 | 762,000 | 762,000 | ||||||||||
Related Party Revenue | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 26,439,000 | 16,535,000 | 72,570,000 | 49,327,000 | |||||||||
Distribution of Sanken products | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 0 | 7,666,000 | 0 | 26,688,000 | |||||||||
Sanken | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Trade accounts receivable from related party | 17,250,000 | 17,250,000 | 30,293,000 | ||||||||||
Other accounts receivable from related party | 374,000 | 374,000 | 558,000 | ||||||||||
Purchases from related party | 7,356,000 | 23,835,000 | |||||||||||
Amounts due to related party | $ 4,494,000 | ||||||||||||
Reimbursement of development costs | 0 | 360,000 | 0 | 1,080,000 | |||||||||
Promissory notes outstanding | $ 30,000,000 | ||||||||||||
Stated interest rate | 2.52% | ||||||||||||
Interest income | 55,000 | ||||||||||||
Number of notes payable | notesPayable | 3 | ||||||||||||
Related party notes payable, less current portion | $ 17,700,000 | ||||||||||||
Number of line-of-credit agreements | lineOfCredit | 2 | ||||||||||||
Current portion of related party debt | $ 25,000,000 | ||||||||||||
Basis spread on variable rate | 1.00% | ||||||||||||
Interest expense | 334,000 | 1,129,000 | |||||||||||
Interest paid | 81,000 | 835,000 | |||||||||||
Sanken | Related Party Revenue | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 26,439,000 | 16,535,000 | 72,570,000 | 49,327,000 | |||||||||
Sanken | Distribution of Sanken products | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Total net sales | 7,666,000 | 26,688,000 | |||||||||||
PSL | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Trade accounts receivable from related party | 3,368,000 | 2,528,000 | 2,528,000 | ||||||||||
Purchases from related party | 11,558,000 | 33,448,000 | |||||||||||
Amounts due to related party | 2,078,000 | 2,078,000 | |||||||||||
Reduction of intercompany balances | 1,157,000 | 1,198,000 | |||||||||||
PSL | Discrete Technology Development Agreement | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Fees paid | 0 | 0 | 0 | 0 | |||||||||
PSL | IC Technology Development Agreement | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Fees paid | 300,000 | 900,000 | |||||||||||
Fees received | 300,000 | $ 900,000 | 300,000 | 900,000 | |||||||||
PSL | Price Support Payment | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Purchases from related party | 1,500,000 | 5,000,000 | |||||||||||
PSL | Eliminations | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Accounts payable to related party | 1,198,000 | ||||||||||||
Trade accounts receivable, net | $ 3,368,000 | ||||||||||||
PSL | PSL | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Repayments of related party notes receivable | 3,368,000 | ||||||||||||
Director | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Fees paid | 262,000 | $ 270,000 | |||||||||||
Monthly fee payable | $ 19,000 | $ 30,000 | |||||||||||
Signing fee | $ 54,000 | ||||||||||||
Severance payment if terminated | $ 180,000 | ||||||||||||
Accelerated vesting, acceleration period | 6 months | ||||||||||||
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 | $ 0 | $ 0 | $ 506,000 |