Net effect of the Restatement of previously issued condensed consolidated financial statements |
The effect of the Restatement described above on the accompanying consolidated statements of operations for the fiscal years ended June 30, 2016 and 2015 is as follows (in thousands, except per share amounts):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | For the Year Ended June 30, 2016 | | As Previously Reported | | Product Revenue | | Services Revenue | | Inventories | | Other | | Income Taxes | | As Restated | Net sales (1) | $ | 2,215,573 |
| | $ | 5,582 |
| | $ | 3,867 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 2,225,022 |
| Cost of sales (1) | 1,884,048 |
| | 11,410 |
| | — |
| | (926 | ) | | (11 | ) | | — |
| | 1,894,521 |
| Gross profit | 331,525 |
| | (5,828 | ) | | 3,867 |
| | 926 |
| | 11 |
| | — |
| | 330,501 |
| Operating expenses: | | | | | | | | | | | | |
| Research and development | 123,994 |
| | — |
| | — |
| | (367 | ) | | 596 |
| | — |
| | 124,223 |
| Sales and marketing | 62,841 |
| | (4,255 | ) | | — |
| | (364 | ) | | 116 |
| | — |
| | 58,338 |
| General and administrative | 37,840 |
| | — |
| | — |
| | — |
| | 2,609 |
| | — |
| | 40,449 |
| Total operating expenses | 224,675 |
| | (4,255 | ) | | — |
| | (731 | ) | | 3,321 |
| | — |
| | 223,010 |
| Income from operations | 106,850 |
| | (1,573 | ) | | 3,867 |
| | 1,657 |
| | (3,310 | ) | | — |
| | 107,491 |
| Other income (expense), net | 171 |
| | — |
| | — |
| | — |
| | 1,336 |
| | — |
| | 1,507 |
| Interest expense | (1,594 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | (1,594 | ) | Income before income tax provision | 105,427 |
| | (1,573 | ) | | 3,867 |
| | 1,657 |
| | (1,974 | ) | | — |
| | 107,404 |
| Income tax provision | 33,406 |
| | — |
| | — |
| | — |
| | — |
| | 1,917 |
| | 35,323 |
| Net income | $ | 72,021 |
| | $ | (1,573 | ) | | $ | 3,867 |
| | $ | 1,657 |
| | $ | (1,974 | ) | | $ | (1,917 | ) | | $ | 72,081 |
| Net income per common share: | | | | | | | | | | | | | | Basic | $ | 1.50 |
| | | | | | | | | | | | $ | 1.50 |
| Diluted | $ | 1.39 |
| | | | | | | | | | | | $ | 1.39 |
| Weighted-average shares used in calculation of net income per common share: | | | | | | | | | | | | | | Basic | 47,917 |
| | | | | | | | | | | | 47,917 |
| Diluted | 51,836 |
| | | | | | | | | | | | 51,836 |
|
__________________________ (1) Transactions with related parties are included in the line items above as follows: | | | | | | | | | | | | | | Year Ended June 30, | | 2016 | | | | 2016 | | As Previously Reported | | Adjustments | | As Restated | Net sales | $ | 19,453 |
| | $ | 9,657 |
| | $ | 29,110 |
| Cost of sales* | 241,836 |
| | 802 |
| | 242,638 |
|
* Represents purchases from related parties.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | For the Year Ended June 30, 2015 | | As Previously Reported | | Product Revenue | | Services Revenue | | Inventories | | Other | | Income Taxes | | As Restated | Net sales (1) | $ | 1,991,155 |
| | $ | (25,542 | ) | | $ | (11,260 | ) | | $ | — |
| | $ | — |
| | $ | — |
| | $ | 1,954,353 |
| Cost of sales (1) | 1,670,924 |
| | (23,229 | ) | | — |
| | (13 | ) | | 87 |
| | — |
| | 1,647,769 |
| Gross profit | 320,231 |
| | (2,313 | ) | | (11,260 | ) | | 13 |
| | (87 | ) | | — |
| | 306,584 |
| Operating expenses: | | | | | | | | | | | | |
| Research and development | 100,257 |
| | — |
| | — |
| | 501 |
| | 644 |
| | — |
| | 101,402 |
| Sales and marketing | 48,851 |
| | (1,814 | ) | | — |
| | 386 |
| | 73 |
| | — |
| | 47,496 |
| General and administrative | 24,377 |
| | — |
| | — |
| | — |
| | 663 |
| | — |
| | 25,040 |
| Total operating expenses | 173,485 |
| | (1,814 | ) | | — |
| | 887 |
| | 1,380 |
| | — |
| | 173,938 |
| Income from operations | 146,746 |
| | (499 | ) | | (11,260 | ) | | (874 | ) | | (1,467 | ) | | — |
| | 132,646 |
| Other income (expense), net | 115 |
| | — |
| | — |
| | — |
| | 841 |
| | — |
| | 956 |
| Interest expense | (965 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | (965 | ) | Income before income tax provision | 145,896 |
| | (499 | ) | | (11,260 | ) | | (874 | ) | | (626 | ) | | — |
| | 132,637 |
| Income tax provision | 44,033 |
| | — |
| | — |
| | — |
| | — |
| | (3,951 | ) | | 40,082 |
| Net income | $ | 101,863 |
| | $ | (499 | ) | | $ | (11,260 | ) | | $ | (874 | ) | | $ | (626 | ) | | $ | 3,951 |
| | $ | 92,555 |
| Net income per common share: | | | | | | | | | | | | |
| Basic | $ | 2.19 |
| | | | | | | | | | | | $ | 1.99 |
| Diluted | $ | 2.03 |
| | | | | | | | | | | | $ | 1.85 |
| Weighted-average shares used in calculation of net income per common share: | | | | | | | | | | | | | | Basic | 46,434 |
| | | | | | | | | | | | 46,434 |
| Diluted | 50,094 |
| | | | | | | | | | | | 50,094 |
|
__________________________ (1) Transactions with related parties are included in the line items above as follows: | | | | | | | | | | | | | | Year Ended June 30, | | 2015 | | | | 2015 | | As Previously Reported | | Adjustments | | As Restated | Net sales | $ | 58,013 |
| | $ | (10,329 | ) | | $ | 47,684 |
| Cost of sales* | 227,562 |
| | 99 |
| | 227,661 |
|
* Represents purchases from related parties.
Impact on Consolidated Balance Sheet
The effect of the Restatement described above on the accompanying consolidated balance sheet as of June 30, 2016 is as follows (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | As of June 30, 2016 | | As Previously Reported | | Product Revenue | | Services Revenue | | Inventories | | Other | | Income Taxes | | As Restated | ASSETS | | | | | | | | | | | | | | Current assets: | | | | | | | | | | | | | | Cash and cash equivalents | $ | 180,964 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | (2,144 | ) | | $ | — |
| | $ | 178,820 |
| Accounts receivable, net (1)* | 288,941 |
| | (60,590 | ) | | — |
| | — |
| | (53,418 | ) | | — |
| | 174,933 |
| Inventories | 448,980 |
| | 48,714 |
| | — |
| | 18,205 |
| | 908 |
| | — |
| | 516,807 |
| Prepaid income taxes | 5,682 |
| | — |
| | — |
| | — |
| | — |
| | (1,341 | ) | | 4,341 |
| Prepaid expenses and other current assets (1) | 13,435 |
| | — |
| | — |
| | — |
| | 65,992 |
| | — |
| | 79,427 |
| Total current assets | 938,002 |
| | (11,876 | ) | | — |
| | 18,205 |
| | 11,338 |
| | (1,341 | ) | | 954,328 |
| Long-term investments | 2,643 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 2,643 |
| Property, plant, and equipment, net | 187,949 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 187,949 |
| Deferred income taxes, net | 28,460 |
| | — |
| | — |
| | — |
| | — |
| | 5,218 |
| | 33,678 |
| Other assets | 8,546 |
| | — |
| | — |
| | — |
| | 4,339 |
| | — |
| | 12,885 |
| Total assets | $ | 1,165,600 |
| | $ | (11,876 | ) | | $ | — |
| | $ | 18,205 |
| | $ | 15,677 |
| | $ | 3,877 |
| | $ | 1,191,483 |
| Liabilities and Stockholders' Equity | | | | | | | | | | | | |
| Current liabilities: | | | | | | | | | | | | |
| Accounts payable (1) | $ | 249,239 |
| | $ | 5 |
| | $ | — |
| | $ | 2,981 |
| | $ | 15,166 |
| | $ | — |
| | $ | 267,391 |
| Accrued liabilities (1) | 55,618 |
| | (128 | ) | | 9,313 |
| | 16,251 |
| | 2,542 |
| | — |
| | 83,596 |
| Income taxes payable | 5,172 |
| | — |
| | — |
| | — |
| | — |
| | (118 | ) | | 5,054 |
| Short-term debt and current portion of long-term debt | 53,589 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 53,589 |
| Total current liabilities | 363,618 |
| | (123 | ) | | 9,313 |
| | 19,232 |
| | 17,708 |
| | (118 | ) | | 409,630 |
| Long-term debt | 40,000 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 40,000 |
| Other long-term liabilities | 40,603 |
| | — |
| | 4,597 |
| | — |
| | — |
| | — |
| | 45,200 |
| Total liabilities | 444,221 |
| | (123 | ) | | 13,910 |
| | 19,232 |
| | 17,708 |
| | (118 | ) | | 494,830 |
| Stockholders' equity: | | | | | — |
| | | | | | | |
| Common stock and additional paid-in capital | 277,339 |
| | — |
| | — |
| | — |
| | 2,067 |
| | 59 |
| | 279,465 |
| Treasury stock | (2,030 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | (2,030 | ) | Accumulated other comprehensive loss | (85 | ) | | — |
| | — |
| | — |
| | — |
| | — |
| | (85 | ) | Retained earnings | 445,971 |
| | (11,753 | ) | | (13,910 | ) | | (1,027 | ) | | (4,098 | ) | | 3,936 |
| | 419,119 |
| Total Super Micro Computer, Inc. stockholders' equity | 721,195 |
| | (11,753 | ) | | (13,910 | ) | | (1,027 | ) | | (2,031 | ) | | 3,995 |
| | 696,469 |
| Noncontrolling interest | 184 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 184 |
| Total stockholders’ equity | 721,379 |
| | (11,753 | ) | | (13,910 | ) | | (1,027 | ) | | (2,031 | ) | | 3,995 |
| | 696,653 |
| Total liabilities and stockholders' equity | $ | 1,165,600 |
| | $ | (11,876 | ) | | $ | — |
| | $ | 18,205 |
| | $ | 15,677 |
| | $ | 3,877 |
| | $ | 1,191,483 |
|
__________________________ * Previously reported allowances for accounts receivable as of June 30, 2016 were $2,721, now corrected and restated to $2,413.
(1) Transactions with related parties are included in the line items above as follows: | | | | | | | | | | | | | | As of June 30, 2016 | | As Reported | | Adjustments | | As Restated | Accounts receivable, net | $ | 4,678 |
| | $ | (4,629 | ) | | $ | 49 |
| Prepaid expenses and other current assets | — |
| | 9,622 |
| | 9,622 |
| Accounts payable | 39,152 |
| | 5,789 |
| | 44,941 |
| Accrued liabilities | — |
| | 5,354 |
| | 5,354 |
|
Cumulative Effect of Prior Period Adjustments
The following table presents the impact of the Restatement on the beginning stockholders’ equity as of June 30, 2014 (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Common Stock and Additional Paid-in Capital | | Treasury Stock | | Accumulated Other Comprehensive Loss | | Retained Earnings | | Total Super Micro Computer Stockholders’ Equity
| | Non-controlling interest
| | Total Stockholders’ Equity | Balance, June 30, 2014 (As previously reported) | $ | 199,062 |
| | $ | (2,030 | ) | | $ | (63 | ) | | $ | 272,087 |
| | $ | 469,056 |
| | $ | 175 |
| | $ | 469,231 |
| Adjustments: | | | | | | | | | | | | | | Product revenue recognition | — |
| | — |
| | — |
| | (9,681 | ) | | (9,681 | ) | | — |
| | (9,681 | ) | Service revenue | — |
| | — |
| | — |
| | (6,518 | ) | | (6,518 | ) | | — |
| | (6,518 | ) | Inventory | — |
| | — |
| | — |
| | (1,809 | ) | | (1,809 | ) | | — |
| | (1,809 | ) | Other | 531 |
| | — |
| | — |
| | (1,498 | ) | | (967 | ) | | — |
| | (967 | ) | Restatement tax impacts | — |
| | — |
| | — |
| | 1,902 |
| | 1,902 |
| | — |
| | 1,902 |
| Cumulative restatement adjustments | 531 |
| | — |
| | — |
| | (17,604 | ) | | (17,073 | ) | | — |
| | (17,073 | ) | Balance, June 30, 2014 (As Restated) | $ | 199,593 |
| | $ | (2,030 | ) | | $ | (63 | ) | | $ | 254,483 |
| | $ | 451,983 |
| | $ | 175 |
| | $ | 452,158 |
|
Other changes to the consolidated statements of stockholders’ equity for the years ended June 30, 2016 and 2015 as a result of the Restatement are due to the changes in net income and changes to additional paid in capital related to the impact of the correction of errors to stock-based compensation expense.
Impact on Consolidated Statements of Comprehensive Loss
The only change to the consolidated statements of comprehensive loss for the years ended June 30, 2016 and 2015 as a result of the Restatement is due to the changes in net income.
Impact on Consolidated Statements of Cash Flows
The effect of the Restatement described above on the accompanying consolidated statements of cash flows for the years ended June 30, 2016 and 2015 is as follows (in thousands): | | | | | | | | | | | | | | | | Year Ended June 30, 2016 | | As Previously Reported | | Restatement Adjustments | | As Restated | OPERATING ACTIVITIES: | | | | | | Net income | $ | 72,021 | | | $ | 60 | | | $ | 72,081 |
| Reconciliation of net income to net cash provided by operating activities: | | | | | | Depreciation and amortization | 13,282 | | | — | | | 13,282 |
| Stock-based compensation expense | 16,131 | | | 799 | | | 16,930 |
| Excess tax benefits from stock-based compensation | (2,855 | ) | | 43 | | | (2,812 | ) | Allowance for doubtful accounts | 1,278 | | | (62 | ) | | 1,216 |
| Provision for excess and obsolete inventories | 9,313 | | | 71 | | | 9,384 |
| Foreign currency exchange gain | (1,233 | ) | | (106 | ) | | (1,339 | ) | Deferred income taxes, net | (6,133 | ) | | 921 | | | (5,212 | ) | Changes in operating assets and liabilities: | | |
| | |
| Accounts receivable, net (1) | 32,375 | | | 21,200 | | | 53,575 |
| Inventories | 5,200 | | | 2,509 | | | 7,709 |
| Prepaid expenses and other assets (1) | (8,210 | ) | | (15,329 | ) | | (23,539 | ) | Accounts payable (1) | (54,301 | ) | | (11,534 | ) | | (65,835 | ) | Income taxes payable | (3,260 | ) | | 2,874 | | | (386 | ) | Accrued liabilities (1) | 9,027 | | | 3,884 | | | 12,911 |
| Other long-term liabilities | 24,874 | | | (4,852 | ) | | 20,022 |
| Net cash provided by operating activities | 107,509 | | | 478 | | | 107,987 |
| INVESTING ACTIVITIES: | | | | |
| Purchases of property, plant and equipment (1) | (34,108 | ) | | — | | | (34,108 | ) | Change in restricted cash | (1,020 | ) | | — | | | (1,020 | ) | Net cash used in investing activities | (35,128 | ) | | — | | | (35,128 | ) | FINANCING ACTIVITIES: | | | | |
| Proceeds from debt, net of issuance costs | 34,200 | | | — | | | 34,200 |
| Repayment of debt | (34,100 | ) | | — | | | (34,100 | ) | Proceeds from exercise of stock options | 12,186 | | | — | | | 12,186 |
| Excess tax benefits from stock-based compensation | 2,855 | | | (43 | ) | | 2,812 |
| Payments of obligations under capital leases | (189 | ) | | — | | | (189 | ) | Payments under receivable financing arrangements | (21 | ) | | — | | | (21 | ) | Payment of withholding tax on vesting of restricted stock units | (1,786 | ) | | — | | | (1,786 | ) | Net cash provided by financing activities | 13,145 | | | (43 | ) | | 13,102 |
| Effect of exchange rate fluctuations on cash | (4 | ) | | (57 | ) | | (61 | ) | Net increase in cash and cash equivalents | 85,522 | | | 378 | | | 85,900 |
| Cash and cash equivalents at beginning of year | 95,442 | | | (2,522 | ) | | 92,920 |
| Cash and cash equivalents at end of year | $ | 180,964 | | | $ | (2,144 | ) | | $ | 178,820 |
| Supplemental disclosure of cash flow information: | | | | |
| Cash paid for interest | $ | 1,632 | | | $ | — | | | $ | 1,632 |
| Cash paid for taxes, net of refunds | $ | 36,951 | | | $ | — | | | $ | 36,951 |
| Non-cash investing and financing activities: | | | | |
| Equipment purchased under capital leases | $ | 299 | | | $ | — | | | $ | 299 |
| Unpaid property, plant and equipment purchases (1) | $ | 10,888 | | | $ | (39 | ) | | $ | 10,849 |
|
__________________________ (1) Transactions with related parties are included in the line items above as follows: | | | | | | | | | | | | | | Years Ended June 30, | | 2016 | | | | 2016 | | As Reported | | Adjustments | | As Restated | OPERATING ACTIVITIES: | | | | | | Changes in operating assets and liabilities: | | | | | | Accounts receivable, net | $ | 8,508 |
| | $ | (8,428 | ) | | $ | 80 |
| Prepaid expenses and other assets | — |
| | 652 |
| | 652 |
| Accounts payable | (19,863 | ) | | (2,024 | ) | | (21,887 | ) | Accrued liabilities | — |
| | (340 | ) | | (340 | ) | INVESTING ACTIVITIES: | | | | | | Purchases of property, plant and equipment | — |
| | (4,641 | ) | | (4,641 | ) | NON-CASH INVESTING AND FINANCING ACTIVITIES: | | | | | | Unpaid property, plant and equipment purchases | — |
| | 2,246 |
| | 2,246 |
|
| | | | | | | | | | | | | | | Year Ended June 30, 2015 | | As Previously Reported | | Restatement Adjustments | | As Restated | OPERATING ACTIVITIES: | | | | | | Net income | $ | 101,863 | | | $ | (9,308 | ) | | $ | 92,555 |
| Reconciliation of net income to net cash used in operating activities: | | | | | | Depreciation and amortization | 8,133 | | | (39 | ) | | 8,094 |
| Stock-based compensation expense | 13,699 | | | 737 |
| | 14,436 |
| Excess tax benefits from stock-based compensation | (8,089 | ) | | 43 |
| | (8,046 | ) | Allowance for doubtful accounts | 326 | | | (246 | ) | | 80 |
| Provision for excess and obsolete inventories | 5,928 | | | 2 |
| | 5,930 |
| Foreign currency exchange gain | (675 | ) | | (155 | ) | | (830 | ) | Deferred income taxes, net | 632 | | | (4,208 | ) | | (3,576 | ) | Changes in operating assets and liabilities: | | | | |
| Accounts receivable, net (1) | (110,182 | ) | | 31,996 |
| | (78,186 | ) | Inventories | (153,584 | ) | | (23,973 | ) | | (177,557 | ) | Prepaid expenses and other assets (1) | (2,741 | ) | | (8,585 | ) | | (11,326 | ) | Accounts payable (1) | 75,520 | | | 6,181 |
| | 81,701 |
| Income taxes payable | 11,951 | | | (2,972 | ) | | 8,979 |
| Accrued liabilities (1) | 9,551 | | | 4,342 |
| | 13,893 |
| Other long-term liabilities | 3,032 | | | 4,696 |
| | 7,728 |
| Net cash used in operating activities | (44,636 | ) | | (1,489 | ) | | (46,125 | ) | INVESTING ACTIVITIES: | | | | | | Purchases of property, plant and equipment (1) | (35,100 | ) | | — |
| | (35,100 | ) | Change in restricted cash | (416 | ) | | — |
| | (416 | ) | Investment in a privately held company | (661 | ) | | — |
| | (661 | ) | Net cash used in investing activities | (36,177 | ) | | — |
| | (36,177 | ) | FINANCING ACTIVITIES: | | | | |
| Proceeds from debt, net of issuance costs | 84,900 | | | — |
| | 84,900 |
| Repayments of debt | (36,000 | ) | | — |
| | (36,000 | ) | Proceeds from exercise of stock options | 23,338 | | | — |
| | 23,338 |
| Excess tax benefits from stock-based compensation | 8,089 | | | (43 | ) | | 8,046 |
| Payment of obligations under capital leases | (134 | ) | | — |
| | (134 | ) | Advances under receivable financing arrangements | 33 | | | — |
| | 33 |
| Payment of withholding tax on vesting of restricted stock units | (175 | ) | | — |
| | (175 | ) | Net cash provided by financing activities | 80,051 | | | (43 | ) | | 80,008 |
| Effect of exchange rate fluctuations on cash | (668 | ) | | 400 |
| | (268 | ) | Net decrease in cash and cash equivalents | (1,430 | ) | | (1,132 | ) | | (2,562 | ) | Cash and cash equivalents at beginning of year | 96,872 | | | (1,390 | ) | | 95,482 |
| Cash and cash equivalents at end of year | $ | 95,442 | | | $ | (2,522 | ) | | $ | 92,920 |
| Supplemental disclosure of cash flow information: | | | | |
| Cash paid for interest | $ | 933 | | | $ | — |
| | $ | 933 |
| Cash paid for taxes, net of refunds | $ | 30,671 | | | $ | — |
| | $ | 30,671 |
| Non-cash investing and financing activities: | | | | |
| Equipment purchased under capital leases | $ | 442 | | | $ | — |
| | $ | 442 |
| Unpaid property, plant and equipment purchases (1) | $ | 6,826 | | | $ | 236 |
| | $ | 7,062 |
|
__________________________ (1) Transactions with related parties are included in the line items above as follows: | | | | | | | | | | | | | | Years Ended June 30, | | 2015 | | | | 2015 | | As Reported | | Adjustments | | As Restated | OPERATING ACTIVITIES: | | | | | | Changes in operating assets and liabilities: | | | | | | Accounts receivable, net | $ | (12,565 | ) | | $ | 13,057 |
| | $ | 492 |
| Prepaid expenses and other assets | — |
| | (10,274 | ) | | (10,274 | ) | Accounts payable | 10,046 |
| | 12,142 |
| | 22,188 |
| Accrued liabilities | — |
| | 1,364 |
| | 1,364 |
| INVESTING ACTIVITIES: | | |
|
| | | Purchases of property, plant and equipment | — |
| | (4,070 | ) | | (4,070 | ) | NON-CASH INVESTING AND FINANCING ACTIVITIES: | | | | | | Unpaid property, plant and equipment purchases | — |
| | 724 |
| | 724 |
|
|