# indie Semiconductor, Inc.: Form 10-Q for the period ended Jun 30, 2025

- Company: [indie Semiconductor, Inc.](/companies/indi.md) (CIK 1841925)
- Form: 10-Q
- Filed: 2025-08-08
- Accepted by EDGAR: Aug 8, 2025, 16:39 ET
- Period: 2025-06-30
- Accession: 0000950170-25-105948
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1841925/000095017025105948/indi-20250630.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1841925/000095017025105948/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2025-06-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2025-04-01 to 2025-06-30 | $51.6m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 6 months, 2025-01-01 to 2025-06-30 | $105.7m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2025-04-01 to 2025-06-30 | $30.7m | us-gaap:CostOfGoodsAndServicesSold |
| Cost of revenue | 6 months, 2025-01-01 to 2025-06-30 | $62.2m | us-gaap:CostOfGoodsAndServicesSold |
| Research and development | 3 months, 2025-04-01 to 2025-06-30 | $38.5m | us-gaap:ResearchAndDevelopmentExpense |
| Research and development | 6 months, 2025-01-01 to 2025-06-30 | $80.6m | us-gaap:ResearchAndDevelopmentExpense |
| Selling, general and administrative | 3 months, 2025-04-01 to 2025-06-30 | $18.4m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Selling, general and administrative | 6 months, 2025-01-01 to 2025-06-30 | $37.7m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months, 2025-04-01 to 2025-06-30 | −$43.0m | us-gaap:OperatingIncomeLoss |
| Operating income | 6 months, 2025-01-01 to 2025-06-30 | −$81.9m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2025-04-01 to 2025-06-30 | $4.5m | us-gaap:InterestExpenseNonoperating |
| Interest expense | 6 months, 2025-01-01 to 2025-06-30 | $9.0m | us-gaap:InterestExpenseNonoperating |
| Income tax | 3 months, 2025-04-01 to 2025-06-30 | $565.0k | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 6 months, 2025-01-01 to 2025-06-30 | $621.0k | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2025-04-01 to 2025-06-30 | −$39.0m | us-gaap:NetIncomeLoss |
| Net income | 6 months, 2025-01-01 to 2025-06-30 | −$73.6m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2025-04-01 to 2025-06-30 | −$0.20 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months, 2025-01-01 to 2025-06-30 | −$0.38 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2025-04-01 to 2025-06-30 | −$0.20 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months, 2025-01-01 to 2025-06-30 | −$0.38 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2025-04-01 to 2025-06-30 | 195,370,583 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months, 2025-01-01 to 2025-06-30 | 193,234,270 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months, 2025-01-01 to 2025-06-30 | −$36.6m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 6 months, 2025-01-01 to 2025-06-30 | $8.4m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | at 2025-06-30 | $192.6m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2025-06-30 | $331.8m | us-gaap:AssetsCurrent |
| Total assets | at 2025-06-30 | $867.6m | us-gaap:Assets |
| Current liabilities | at 2025-06-30 | $76.5m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2025-06-30 | $452.5m | us-gaap:Liabilities |
| Long-term debt | at 2025-06-30 | $338.2m | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | at 2025-06-30 | $14.2m | us-gaap:DebtCurrent |
| Shareholders' equity | at 2025-06-30 | $390.4m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 32,184 characters.

*Throughout this section, unless otherwise noted, “indie” refers to indie Semiconductor, Inc. and its consolidated subsidiaries.*

*The following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our consolidated results of operations and financial condition. You should read this discussion and analysis in conjunction with the accompanying unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Form 10-Q. Certain amounts may not foot due to rounding. This discussion and analysis contains forward-looking statements. See “Forward Looking Statements.” We urge you to consider the risks and uncertainties discussed in this Quarterly Report and our Annual Report on Form 10-K for the Fiscal Year ended December 31, 2024, including, but not limited to, those described under the sections entitled “Risk Factors” and in the other documents we have filed with the SEC in evaluating our forward-looking statements. We assume no obligation to update any of these forward-looking statements except as required by law. Actual results may differ materially from those contained in any forward-looking statements.*

### OUR COMPANY

indie offers highly innovative automotive semiconductors and software solutions for Advanced Driver Assistance Systems (“ADAS”), autonomous vehicle, connected car, user experience and electrification applications. We focus on edge sensors across multiple modalities spanning LiDAR, radar, ultrasound and computer vision. These functions represent the core underpinnings of both electric and autonomous vehicles, while the advanced user interfaces are transforming the in-cabin experience to mirror and seamlessly connect to the mobile platforms we rely on every day. We are an approved vendor to Tier 1 automotive suppliers and our platforms can be found in marquee automotive manufacturers around the world. Headquartered in Aliso Viejo, California, indie has design centers and sales offices in Austin, Texas; Detroit, Michigan; San Jose, California; Cordoba, Argentina; Budapest, Hungary; Dresden, Frankfurt an der Oder, Munich and Nuremberg, Germany; Edinburgh, Scotland; Schlieren, Switzerland; Rabat, Morocco; Haifa, Israel; Quebec City and Toronto, Canada; Seoul, South Korea; Tokyo, Japan and several locations throughout China.

We maintain design centers for our semiconductor engineers and designers in the United States, Argentina, Canada, Hungary, Germany, Scotland, Morocco, Israel, Switzerland and China. We engage subcontractors to manufacture our products. These subcontractors, as well as the majority of our customers’ locations, are primarily in Asia. For the six months ended June 30, 2025 and 2024, approximately 61% and 65%, respectively, of our product revenues were recognized for shipments to customer locations in Asia.

### Impact of Macroeconomic Conditions

We are impacted by macroeconomic conditions including continued inflation, rising prices, geopolitical tensions, the risk of recession, and the effect of trade policies, which have a combined dampening effect on overall economic activity and consumer demand for automotive products that has resulted in lower production levels for our products. In particular, ongoing tensions related to increased tariffs imposed by the United States and retaliatory tariffs imposed by targeted countries may adversely impact our revenue. Tariffs against semiconductor-producing countries such as Taiwan, and retaliatory tariffs by countries such as China, could cause a decrease in the sales of our products to customers, other customers selling to end users, or other global customers, which could materially and adversely affect our business, financial condition and results of operation.

The ultimate impact of any tariffs will depend on various factors, including the outcome of ongoing negotiations, the timing of implementation, and the amount, scope and nature of the tariffs. We are continuing to evaluate the potential impacts, as well as the options available to us for mitigating their impact.

Additionally, the ongoing conflict in the Middle East and the implications of these events has created global political and economic uncertainty. We are closely monitoring developments, including potential impact to our business, customers, suppliers, our employees and operations in Israel, the Middle East and elsewhere. At this time, the impact to indie is subject to change given the volatile nature of the situation.

Refer to Part I, Item 1A of our 2024 Annual Report on Form 10-K for the fiscal year ended December 31, 2024 under the heading “*Risk Factors”* for more information on our risks and uncertainties.

### OPERATING RESULTS

### Comparison of the Three Months Ended June 30, 2025 and 2024

### Revenue

*(in thousands)*

| Revenue: | Three Months Ended June 30, 2025 $% of Revenue |  | 2024 $% of Revenue |  | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Product revenue | $49,720 | 96% | $49,009 | 94% | $711 | 1% |
| Contract revenue | 1,914 | 4% | 3,346 | 6% | (1,432) | (43)% |
| Total revenue | $51,634 | 100% | $52,355 | 100% | $(721) | (1)% |

Revenue for the three months ended June 30, 2025 was $51.6 million, compared to $52.4 million for the three months ended June 30, 2024, a decrease of $0.7 million, which was primarily driven by a $1.4 million decrease in contract revenue, partially offset by a $0.7 million increase in product revenue. The increase in product revenue was due primarily to change in product mix, partially offset by a decrease in volume of products sold and average selling price. The decrease in contract revenue of $1.4 million was due to a large multi-year non-recurring engineering project that commenced in early 2022 that is winding down in the current year towards its completion stage.

### Operating Expenses

*(in thousands)*

| Operating expenses: | Three Months Ended June 30, 2025 $% of Revenue |  | 2024 $% of Revenue |  | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Cost of goods sold | $30,693 | 59% | $30,241 | 58% | $452 | 1% |
| Research and development | 38,472 | 75% | 41,301 | 79% | (2,829) | (7)% |
| Selling, general, and administrative | 18,355 | 36% | 17,447 | 33% | 908 | 5% |
| Restructuring costs | 7,107 | 14% | — | 0% | 7,107 | 100% |
| Total operating expenses | $94,627 | 183% | $88,989 | 170% | $5,638 | 6% |

Cost of goods sold for the three months ended June 30, 2025 was $30.7 million, compared to $30.2 million for the three months ended June 30, 2024. The increase of $0.5 million or 1% was primarily due to an increase of $0.9 million resulting from product mix and partially offset by a $0.5 million decrease in volume of products sold, both as described above.

Research and development expense for the three months ended June 30, 2025 was $38.5 million, compared to $41.3 million for the three months ended June 30, 2024. The decrease of $2.8 million or 7% was primarily due to a $2.6 million decrease in program costs that reflects the wind-down of completed projects and the progression of the current development pipeline, a $2.4 million decrease in personnel cost as a result of the restructuring initiative in August 2024 and May 2025 (including the 2025 Restructuring Plan) and partially offset by a $1.6 million increase in share-based compensation expense. We expect research and development expense to stabilize over time.

Selling, general and administrative expense for the three months ended June 30, 2025 was $18.4 million, compared to $17.4 million for the three months ended June 30, 2024. The increase of $0.9 million or 5% was primarily due to increase in share-based compensation expense of $1.0 million. We expect selling, general and administrative expense to stabilize over time.

Restructuring costs for the three months ended June 30, 2025 was $7,107 due to the 2025 Restructuring Plan initiated in May 2025. See *Note 2 - 2025 Restructuring Costs* for additional discussion of our 2025 Restructuring Plan.

### Other income (expense), net

*(in thousands)*

| Other income (expense), net: | Three Months Ended June 30, 2025 $$ | 2024 | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: |
| Interest income | $2,226 | $1,076 | $1,150 | 107% |
| Interest expense | (4,527) | (2,134) | (2,393) | 112% |
| Gain from change in fair value of contingent considerations and acquisition-related holdbacks | 90 | 17,331 | (17,241) | (99)% |
| Gain from extinguishment of debt | 2,623 | — | 2,623 | 100% |
| Other income (expense) | 1,528 | (553) | 2,081 | (376)% |
| Total other income (expense), net | $1,940 | $15,720 | $(13,780) | (88)% |

Interest income for the three months ended June 30, 2025 was $2.2 million, compared to $1.1 million for the three months ended June 30, 2024. Interest income increased in the current period primarily as a result of higher cash balances due to the cash inflow from the 2029 Notes in December 2024.

Interest expense for the three months ended June 30, 2025 was $4.5 million, compared to $2.1 million for the three months ended June 30, 2024. Interest expense increased in the current period primarily as a result of the addition of the 2029 Notes in December 2024.

For the three months ended June 30, 2025 and 2024, we recognized gains from change in fair value for contingent considerations and acquisition-related holdbacks. The gains recorded for the three months ended June 30, 2025 and 2024 represent the following:

i) Contingent considerations and acquisition-related holdbacks: During the three months ended June 30, 2025, we recognized a net gain from change in fair value of our contingent considerations and acquisition-related holdbacks of $0.1 million. The net gain is primarily attributed to a net unrealized gain of $0.1 million related to the Kinetic acquisition. During the three months ended June 30, 2024, we recognized a net unrealized gain from change in fair value of our contingent considerations and acquisition-related holdbacks of $17.3 million, which is primarily attributed to a realized gain of $4.0 million and a realized loss of $3.3 million for the settlement of contingent considerations related to the GEO and Silicon Radar acquisitions, respectively, an unrealized gain of $9.3 million and $6.8 million for the contingent considerations and acquisition-related holdbacks related to the GEO and Silicon Radar acquisitions, respectively, as well as a $0.5 million net unrealized gain for other contingent considerations and acquisition-related holdbacks.

Gain from extinguishment of debt of $2,623 for the three months ended June 30, 2025 resulted from the repurchase of our 2027 Notes in June 2025. See *Note 7 - Debt* for additional discussion of the transaction related to the 2027 Notes.

Other income (expense) for the three months ended June 30, 2025 and 2024 was $1.5 million and $(0.6) million, respectively. Other income (expense) relates primarily to the realized and unrealized foreign currency gains and losses during the period, which was primarily driven by a net gain of $2.0 million and net loss of $0.7 million, respectively related to the change in fair value of our currency forward contracts entered during the periods.

### Income Taxes

Income tax provision for the three months ended June 30, 2025 is primarily related to our foreign operations and a nonconsolidated U.S. Subsidiary. Income tax benefit for the three months ended June 30, 2024 is primarily related to our foreign operations.

Refer to Note 15, *Income Tax*, in our accompanying unaudited condensed consolidated financial statements for additional detail.

### Comparison of the six months ended June 30, 2025 and 2024

### Revenue

*(in thousands)*

| Revenue: | Six Months Ended June 30, 2025 $% of Revenue |  | 2024 $% of Revenue |  | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Product revenue | $100,140 | 95% | $97,587 | 93% | $2,553 | 3% |
| Contract revenue | 5,571 | 5% | 7,121 | 7% | (1,550) | (22)% |
| Total revenue | $105,711 | 100% | $104,708 | 100% | $1,003 | 1% |

Revenue for the six months ended June 30, 2025 was $105.7 million, compared to $104.7 million for the six months ended June 30, 2024, an increase of $1.0 million or 1%, which was primarily driven by a $2.6 million increase in product revenue, offset by a $1.6 million decrease in contract revenue. The increase in product revenue was due primarily to change in product mix and increase in volume of products sold, partially offset by change in average selling price. The decrease in contract revenue of $1.6 million was primarily due to a large multi-year non-recurring engineering project that commenced in early 2022 that is winding down in the current year towards its completion stage.

### Operating expenses

*(in thousands)*

| Operating expenses: | Six Months Ended June 30, 2025 $% of Revenue |  | 2024 $% of Revenue |  | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Cost of goods sold | $62,221 | 59% | $60,330 | 58% | $1,891 | 3% |
| Research and development | 80,587 | 76% | 90,890 | 87% | (10,303) | (11)% |
| Selling, general, and administrative | 37,722 | 36% | 39,769 | 38% | (2,047) | (5)% |
| Restructuring costs | 7,107 | 7% | — | 0% | 7,107 | 100% |
| Total operating expenses | $187,637 | 178% | $190,989 | 182% | $(3,352) | (2)% |

Cost of goods sold for the six months ended June 30, 2025 was $62.2 million, compared to $60.3 million for the six months ended June 30, 2024. The increase of $1.9 million or 3% was primarily due to a $1.5 million increase attributable to a change in product mix and $0.7 million increase in shipments in connection with the increase in products sold as described above.

Research and development (“R&D”) expense for the six months ended June 30, 2025 was $80.6 million, compared to $90.9 million for the six months ended June 30, 2024. This decrease of $10.3 million or 11% was primarily due to a $4.8 million decrease in personnel cost, a $4.2 million decrease in share-based compensation expense and a $3.6 million decrease in various R&D program related expenses. Decreases in both the personnel cost and share-based compensation expense were primarily driven by a decrease in headcount resulting from the reduction in force that took place in August 2024 and May 2025 (including the 2025 Restructuring Plan). The decrease in R&D program expense reflects the wind-down of completed projects and the progression of the current development pipeline. We expect research and development expense to stabilize over time.

Selling, general and administrative expense for the six months ended June 30, 2025 was $37.7 million, compared to $39.8 million for the six months ended June 30, 2024. The decrease of $2.0 million or 5% was primarily due to a $1.5 million decrease in share-based compensation expense and a $0.9 million decrease in various professional and third-party business expenses. We expect selling, general, and administrative expense to stabilize over time.

Restructuring costs for the six months ended June 30, 2025 was $7.1 million due to the 2025 Restructuring Plan initiated in May 2025. See *Note 2 - 2025 Restructuring Costs* for additional discussion of our 2025 Restructuring Plan.

*(in thousands)*

| Other income (expense), net: | Six Months Ended June 30, 2025 $$ | 2024 | $ Change | % Change |
| --- | ---: | ---: | ---: | ---: |
| Interest income | $4,493 | $2,385 | $2,108 | 88% |
| Interest expense | (9,043) | (4,240) | (4,803) | 113% |
| Gain from change in fair value of contingent considerations and acquisition-related holdbacks | 4,893 | 32,690 | (27,797) | (85)% |
| Gain from extinguishment of debt | 2,623 | — | 2,623 | 100% |
| Other income (expense) | 792 | (800) | 1,592 | (199)% |
| Total other income, net | $3,758 | $30,035 | $(26,277) | (87)% |

Interest income for the six months ended June 30, 2025 was $4.5 million, reflecting an increase of $2.1 million or 88% from the six months ended June 30, 2024. Interest income increased as a result of higher cash balances due to the cash inflow from the 2029 Notes in December 2024.

Interest expense for the six months ended June 30, 2025 was $9.0 million compared to $4.2 million for the six months ended June 30, 2024. Interest expense increased in the current period primarily as a result of the addition of the 2029 Notes in December 2024.

For the six months ended June 30, 2025 and 2024, we recognized gains from change in fair value for contingent considerations and acquisition-related holdbacks. The gains recorded for both the six months ended June 30, 2025 and 2024 represent the following:

i) Contingent considerations and acquisition-related holdbacks: During the six months ended June 30, 2025, we recognized a net gain from change in fair value of our contingent considerations and acquisition-related holdbacks of $4.9 million. The net gain is primarily attributed to a net unrealized gain of $0.6 million and $1.6 million for the contingent considerations related to the Exalos and Kinetic acquisitions, respectively, and a net realized gain of $2.7 million for the acquisition-related holdbacks related to the GEO acquisition. During the six months ended June 30, 2024, we recognized an unrealized gain from change in fair value of our contingent considerations and acquisition-related holdbacks of $32.7 million which is primarily due to a realized gain of $4.0 million and a realized loss of $3.3 million for the settlement of contingent considerations related to the GEO and Silicon Radar acquisitions, respectively, an unrealized gain of $25.4 million and $3.1 million for the contingent considerations and acquisition-related holdback related to the GEO and Silicon Radar acquisitions, respectively, as well as an unrealized gain of $2.8 million for the contingent considerations and acquisition-related holdback related to Exalos. Also included is an additional $0.7 million unrealized gain for other contingent considerations and acquisition-related holdbacks.

Gain from extinguishment of debt of $2,623 for the six months ended June 30, 2025 resulted from the repurchase of our 2027 Notes in June 2025. See *Note 7 - Debt* for additional discussion of the transaction related to the 2027 Notes.

Other income (expense) for the six months ended June 30, 2025 and 2024 was $0.8 million and $(0.8) million, respectively. Other income (expense) relates primarily to the realized and unrealized foreign currency gains and losses during the period, which was primarily driven by a net gain of $1.4 million and a net loss of $1.2 million, respectively, related to the change in fair value of our currency forward contracts entered during the periods.

### Income Taxes

Income tax provision for the six months ended June 30, 2025 is primarily related to our foreign operations and a nonconsolidated U.S. Subsidiary. Income tax benefit for the six months ended June 30, 2024 is primarily related to our foreign operations.

Refer to Note 15, *Income Tax*, in our accompanying unaudited condensed consolidated financial statements for additional detail.

### Liquidity and Capital Resources

Our primary use of cash is to fund operating expenses, which consist primarily of research and development expenditures, working capital requirements related to inventory, accounts payable and general and administrative expenditures. In addition, from time to time, we use cash to fund our mergers and acquisitions, purchases of various capital, intellectual property and software assets and scheduled repayments for outstanding debt obligations. Our immediate sources of liquidity are cash, cash equivalents and funds anticipated to be generated from our operations, and available borrowings under our revolving credit facility and the issuance of Class A common stock under the ATM Agreement. We believe these sources of liquidity will be sufficient to meet our liquidity needs for at least the next 12 months. Our future capital requirements may vary from those currently planned and will depend on many factors, including our rate of sales growth, the timing and extent of spending on various business initiatives, including potential merger and acquisition activities, our international expansion, the timing of new product introductions, market acceptance of our solutions, and overall economic conditions including the potential impact of global supply imbalances, rising interest rates, inflationary pressures, and volatility in the global financial markets. To the extent that current and anticipated future sources of liquidity are insufficient to fund our future business activities and requirements, we may be required to seek additional equity or debt financing. We have cash deposits with large financial institutions that have stable outlooks and credit ratings as of August 8, 2025. These cash deposits may exceed the insurance provided on such deposits. As part of our cash management strategy going forward, we concentrate cash deposits with large financial institutions that are subject to regulation and maintain deposits across diverse retail banks.

Historically, we derive liquidity primarily from debt and equity financing activities as we have historically had negative cash flows from operations. On August 26, 2022, we entered into the ATM Agreement with the Sales Agents relating to shares of our Class A common stock. In accordance with the terms of the ATM Agreement, we may offer and sell shares of our Class A common stock having an aggregate offering price of up to $150.0 million from time to time through the Sales Agents, acting as our agent or principal. We implemented this program for the flexible access it provides to the capital markets. During the three and six months ended June 30, 2025, there was no activity. As of June 30, 2025, and since the inception of the program we have raised gross proceeds of $90.2 million and issued 11,138,984 shares of Class A common stock at an average per-share sales price of $8.10 and had approximately $59.8 million available for future issuances under the ATM Agreement. As of June 30, 2025, we have incurred total issuance costs of $1.9 million since inception.

In December 2023, employees in Wuxi exercised options granted to them through the Wuxi Employee Equity Incentive Plan (the “Wuxi EIP”) and contributed total capital of CNY88.0 million (or approximately $12.3 million) from option proceeds in preparation for a potential IPO in China. The funds will be used by Wuxi for general corporate purposes. Wuxi does not have an obligation to repay the collected capital to its employees in the case of an unsuccessful IPO.

On March 29, 2024, we entered into a revolving line of credit agreement with Wells Fargo Bank, National Association (“Wells Fargo”) with a credit limit of $10.0 million, bearing interest at the Secured Overnight Financing Rate (“SOFR”) plus 1.75%. The outstanding principal balance is due and payable in full on March 28, 2025. This revolving line of credit was renewed on March 29, 2025, and the outstanding principal balance is due and payable in full on March 27, 2026. Interest is payable monthly beginning on May 1, 2025 through the maturity date. Fees of $50 incurred will be amortized over the life of the credit agreement. This line of credit required us to collateralize a cash balance equal to the total outstanding balance in a cash security account with Wells Fargo.

On December 6, 2024, we issued $218.5 million in aggregate principal amount of our 2029 Notes. The 2029 Notes will be convertible into cash, shares of common stock or a combination of cash and common stock at our election in accordance with the terms of the indenture governing the 2029 Notes. In connection with the 2029 Notes, we entered into privately negotiated capped call transactions with certain of the initial purchasers or their respective affiliates and other financial institutions. The capped call transactions are expected generally to reduce potential dilution to our common stock upon any conversion of 2029 Notes and/or offset any potential cash payments we are required to make in excess of the principal amount of converted 2029 Notes, as the case may be. We used approximately $23.4 million of the net proceeds from issuance of the 2029 Notes to pay the cost of the capped call transactions. We intend to use the remainder of the net proceeds from the issuance of the 2029 Notes for working capital and general corporate purposes, which may include potential acquisitions. Refer to Note 6, *Debt*, in our accompanying unaudited condensed consolidated financial statements for additional detail.

In June 2025, we entered into several separate, privately negotiated purchase agreements to repurchase $30 million in aggregate principal amount of our 2027 Notes at a discount. The repurchase was funded by cash on hand and accounted for as an extinguishment of debt. Concurrent with the repurchase, we repaid $0.1 million of accrued interest associated with the repurchased principal. Upon completion of this repurchase, $130 million principal amount of the 2027 Notes remains outstanding. Refer to *Note 7 - Debt,* in our accompanying unaudited condensed consolidated financial statements for additional detail.

As of June 30, 2025, our balance of cash and cash equivalents, including restricted cash, was $202.9 million.

The following table summarizes our condensed consolidated cash flows for the six months ended June 30, 2025 and 2024:

|  | Six Months Ended June 30, 2025 | 2024 | Change $% | Change |
| --- | ---: | ---: | ---: | ---: |
| Net cash used in operating activities | $(36,606) | $(29,073) | $(7,533) | 26% |
| Net cash used in investing activities | (8,392) | (9,179) | 787 | (9)% |
| Net cash (used in) provided by financing activities | (34,008) | 6,558 | (40,566) | (619)% |

### Operating Activities

Our primary use of cash is to fund operating expenses, which consist primarily of research and development expenditures, working capital requirements related to inventory, accounts payable and general and administrative expenditures.

For the six months ended June 30, 2025, net cash used in operating activities was $36.6 million, which included net loss of $78.8 million and reflected adjustments for certain non-cash items and changes in operating assets and liabilities. Non-cash decreases primarily consisted of $6.3 million of net gains resulting from a change in fair value for contingent considerations and currency forward contracts, and non-cash increases consisted of $32.2 million in share-based compensation expense and $20.2 million in depreciation and amortization. Changes in operating assets and liabilities from operations used $8.0 million of cash, primarily driven by a decrease in accounts payable and an increase in accounts receivable, offset by a decrease in inventory, and an increase in accrued payroll liabilities.

Cash used in operating activities during the six months ended June 30, 2024 was $29.1 million, which included net loss of $55.2 million and reflected adjustments for certain non-cash items and changes in operating assets and liabilities. Non-cash increases primarily consisted of $31.5 million of net losses resulting from a change in fair value for contingent considerations, and currency forward contracts, $37.5 million in share-based compensation expense and $19.2 million in depreciation and amortization. Changes in operating assets and liabilities from operations provided $1.8 million of cash, primarily driven by an increase in accounts payable, and a decrease in accounts receivable, offset by an increase in inventory and a decrease in accrued expenses and other current liabilities.

### Investing Activities

Net cash used in investing activities for the six months ended June 30, 2025 and 2024 was $8.4 million and $9.2 million, respectively. During the period ended June 30, 2025, the decrease in cash was due to the purchase of capital expenditures. During the period ended June 30, 2024, was primarily due to the acquisition of Kinetic for $3.2 million, net of cash acquired, as well as an increase in cash used of $6.0 million for the purchase of capital expenditures. We expect that we will make additional capital expenditures in the future, including licenses to various intangible assets, in order to support the future growth of our business.

### Financing Activities

Net cash used in financing activities for the six months ended June 30, 2025 was $34.0 million, which was primarily attributed to $27.7 million payments on debt obligations and 2027 Notes repurchase, $3.7 million of payments on financed software, and $2.5 million of payment in connection with the first contingent consideration under the Kinetic acquisition.

Net cash provided by financing activities for the six months ended June 30, 2024 was $6.6 million, which was primarily attributed to $10.0 million of net proceeds from the issuance of the line of credit through Wells Fargo, and $2.3 million of net proceeds from the issuance of common stocks through the ATM, partially offset by $1.7 million payments on debt obligations and $4.4 million of payments on financed software.

### Future Material Cash Obligations

Following is a summary of our material cash requirements from known contractual and other obligations, including commitments for capital expenditures, as of June 30, 2025:

| Contractual Obligations | Future Estimated Cash Payments Due by Period Less than 1 year | 1 - 3 years | 3-5 years | \>5 years | Total |
| --- | ---: | ---: | ---: | ---: | ---: |
| Debt obligations | $14,269 | $130,000 | $218,500 | $— | $362,769 |
| Interest on debt obligations | 13,497 | 23,360 | 10,518 | — | 47,375 |
| Operating leases | 1,708 | 6,524 | 5,569 | 2,852 | 16,653 |
| Holdbacks payable in cash | 800 | — | — | — | 800 |
| Total contractual obligations | $30,274 | $159,884 | $234,587 | $2,852 | $427,597 |

In connection with our acquisitions, we may be required to make future payments or issue additional shares of our common stock to satisfy certain earn-out requirements under the acquisition agreements.

### Critical Accounting Estimates

The discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with generally accepted accounting principles (“GAAP”). The preparation of these financial statements requires us to make estimates and judgments in applying our most critical accounting policies that can have a significant impact on the results we report in our financial statements. The SEC has defined critical accounting estimates as those that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on a registrant’s financial condition or results of operations. Based on this definition, our most critical accounting estimates include revenue recognition, which impacts the recording of net revenue; business combinations, which impacts the fair value of acquired assets and assumed liabilities; and contingent considerations, which impact the fair value of assumed liabilities and the recording of other income (expense). We have other significant accounting policies that do not generally require subjective estimates or judgments or would not have a material impact on our results of operations. Our critical accounting policies and estimates are disclosed under Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

There have been no material changes to our critical accounting policies and estimates as disclosed in our Annual Report on Form 10-K filed for the year ended December 31, 2024.

### Recently Issued and Adopted Accounting Standards

We describe the recently issued and adopted accounting pronouncements that apply to us in *Note 1 — Nature of Business and Basis of Presentation* to our condensed consolidated financial statements presented herein.

## Market risk

As filed, 3,574 characters.

### Foreign Currency Risk

We have international operations, giving rise to exposure to market risks from changes in currency exchange rates. Our primary foreign currency exposures are the Canadian dollar, Chinese yuan/renminbi, Euro, British pound sterling and Israeli New Shekel. Foreign exchange gains and losses that resulted from our international operations are included in the determination of *Net income (loss)*. The foreign currency translation exchange gain (loss) included in determining loss before income taxes was $1.5 million and ($0.6) million for the three months ended June 30, 2025 and 2024, respectively. For the six months ended June 30, 2025 and 2024 the foreign currency translation exchange gain (loss) included in determining loss before income taxes was $0.8 million. and ($0.8) million, respectively The year-over-year change was primarily related to the change in fair value of our currency forward contracts entered into during 2025. We also have intercompany loans with certain of our foreign subsidiaries that are long-term in nature. Repayments of such principal amounts are neither planned nor anticipated in the foreseeable future and are therefore treated analogous to equity for accounting purposes. As a result, the foreign exchange gains and losses on these borrowings are excluded from the determination of *Net income (loss)* and recorded as a component of *Accumulated other comprehensive income (loss)* in the consolidated balance sheets. A cumulative foreign currency translation loss of $5.9 million and $13.8 million related to our foreign subsidiaries is included in “*Accumulated other comprehensive loss”* within the Stockholders' Equity section of the condensed consolidated balance sheet at June 30, 2025 and 2024, respectively. The year-over-year change was primarily driven by the cumulative foreign currency translation loss recorded in relation to permanently invested intercompany loans as of June 30, 2025 as the exchange rate for the U.S. dollar fluctuates against foreign currencies. As our international operations grow, our risks associated with fluctuation in foreign currency rates will become greater, and we will continue to reassess our approach to managing this risk. In addition, currency fluctuations or a weakening U.S. dollar could increase the costs of our international expansion and operation. To mitigate the risk, we plan to enter into additional foreign currency forward contracts in the foreseeable future.

### Investment and Interest Rate Risk

Our exposure to interest rate and general market risks relates principally to our investment portfolio, which consists of cash and cash equivalents and restricted cash (money market funds and marketable securities purchased with less than ninety days until maturity) and restricted cash that totals approximately $202.9 million as of June 30, 2025.

The main objectives of our investment activities are liquidity and preservation of capital. Our cash equivalent investments have short-term maturity periods that dampen the impact of market or interest rate risk. Credit risk associated with our investments is not material because our investments are diversified across securities with high credit ratings.

Given the objectives of our investment activities, and the relatively low interest income generated from our cash, cash equivalents, and other investments, we do not believe that investment or interest rate risks currently pose material exposures to our business or results of operations even in the current environment of rising interest rates.

## Controls and procedures

As filed, 2,577 characters.

### Evaluation of Disclosure Controls and Procedures

Our management, including our Chief Executive Officer, who is our Principal Executive Officer and acting Principal Financial Officer, has conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of June 30, 2025 and based on this evaluation, have concluded that our disclosure controls and procedures were effective as of June 30, 2025 at a reasonable assurance level.

Per Rule 13a-15(e), the term disclosure controls and procedures means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act (15 U.S.C. 78a et seq.) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its Principal Executive Officer and acting Principal Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

In designing and evaluating disclosure controls and procedures, our management recognizes that any system of controls, however well designed and operated, can provide only reasonable assurance, and not absolute assurance, that the desired control objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals in all future circumstances. Accordingly, our disclosure controls and procedures must be designed to provide reasonable, not absolute, assurance that the objectives of our disclosure control system are met.

### Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting, as defined in Exchange Act Rules 13a-15(f) and 15d-15d during the quarter ended June 30, 2025, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 955 characters.

The business, financial condition, and operating results of the Company can be affected by many factors, whether currently known or unknown, including but not limited to those described in Part 1, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 under the heading “*Risk Factors,”* any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past or the anticipated future financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results, and stock price. There have been no material changes to the Company’s risk factors disclosed under the heading “*Risk Factors”* in Part 1, Item 1A in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed on March 3, 2025.

Filed Aug 8, 2025.
Source: SEC EDGAR, the filing index for accession 0000950170-25-105948. Last ingested by Listed: Nov 3, 2026, 23:29 ET. No prices; not investment advice.