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Segment Information
3 Months Ended
Oct. 31, 2019
Segment Reporting [Abstract]  
Segment Information
Segment Information

Reportable operating segments are determined based on Comtech’s management approach. The management approach, as defined by FASB ASC 280 "Segment Reporting" is based on the way that the CODM organizes the segments within an enterprise for making decisions about resources to be allocated and assessing their performance. Our CODM, for purposes of FASB ASC 280, is our Chief Executive Officer and President.

Our Commercial Solutions segment offers satellite ground station technologies (such as modems and amplifiers) and public safety and location technologies (such as 911 call routing and mapping solutions) to commercial customers and smaller government customers, such as state and local governments. This segment also serves certain large government customers (including the U.S. government) that have requirements for off-the-shelf commercial equipment.

Our Government Solutions segment provides mission-critical technologies (such as tactical satellite-based networks and ongoing support for complicated communications networks) and high-performance transmission technologies (such as troposcatter systems and solid-state, high-power amplifiers) to large government end-users (including those of foreign countries), large international customers and domestic prime contractors.

Our CODM primarily uses a metric that we refer to as Adjusted EBITDA to measure an operating segment’s performance and to make decisions about resources to be allocated. Our Adjusted EBITDA metric for the Commercial Solutions and Government Solutions segments do not consider any allocation of indirect expense, or any of the following: income taxes, interest (income) and other, write-off of deferred financing costs, interest expense, amortization of stock-based compensation, amortization of intangible assets, depreciation expenses, estimated contract settlement costs, settlement of intellectual property litigation, acquisition plan expenses, facility exit costs or strategic alternatives analysis expenses and other expenses that relate to our Unallocated segment. These items, while periodically affecting our results, may vary significantly from period to period and may have a disproportionate effect in a given period, thereby affecting the comparability of results. Any amounts shown in the Adjusted EBITDA calculation for our Commercial Solutions and Government Solutions segments are directly attributable to those segments. Our Adjusted EBITDA is also used by our management in assessing the Company's operating results. Although closely aligned, the Company's definition of Adjusted EBITDA is different than the Consolidated EBITDA (as such term is defined in our Credit Facility) utilized for financial covenant calculations and also may differ from the definition of EBITDA or Adjusted EBITDA used by other companies and, therefore, may not be comparable to similarly titled measures used by other companies.

Operating segment information, along with a reconciliation of segment net income (loss) and consolidated net income to Adjusted EBITDA is presented in the tables below:
 
 
Three months ended October 31, 2019
 
 
Commercial Solutions
 
Government Solutions
 
Unallocated
 
Total
Net sales
 
$
94,314,000

 
75,953,000

 

 
$
170,267,000

Operating income (loss)
 
$
9,841,000

 
7,083,000

 
(7,664,000
)
 
$
9,260,000

 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
9,867,000

 
7,095,000

 
(10,574,000
)
 
$
6,388,000

     Provision for income taxes
 
13,000

 

 
1,132,000

 
1,145,000

     Interest (income) and other
 
(47,000
)
 
(13,000
)
 
(17,000
)
 
(77,000
)
     Interest expense
 
8,000

 
1,000

 
1,795,000

 
1,804,000

     Amortization of stock-based compensation
 

 

 
879,000

 
879,000

     Amortization of intangibles
 
4,362,000

 
844,000

 

 
5,206,000

     Depreciation
 
2,196,000

 
313,000

 
142,000

 
2,651,000

     Estimated contract settlement costs
 
230,000

 

 

 
230,000

     Acquisition plan expenses
 

 

 
2,389,000

 
2,389,000

Adjusted EBITDA
 
$
16,629,000

 
8,240,000

 
(4,254,000
)
 
$
20,615,000

 
 
 
 
 
 
 
 
 
Purchases of property, plant and equipment
 
$
1,000,000

 
224,000

 
26,000

 
$
1,250,000

Total assets at October 31, 2019
 
$
675,344,000

 
211,125,000

 
44,553,000

 
$
931,022,000



 
Three months ended October 31, 2018
 
 
Commercial Solutions
 
Government Solutions
 
Unallocated
 
Total
Net sales
 
$
77,973,000

 
82,871,000

 

 
$
160,844,000

Operating income (loss)
 
$
7,058,000

 
6,644,000

 
(6,409,000
)
 
$
7,293,000

 
 
 
 
 
 
 
 
 
Net income (loss)
 
$
6,971,000

 
6,609,000

 
(10,112,000
)
 
$
3,468,000

     Provision for (benefit from) income taxes
 
12,000

 

 
(2,139,000
)
 
(2,127,000
)
     Interest (income) and other
 
53,000

 
32,000

 
(19,000
)
 
66,000

     Write-off of deferred financing costs
 

 

 
3,217,000

 
3,217,000

     Interest expense
 
22,000

 
3,000

 
2,644,000

 
2,669,000

     Amortization of stock-based compensation
 

 

 
1,046,000

 
1,046,000

     Amortization of intangibles
 
3,445,000

 
844,000

 

 
4,289,000

     Depreciation
 
2,228,000

 
379,000

 
244,000

 
2,851,000

     Acquisition plan expenses
 

 

 
1,130,000

 
1,130,000

     Facility exit costs
 

 
1,373,000

 

 
1,373,000

Adjusted EBITDA
 
$
12,731,000

 
9,240,000

 
(3,989,000
)
 
$
17,982,000

 
 
 
 
 
 
 
 
 
Purchases of property, plant and equipment
 
$
892,000

 
629,000

 
124,000

 
$
1,645,000

Total assets at October 31, 2018
 
$
602,567,000

 
222,587,000

 
41,786,000

 
$
866,940,000



Unallocated expenses result from corporate expenses such as executive compensation, accounting, legal and other regulatory compliance related costs and also includes all of our amortization of stock-based compensation. During the three months ended October 31, 2019 and 2018, unallocated expenses also include $2,389,000 and $1,130,000 of acquisition plan expenses, respectively.

Interest expense in the tables above relate to our Prior Credit Facility and new Credit Facility, and includes the amortization of deferred financing costs. In addition, during the three months ended October 31, 2018, we recorded a $3,217,000 loss from the write-off of deferred financing costs primarily related to the Term Loan Facility portion of our Prior Credit Facility. See Note (11) - "Credit Facility" for further discussion.

Intersegment sales for the three months ended October 31, 2019 and 2018 by the Commercial Solutions segment to the Government Solutions segment were $1,899,000 and $8,540,000, respectively. There were nominal sales by the Government Solutions segment to the Commercial Solutions segment for these periods. All intersegment sales are eliminated in consolidation and are excluded from the tables above.

Unallocated assets at October 31, 2019 consist principally of cash and cash equivalents, income taxes receivable, corporate property, plant and equipment and deferred financing costs. Substantially all of our long-lived assets are located in the U.S.