Mercury Systems, Inc. (NASDAQ: MRCY, www.mrcy.com), reported
operating results for the second quarter of fiscal year 2025, ended
December 27, 2024.
“We delivered solid results in the second quarter
of fiscal 2025 that were once again in line with or ahead of our
expectations, and I’m optimistic about our ongoing efforts to
improve performance as we move through the fiscal year,” said Bill
Ballhaus, Mercury’s Chairman and CEO.
“In the quarter we secured bookings of $242.4
million, for a trailing-twelve-month book-to-bill of 1.12; revenue
of $223.1 million, up 13% year-over-year; adjusted EBITDA of $22.0
million and adjusted EBITDA margin of 9.9%, both up substantially
year-over-year; and record free cash flow of $81.9 million, up
$44.4 million year-over-year. These results reflect continued
progress in each of our four priority areas, highlighted by solid
execution across our broad portfolio of production and development
programs, a record backlog of $1.4 billion, reduced operating
expenses enabling increased positive operating leverage, and
continued progress on free cash flow drivers, with net working
capital down $114.9 million year-over-year.”
Second Quarter
Fiscal 2025 Results
Total Company second quarter fiscal 2025 revenues
were $223.1 million, compared to $197.5 million in the second
quarter of fiscal 2024.
Total bookings for the second quarter of fiscal
2025 were $242.4 million, yielding a book-to-bill ratio of 1.09 for
the quarter.
Total Company GAAP net loss and loss per share for
the second quarter of fiscal 2025 were $17.6 million, and $0.30,
respectively, compared to GAAP net loss and loss per share of $45.6
million, and $0.79, respectively, for the second quarter of fiscal
2024. Adjusted earnings (loss) per share (“adjusted EPS”) was $0.07
per share for the second quarter of fiscal 2025, compared to
$(0.42) per share in the second quarter of fiscal 2024.
Second quarter fiscal 2025 adjusted EBITDA for the
total Company was $22.0 million, compared to $(21.3) million for
the second quarter of fiscal 2024.
Cash flows provided by operating activities in the
second quarter of fiscal 2025 were $85.5 million, compared to $45.5
million in the second quarter of fiscal 2024. Free cash flow,
defined as cash flows from operating activities less capital
expenditures for property and equipment, was $81.9 million for the
second quarter of fiscal 2025 and $37.5 million for the second
quarter of fiscal 2024.
Backlog
Mercury’s total backlog at December 27, 2024 was
$1.4 billion, an approximate $80.0 million increase from a year
ago. Of the December 27, 2024 total backlog, $789.9 million
represents orders expected to be recognized as revenue within the
next 12 months.
Conference Call Information
Management will host a conference call and
simultaneous webcast at 5:00 p.m. ET on Tuesday, February 4,
2025, to discuss Mercury's quarterly financial results, business
highlights and outlook. In addition, Company representatives may
answer questions concerning business and financial developments and
trends, the Company's view on earnings forecasts, and other
business and financial matters affecting the Company, the responses
to which may contain information that has not been previously
disclosed.
To attend the conference call or webcast,
participants should register online at
ir.mrcy.com/events-presentations. Participants are requested to
register a day in advance or at a minimum 15 minutes before the
start of the call. A replay of the webcast will be available two
hours after the call and archived on the same web page for six
months.
Use of Non-GAAP Financial Measures
In addition to reporting financial results in accordance with
generally accepted accounting principles, or GAAP, the Company
provides adjusted EBITDA, adjusted income, adjusted earnings per
share (“adjusted EPS”) and free cash flow, which are non-GAAP
financial measures. Adjusted EBITDA, adjusted income, and adjusted
EPS exclude certain non-cash and other specified charges. The
Company believes these non-GAAP financial measures are useful to
help investors understand its past financial performance and
prospects for the future. However, these non-GAAP measures should
not be considered in isolation or as a substitute for financial
information provided in accordance with GAAP. Management believes
these non-GAAP measures assist in providing a more complete
understanding of the Company’s underlying operational results and
trends, and management uses these measures along with the
corresponding GAAP financial measures to manage the Company’s
business, to evaluate its performance compared to prior periods and
the marketplace, and to establish operational goals. A
reconciliation of GAAP to non-GAAP financial results discussed in
this press release is contained in the attached exhibits.
Mercury Systems – Innovation that
Matters®Mercury Systems is a technology company that
delivers mission-critical processing power to the edge, making
advanced technologies profoundly more accessible for today’s most
challenging aerospace and defense missions. The Mercury Processing
Platform allows customers to tap into innovative capabilities from
silicon to system scale, turning data into decisions on timelines
that matter. Mercury’s products and solutions are deployed in more
than 300 programs and across 35 countries, enabling a broad range
of applications in mission computing, sensor processing, command
and control, and communications. Mercury is headquartered in
Andover, Massachusetts, and has 23 locations worldwide. To learn
more, visit mrcy.com. (Nasdaq: MRCY)
Investors and others should note that we announce
material financial information using our website (www.mrcy.com),
SEC filings, press releases, public conference calls, webcasts, and
social media, including X (X.com/mrcy) and LinkedIn
(www.linkedin.com/company/mercury-systems). Therefore, we encourage
investors and others interested in Mercury to review the
information we post on the social media and other communication
channels listed on our website.
Forward-Looking Safe Harbor
Statement
This press release contains certain forward-looking
statements, as that term is defined in the Private Securities
Litigation Reform Act of 1995, including those relating to the
Company's focus on enhanced execution of the Company's strategic
plan under a refreshed Board and leadership team. You can identify
these statements by the words “may,” “will,” “could,” “should,”
“would,” “plans,” “expects,” “anticipates,” “continue,” “estimate,”
“project,” “intend,” “likely,” “forecast,” “probable,” “potential,”
and similar expressions. These forward-looking statements involve
risks and uncertainties that could cause actual results to differ
materially from those projected or anticipated. Such risks and
uncertainties include, but are not limited to, continued funding of
defense programs, the timing and amounts of such funding, general
economic and business conditions, including unforeseen weakness in
the Company’s markets, effects of any U.S. federal government
shutdown or extended continuing resolution, effects of geopolitical
unrest and regional conflicts, competition, changes in technology
and methods of marketing, delays in or cost increases related to
completing development, engineering and manufacturing programs,
changes in customer order patterns, changes in product mix,
continued success in technological advances and delivering
technological innovations, changes in, or in the U.S. government’s
interpretation of, federal export control or procurement rules and
regulations, including tariffs, changes in, or in the
interpretation or enforcement of, environmental rules and
regulations, market acceptance of the Company's products, shortages
in or delays in receiving components, supply chain delays or
volatility for critical components, production delays or
unanticipated expenses including due to quality issues or
manufacturing execution issues, adherence to required manufacturing
standards, capacity underutilization, increases in scrap or
inventory write-offs, failure to achieve or maintain manufacturing
quality certifications, such as AS9100, the impact of supply chain
disruption, inflation and labor shortages, among other things, on
program execution and the resulting effect on customer
satisfaction, inability to fully realize the expected benefits from
acquisitions, restructurings, and operational efficiency
initiatives or delays in realizing such benefits, challenges in
integrating acquired businesses and achieving anticipated
synergies, effects of shareholder activism, increases in interest
rates, changes to industrial security and cyber-security
regulations and requirements and impacts from any cyber or insider
threat events, changes in tax rates or tax regulations, such as the
deductibility of internal research and development, changes to
interest rate swaps or other cash flow hedging arrangements,
changes to generally accepted accounting principles, difficulties
in retaining key employees and customers, litigation, including the
dispute arising with the former CEO over his resignation,
unanticipated costs under fixed-price service and system
integration engagements, and various other factors beyond our
control. These risks and uncertainties also include such additional
risk factors as are discussed in the Company's filings with the
U.S. Securities and Exchange Commission, including its Annual
Report on Form 10-K for the fiscal year ended June 28, 2024 and
subsequent Quarterly Reports on Form 10-Q and Current Reports on
Form 8-K. The Company cautions readers not to place undue reliance
upon any such forward-looking statements, which speak only as of
the date made. The Company undertakes no obligation to update any
forward-looking statement to reflect events or circumstances after
the date on which such statement is made.
Contact:Tyler Hojo, CFA, Vice President of Investor
RelationsMercury Systems, Inc.978-967-3676
Mercury Systems and Innovation That Matters are
registered trademarks of Mercury Systems, Inc. Other product and
company names mentioned may be trademarks and/or registered
trademarks of their respective holders.
MERCURY SYSTEMS, INC. |
|
UNAUDITED CONSOLIDATED BALANCE SHEETS |
|
(In thousands) |
|
|
|
|
December 27, |
|
June 28, |
|
|
2024 |
|
|
|
2024 |
|
|
|
|
|
Assets |
|
|
|
Current assets: |
|
|
|
Cash and cash equivalents |
$ |
242,565 |
|
|
$ |
180,521 |
|
Accounts receivable, net |
|
104,491 |
|
|
|
111,441 |
|
Unbilled receivables and costs in excess of billings, net |
|
278,657 |
|
|
|
304,029 |
|
Inventory |
|
344,415 |
|
|
|
335,300 |
|
Prepaid expenses and other current assets |
|
20,556 |
|
|
|
22,493 |
|
Total current assets |
|
990,684 |
|
|
|
953,784 |
|
|
|
|
|
Property and equipment, net |
|
111,459 |
|
|
|
110,353 |
|
Goodwill |
|
938,093 |
|
|
|
938,093 |
|
Intangible assets, net |
|
226,142 |
|
|
|
250,512 |
|
Operating lease right-of-use assets, net |
|
56,525 |
|
|
|
60,860 |
|
Deferred tax asset |
|
71,712 |
|
|
|
58,612 |
|
Other non-current assets |
|
6,840 |
|
|
|
6,691 |
|
Total assets |
$ |
2,401,455 |
|
|
$ |
2,378,905 |
|
|
|
|
|
Liabilities and Shareholders’ Equity |
|
|
|
Current liabilities: |
|
|
|
Accounts payable |
$ |
64,778 |
|
|
$ |
81,068 |
|
Accrued expenses |
|
40,471 |
|
|
|
42,926 |
|
Accrued compensation |
|
32,015 |
|
|
|
36,398 |
|
Income taxes payable |
|
306 |
|
|
|
109 |
|
Deferred revenues and customer advances |
|
135,963 |
|
|
|
73,915 |
|
Total current liabilities |
|
273,533 |
|
|
|
234,416 |
|
|
|
|
|
Income taxes payable |
|
7,713 |
|
|
|
7,713 |
|
Long-term debt |
|
591,500 |
|
|
|
591,500 |
|
Operating lease liabilities |
|
57,805 |
|
|
|
62,584 |
|
Other non-current liabilities |
|
10,628 |
|
|
|
9,917 |
|
Total liabilities |
|
941,179 |
|
|
|
906,130 |
|
|
|
|
|
Shareholders’ equity: |
|
|
|
Preferred stock |
|
— |
|
|
|
— |
|
Common stock |
|
587 |
|
|
|
581 |
|
Additional paid-in capital |
|
1,266,926 |
|
|
|
1,242,402 |
|
Retained earnings |
|
184,695 |
|
|
|
219,799 |
|
Accumulated other comprehensive income |
|
8,068 |
|
|
|
9,993 |
|
Total shareholders’ equity |
|
1,460,276 |
|
|
|
1,472,775 |
|
Total liabilities and shareholders’ equity |
$ |
2,401,455 |
|
|
$ |
2,378,905 |
|
MERCURY SYSTEMS, INC. |
UNAUDITED CONSOLIDATED STATEMENTS OF
OPERATIONS |
|
|
|
|
(In thousands, except per share data) |
|
Second Quarters Ended |
|
Six Months Ended |
|
December 27, 2024 |
|
December 29, 2023 |
|
December 27, 2024 |
|
December 29, 2023 |
Net revenues |
$ |
223,125 |
|
|
$ |
197,463 |
|
|
$ |
427,556 |
|
|
$ |
378,454 |
|
Cost of revenues(1) |
|
162,299 |
|
|
|
165,943 |
|
|
|
314,940 |
|
|
|
296,407 |
|
Gross margin |
|
60,826 |
|
|
|
31,520 |
|
|
|
112,616 |
|
|
|
82,047 |
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
Selling, general and administrative(1) |
|
40,501 |
|
|
|
44,470 |
|
|
|
73,654 |
|
|
|
80,264 |
|
Research and development(1) |
|
21,368 |
|
|
|
28,476 |
|
|
|
39,751 |
|
|
|
60,348 |
|
Amortization of intangible assets |
|
11,154 |
|
|
|
12,270 |
|
|
|
22,389 |
|
|
|
24,817 |
|
Restructuring and other charges |
|
40 |
|
|
|
2 |
|
|
|
2,300 |
|
|
|
9,548 |
|
Acquisition costs and other related expenses |
|
178 |
|
|
|
231 |
|
|
|
355 |
|
|
|
1,200 |
|
Total operating expenses |
|
73,241 |
|
|
|
85,449 |
|
|
|
138,449 |
|
|
|
176,177 |
|
|
|
|
|
|
|
|
|
Loss from operations |
|
(12,415 |
) |
|
|
(53,929 |
) |
|
|
(25,833 |
) |
|
|
(94,130 |
) |
|
|
|
|
|
|
|
|
Interest income |
|
406 |
|
|
|
29 |
|
|
|
950 |
|
|
|
132 |
|
Interest expense |
|
(8,430 |
) |
|
|
(8,674 |
) |
|
|
(17,336 |
) |
|
|
(16,537 |
) |
Other expense, net |
|
(3,865 |
) |
|
|
(1,148 |
) |
|
|
(5,204 |
) |
|
|
(2,922 |
) |
|
|
|
|
|
|
|
|
Loss before income tax benefit |
|
(24,304 |
) |
|
|
(63,722 |
) |
|
|
(47,423 |
) |
|
|
(113,457 |
) |
Income tax benefit |
|
(6,725 |
) |
|
|
(18,141 |
) |
|
|
(12,319 |
) |
|
|
(31,168 |
) |
Net loss |
$ |
(17,579 |
) |
|
$ |
(45,581 |
) |
|
$ |
(35,104 |
) |
|
$ |
(82,289 |
) |
|
|
|
|
|
|
|
|
Basic net loss per share |
$ |
(0.30 |
) |
|
$ |
(0.79 |
) |
|
$ |
(0.60 |
) |
|
$ |
(1.44 |
) |
|
|
|
|
|
|
|
|
Diluted net loss per share |
$ |
(0.30 |
) |
|
$ |
(0.79 |
) |
|
$ |
(0.60 |
) |
|
$ |
(1.44 |
) |
|
|
|
|
|
|
|
|
Weighted-average shares outstanding: |
|
|
|
|
|
|
|
Basic |
|
58,561 |
|
|
|
57,424 |
|
|
|
58,454 |
|
|
|
57,314 |
|
Diluted |
|
58,561 |
|
|
|
57,424 |
|
|
|
58,454 |
|
|
|
57,314 |
|
|
|
|
|
|
|
|
|
(1) Includes stock-based compensation expense, allocated as
follows: |
Cost of revenues |
$ |
(167 |
) |
|
$ |
4 |
|
|
$ |
(54 |
) |
|
$ |
820 |
|
Selling, general and administrative |
$ |
6,317 |
|
|
$ |
5,742 |
|
|
$ |
10,928 |
|
|
$ |
7,503 |
|
Research and development |
$ |
1,812 |
|
|
$ |
1,640 |
|
|
$ |
3,180 |
|
|
$ |
3,180 |
|
MERCURY SYSTEMS, INC. |
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS |
(In thousands) |
|
Second Quarters Ended |
|
Six Months Ended |
|
December 27, 2024 |
|
December 29, 2023 |
|
December 27, 2024 |
|
December 29, 2023 |
Cash flows from operating activities: |
|
|
|
|
|
|
|
Net loss |
$ |
(17,579 |
) |
|
$ |
(45,581 |
) |
|
$ |
(35,104 |
) |
|
$ |
(82,289 |
) |
Depreciation and amortization |
|
20,922 |
|
|
|
22,193 |
|
|
|
42,142 |
|
|
|
44,885 |
|
Other non-cash items, net |
|
5,083 |
|
|
|
1,640 |
|
|
|
10,685 |
|
|
|
(2,011 |
) |
Cash settlement for termination of interest rate swap |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
7,403 |
|
Changes in operating assets and liabilities |
|
77,036 |
|
|
|
67,242 |
|
|
|
53,079 |
|
|
|
38,438 |
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
85,462 |
|
|
|
45,494 |
|
|
|
70,802 |
|
|
|
6,426 |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
Purchases of property and equipment |
$ |
(3,555 |
) |
|
$ |
(7,990 |
) |
|
$ |
(9,791 |
) |
|
$ |
(16,005 |
) |
Other investing activities |
|
1,900 |
|
|
|
— |
|
|
|
1,900 |
|
|
|
— |
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
(1,655 |
) |
|
|
(7,990 |
) |
|
|
(7,891 |
) |
|
|
(16,005 |
) |
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
Proceeds from employee stock plans |
|
1,492 |
|
|
|
3,163 |
|
|
|
1,492 |
|
|
|
3,163 |
|
Borrowings under credit facilities |
|
— |
|
|
|
40,000 |
|
|
|
— |
|
|
|
105,000 |
|
Payments of deferred financing and offering costs |
|
— |
|
|
|
(1,931 |
) |
|
|
(2,249 |
) |
|
|
(1,931 |
) |
Payments for retirement of common stock |
|
— |
|
|
|
(15 |
) |
|
|
— |
|
|
|
(15 |
) |
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities |
|
1,492 |
|
|
|
41,217 |
|
|
|
(757 |
) |
|
|
106,217 |
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents |
|
(857 |
) |
|
|
556 |
|
|
|
(110 |
) |
|
|
445 |
|
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents |
|
84,442 |
|
|
|
79,277 |
|
|
|
62,044 |
|
|
|
97,083 |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
158,123 |
|
|
|
89,369 |
|
|
|
180,521 |
|
|
|
71,563 |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
$ |
242,565 |
|
|
$ |
168,646 |
|
|
$ |
242,565 |
|
|
$ |
168,646 |
|
UNAUDITED SUPPLEMENTAL INFORMATION RECONCILIATION OF GAAP
TO NON-GAAP MEASURES |
(In thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA, a non-GAAP measure for reporting
financial performance, excludes the impact of certain items and,
therefore, has not been calculated in accordance with GAAP.
Management believes that exclusion of these items assists in
providing a more complete understanding of the Company’s underlying
results and trends, and management uses these measures along with
the corresponding GAAP financial measures to manage the Company’s
business, to evaluate its performance compared to prior periods and
the marketplace, and to establish operational goals. The
adjustments to calculate this non-GAAP financial measure, and the
basis for such adjustments, are outlined below:
Other non-operating adjustments. The Company
records other non-operating adjustments such as gains or losses on
foreign currency remeasurement, investments and fixed asset sales
or disposals among other adjustments. These adjustments may vary
from period to period without any direct correlation to underlying
operating performance.
Interest income and expense. The Company receives
interest income on investments and incurs interest expense on
loans, financing leases and other financing arrangements. These
amounts may vary from period to period due to changes in cash and
debt balances and interest rates driven by general market
conditions or other circumstances which may be outside of the
normal course of the Company’s operations.
Income taxes. The Company’s GAAP tax expense can
fluctuate materially from period to period due to tax adjustments
that are not directly related to underlying operating performance
or to the current period of operations.
Depreciation. The Company incurs depreciation
expense related to capital assets purchased to support the ongoing
operations of the business. These assets are recorded at cost or
fair value and are depreciated using the straight-line method over
the useful life of the asset. Purchases of such assets may vary
significantly from period to period and without any direct
correlation to underlying operating performance.
Amortization of intangible assets. The Company
incurs amortization of intangible assets primarily as a result of
acquired intangible assets such as backlog, customer relationships
and completed technologies but also due to licenses, patents and
other arrangements. These intangible assets are valued at the time
of acquisition or upon receipt of right to use the asset, amortized
over the requisite life and generally cannot be changed or
influenced by management after acquisition.
Restructuring and other charges. The Company incurs
restructuring and other charges in connection with management’s
decisions to undertake certain actions to realign operating
expenses through workforce reductions and the closure of certain
Company facilities, businesses and product lines. The Company’s
adjustments reflected in restructuring and other charges are
typically related to acquisitions and organizational redesign
programs initiated as part of discrete post-acquisition integration
activities. Management believes these items are non-routine and may
not be indicative of ongoing operating results.
Impairment of long-lived assets. The Company incurs
impairment charges of long-lived assets based on events that may or
may not be within the control of management. Management believes
these items are outside the normal operations of the Company’s
business and are not indicative of ongoing operating results.
Acquisition, financing and other third party costs.
The Company incurs transaction costs related to acquisition and
potential acquisition opportunities, such as legal, accounting, and
other third party advisory fees. The Company may also incur third
party costs, such as legal, banking, communications, proxy
solicitation, and other third party advisory fees in connection
with engagements by activist investors or unsolicited acquisition
offers. Although the Company may incur such third party costs and
other related charges and adjustments, it is not indicative that
any transaction will be consummated. Additionally, the Company
incurs unused revolver and bank fees associated with maintaining
its credit facility as well as non-cash financing expenses
associated with obtaining its credit facility. Management believes
these items are outside the normal operations of the Company’s
business and are not indicative of ongoing operating results.
Fair value adjustments from purchase accounting. As
a result of applying purchase accounting rules to acquired assets
and liabilities, certain fair value adjustments are recorded in the
opening balance sheet of acquired companies. These adjustments
are then reflected in the Company’s income statements in periods
subsequent to the acquisition. In addition, the impact of any
changes to originally recorded contingent consideration amounts are
reflected in the income statements in the period of the change.
Management believes these items are outside the normal operations
of the Company and are not indicative of ongoing operating
results.
Litigation and settlement income and expense. The
Company periodically receives income and incurs expenses related to
pending claims and litigation and associated legal fees and
potential case settlements and/or judgments. Although the Company
may incur such costs and other related charges and adjustments, it
is not indicative of any particular outcome until the matter is
fully resolved. Management believes these items are outside the
normal operations of the Company’s business, often occur in periods
other than the period of activity, and are not indicative of
ongoing operating results. The Company periodically receives
warranty claims from customers and makes warranty claims towards
its vendors and supply chain. Management believes the expenses and
gains associated with these recurring warranty items are within the
normal operations and operating cycle of the Company’s business.
Therefore, management deems no adjustments are necessary unless
under extraordinary circumstances.
Stock-based and other non-cash compensation
expense. The Company incurs expense related to stock-based
compensation included in its GAAP presentation of cost of revenues,
selling, general and administrative expense and research and
development expense. The Company also incurs non-cash based
compensation in the form of pension related expenses and matching
contributions to its defined contribution plan. Although
stock-based and other non-cash compensation is an expense of the
Company and viewed as a form of compensation, these expenses vary
in amount from period to period, and are affected by market forces
that are difficult to predict and are not within the control of
management, such as the market price and volatility of the
Company’s shares, risk-free interest rates and the expected term
and forfeiture rates of the awards, as well as pension actuarial
assumptions. Management believes that exclusion of these expenses
allows comparisons of operating results to those of other
companies, both public, private or foreign, that disclose non-GAAP
financial measures that exclude stock-based compensation and other
non-cash compensation.
Mercury uses adjusted EBITDA as an important
indicator of the operating performance of its business. Management
excludes the above-described items from its internal forecasts and
models when establishing internal operating budgets, supplementing
the financial results and forecasts reported to the Company’s board
of directors, determining a portion of bonus compensation for
executive officers and other key employees based on operating
performance, evaluating short-term and long-term operating trends
in the Company’s operations, and allocating resources to various
initiatives and operational requirements. The Company believes that
adjusted EBITDA permits a comparative assessment of its operating
performance, relative to its performance based on its GAAP results,
while isolating the effects of charges that may vary from period to
period without direct correlation to underlying operating
performance. The Company believes that these non-GAAP financial
adjustments are useful to investors because they allow investors to
evaluate the effectiveness of the methodology and information used
by management in its financial and operational decision-making. The
Company believes that trends in its adjusted EBITDA are valuable
indicators of its operating performance.
Adjusted EBITDA is a non-GAAP financial measure and
should not be considered in isolation or as a substitute for
financial information provided in accordance with GAAP. This
non-GAAP financial measure may not be computed in the same manner
as similarly titled measures used by other companies. The Company
expects to continue to incur expenses similar to the adjusted
EBITDA financial adjustments described above, and investors should
not infer from the Company’s presentation of this non-GAAP
financial measure that these costs are unusual, infrequent or
non-recurring.
The following table reconciles the most directly
comparable GAAP financial measure to the non-GAAP financial
measure.
|
Second Quarters Ended |
|
Six Months Ended |
|
December 27, 2024 |
|
December 29, 2023 |
|
December 27, 2024 |
|
December 29, 2023 |
Net loss |
$ |
(17,579 |
) |
|
$ |
(45,581 |
) |
|
$ |
(35,104 |
) |
|
$ |
(82,289 |
) |
Other non-operating adjustments, net |
|
2,549 |
|
|
|
(1,042 |
) |
|
|
814 |
|
|
|
(311 |
) |
Interest expense, net |
|
8,024 |
|
|
|
8,645 |
|
|
|
16,386 |
|
|
|
16,405 |
|
Income tax benefit |
|
(6,725 |
) |
|
|
(18,141 |
) |
|
|
(12,319 |
) |
|
|
(31,168 |
) |
Depreciation |
|
9,768 |
|
|
|
9,923 |
|
|
|
19,753 |
|
|
|
20,068 |
|
Amortization of intangible assets |
|
11,154 |
|
|
|
12,270 |
|
|
|
22,389 |
|
|
|
24,817 |
|
Restructuring and other charges |
|
40 |
|
|
|
2 |
|
|
|
2,300 |
|
|
|
9,548 |
|
Impairment of long-lived assets |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Acquisition, financing and other third party costs |
|
1,109 |
|
|
|
860 |
|
|
|
3,440 |
|
|
|
2,192 |
|
Fair value adjustments from purchase accounting |
|
178 |
|
|
|
178 |
|
|
|
355 |
|
|
|
355 |
|
Litigation and settlement expense, net |
|
2,087 |
|
|
|
1,383 |
|
|
|
3,481 |
|
|
|
1,886 |
|
Stock-based and other non-cash compensation expense |
|
11,424 |
|
|
|
10,195 |
|
|
|
21,984 |
|
|
|
19,146 |
|
Adjusted EBITDA |
$ |
22,029 |
|
|
$ |
(21,308 |
) |
|
$ |
43,479 |
|
|
$ |
(19,351 |
) |
|
Free cash flow, a non-GAAP measure for reporting
cash flow, is defined as cash provided by operating activities less
capital expenditures for property and equipment, which includes
capitalized software development costs, and, therefore, has not
been calculated in accordance with GAAP. Management believes free
cash flow provides investors with an important perspective on cash
available for investment and acquisitions after making capital
investments required to support ongoing business operations and
long-term value creation. The Company believes that trends in its
free cash flow are valuable indicators of its operating performance
and liquidity.
Free cash flow is a non-GAAP financial measure and
should not be considered in isolation or as a substitute for
financial information provided in accordance with GAAP. This
non-GAAP financial measure may not be computed in the same manner
as similarly titled measures used by other companies. The Company
expects to continue to incur expenditures similar to the free cash
flow financial adjustment described above, and investors should not
infer from the Company’s presentation of this non-GAAP financial
measure that these expenditures reflect all of the Company's
obligations which require cash.
The following table reconciles the most directly
comparable GAAP financial measure to the non-GAAP financial
measure.
|
Second Quarters Ended |
|
Six Months Ended |
|
December 27, 2024 |
|
December 29, 2023 |
|
December 27, 2024 |
|
December 29, 2023 |
Net cash provided by operating activities |
$ |
85,462 |
|
|
$ |
45,494 |
|
|
$ |
70,802 |
|
|
$ |
6,426 |
|
Purchases of property and equipment |
|
(3,555 |
) |
|
|
(7,990 |
) |
|
|
(9,791 |
) |
|
|
(16,005 |
) |
Free cash flow |
$ |
81,907 |
|
|
$ |
37,504 |
|
|
$ |
61,011 |
|
|
$ |
(9,579 |
) |
UNAUDITED SUPPLEMENTAL INFORMATION RECONCILIATION OF GAAP
TO NON-GAAP MEASURES |
(In thousands, except per share data) |
|
Adjusted income and adjusted earnings per share
(“adjusted EPS”) are non-GAAP measures for reporting financial
performance, exclude the impact of certain items and, therefore,
have not been calculated in accordance with GAAP. Management
believes that exclusion of these items assists in providing a more
complete understanding of the Company’s underlying results and
trends and allows for comparability with its peer company index and
industry. These non-GAAP financial measures may not be computed in
the same manner as similarly titled measures used by other
companies. The Company uses these measures along with the
corresponding GAAP financial measures to manage the Company’s
business and to evaluate its performance compared to prior periods
and the marketplace. The Company defines adjusted income as income
before other non-operating adjustments, amortization of intangible
assets, restructuring and other charges, impairment of long-lived
assets, acquisition, financing and other third party costs, fair
value adjustments from purchase accounting, litigation and
settlement income and expense, and stock-based and other non-cash
compensation expense. The impact to income taxes includes the
impact to the effective tax rate, current tax provision and
deferred tax provision(1). Adjusted EPS expresses adjusted income
on a per share basis using weighted average diluted shares
outstanding.
The following tables reconcile the most directly
comparable GAAP financial measures to the non-GAAP financial
measures.
|
Second Quarters Ended |
|
December 27, 2024 |
|
December 29, 2023 |
Net loss and loss per share |
$ |
(17,579 |
) |
|
$ |
(0.30 |
) |
|
$ |
(45,581 |
) |
|
$ |
(0.79 |
) |
Other non-operating adjustments, net |
|
2,549 |
|
|
|
|
|
(1,042 |
) |
|
|
Amortization of intangible assets |
|
11,154 |
|
|
|
|
|
12,270 |
|
|
|
Restructuring and other charges |
|
40 |
|
|
|
|
|
2 |
|
|
|
Impairment of long-lived assets |
|
— |
|
|
|
|
|
— |
|
|
|
Acquisition, financing and other third party costs |
|
1,109 |
|
|
|
|
|
860 |
|
|
|
Fair value adjustments from purchase accounting |
|
178 |
|
|
|
|
|
178 |
|
|
|
Litigation and settlement expense, net |
|
2,087 |
|
|
|
|
|
1,383 |
|
|
|
Stock-based and other non-cash compensation expense |
|
11,424 |
|
|
|
|
|
10,195 |
|
|
|
Impact to income taxes(1) |
|
(7,022 |
) |
|
|
|
|
(2,446 |
) |
|
|
Adjusted income (loss) and adjusted earnings (loss) per
share(2) |
$ |
3,940 |
|
|
$ |
0.07 |
|
|
$ |
(24,181 |
) |
|
$ |
(0.42 |
) |
|
|
|
|
|
|
|
|
Diluted weighted-average shares outstanding |
|
|
|
58,843 |
|
|
|
|
|
57,424 |
|
|
|
|
|
|
|
|
|
(1) Impact to
income taxes is calculated by recasting income before income taxes
to include the items involved in determining adjusted income and
recalculating the income tax provision using this adjusted income
from operations before income taxes. The recalculation also adjusts
for any discrete tax expense or benefit related to the items. |
(2) Adjusted earnings per share is calculated using diluted shares
whereas Net loss per share or Adjusted loss per share is calculated
using basic shares. There were no impact to the calculation of
adjusted earnings per share as a result of this for the second
quarters ended December 27, 2024 and December 29, 2023. |
|
Six Months Ended |
|
December 27, 2024 |
|
December 29, 2023 |
Net loss and loss per share |
$ |
(35,104 |
) |
|
$ |
(0.60 |
) |
|
$ |
(82,289 |
) |
|
$ |
(1.44 |
) |
Other non-operating adjustments, net |
|
814 |
|
|
|
|
|
(311 |
) |
|
|
Amortization of intangible assets |
|
22,389 |
|
|
|
|
|
24,817 |
|
|
|
Restructuring and other charges |
|
2,300 |
|
|
|
|
|
9,548 |
|
|
|
Impairment of long-lived assets |
|
— |
|
|
|
|
|
— |
|
|
|
Acquisition, financing and other third party costs |
|
3,440 |
|
|
|
|
|
2,192 |
|
|
|
Fair value adjustments from purchase accounting |
|
355 |
|
|
|
|
|
355 |
|
|
|
Litigation and settlement expense, net |
|
3,481 |
|
|
|
|
|
1,886 |
|
|
|
COVID related expenses |
|
— |
|
|
|
|
|
— |
|
|
|
Stock-based and other non-cash compensation expense |
|
21,984 |
|
|
|
|
|
19,146 |
|
|
|
Impact to income taxes(1) |
|
(13,275 |
) |
|
|
|
|
(13,204 |
) |
|
|
Adjusted income (loss) and adjusted earnings (loss) per
share(2) |
$ |
6,384 |
|
|
$ |
0.11 |
|
|
$ |
(37,860 |
) |
|
$ |
(0.66 |
) |
|
|
|
|
|
|
|
|
Diluted weighted-average shares outstanding |
|
|
|
58,752 |
|
|
|
|
|
57,314 |
|
|
|
|
|
|
|
|
|
(1) Impact to
income taxes is calculated by recasting income before income taxes
to include the items involved in determining adjusted income and
recalculating the income tax provision using this adjusted income
from operations before income taxes. The recalculation also adjusts
for any discrete tax expense or benefit related to the items. |
(2) Adjusted earnings per share is calculated using diluted shares
whereas Net loss per share is calculated using basic shares. There
were no impact to the calculation of adjusted earnings per share as
a result of this for the six months ended December 27, 2024 and
December 29, 2023. |
Mercury Systems (NASDAQ:MRCY)
Historical Stock Chart
From Jan 2025 to Feb 2025
Mercury Systems (NASDAQ:MRCY)
Historical Stock Chart
From Feb 2024 to Feb 2025