Form 10-Q - Quarterly report [Sections 13 or 15(d)]

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-38618

ARLO TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)


Delaware		38-4061754
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

2200 Faraday Ave.,	Suite #150
Carlsbad,	California	92008
(Address of principal executive offices)		(Zip Code)

(408) 890-3900

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

ARLO

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

The number of outstanding shares of the registrant’s Common Stock, $0.001 par value, was 99,936,445 as of August 2, 2024.

Table of Contents

Arlo Technologies, Inc.

Form 10-Q

For the Quarterly Period Ended June 30, 2024

TABLE OF CONTENTS


PART I: FINANCIAL INFORMATION
		Page
Item 1.	Financial Statements	3
	Unaudited Condensed Consolidated Balance Sheets	3
	Unaudited Condensed Consolidated Statements of Comprehensive Loss	4
	Unaudited Condensed Consolidated Statements of Stockholders’ Equity	5
	Unaudited Condensed Consolidated Statements of Cash Flows	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	33
Item 4.	Controls and Procedures	33

PART II: OTHER INFORMATION

Item 1.	Legal Proceedings	35
Item 1A.	Risk Factors	35
Item 5.	Other Information	35
Item 6.	Exhibits	36
Signatures		37

Table of Contents

PART I: FINANCIAL INFORMATION

Item 1.Financial Statements

ARLO TECHNOLOGIES, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS


	As of
	June 30, 2024		December 31, 2023
	(In thousands, except share and per share data)
ASSETS
Current assets:
Cash and cash equivalents	$	62,928	$	56,522
Short-term investments	81,077		79,974
Accounts receivable, net	61,746		65,360
Inventories	45,227		38,408
Prepaid expenses and other current assets	12,253		10,271
Total current assets	263,231		250,535
Property and equipment, net	3,771		4,761
Operating lease right-of-use assets, net	10,242		11,450
Goodwill	11,038		11,038
Restricted cash	3,624		4,131
Other non-current assets	3,900		3,623
Total assets	$	295,806	$	285,538
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	74,084	$	55,201
Deferred revenue	23,505		18,041
Accrued liabilities	80,024		88,209
Total current liabilities	177,613		161,451
Non-current operating lease liabilities	15,399		17,021
Other non-current liabilities	3,526		3,790
Total liabilities	196,538		182,262
Commitments and contingencies (Note 8)
Stockholders’ Equity:
Preferred stock: $0.001 par value; 50,000,000 shares authorized; none issued or outstanding	—		—
Common stock: $0.001 par value; 500,000,000 shares authorized; shares issued and outstanding: 98,326,212 at June 30, 2024 and 95,380,281 at December 31, 2023	98		95
Additional paid-in capital	487,644		470,322
Accumulated other comprehensive income	191		320
Accumulated deficit	(388,665)		(367,461)
Total stockholders’ equity	99,268		103,276
Total liabilities and stockholders’ equity	$	295,806	$	285,538

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ARLO TECHNOLOGIES, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands, except per share data)
Revenue:
Products	$	67,186	$	64,749	$	134,679	$	131,809
Services	60,261		50,327		116,968		94,271
Total revenue	127,447		115,076		251,647		226,080
Cost of revenue:
Products	66,036		60,446		129,260		124,487
Services	14,557		12,772		28,153		24,518
Total cost of revenue	80,593		73,218		157,413		149,005
Gross profit	46,854		41,858		94,234		77,075

Operating expenses:
Research and development	19,561		17,618		40,354		35,368
Sales and marketing	17,698		16,921		35,068		32,274
General and administrative	21,430		15,007		40,778		30,629
Others	966		341		1,445		973
Total operating expenses	59,655		49,887		117,645		99,244

Loss from operations	(12,801)		(8,029)		(23,411)		(22,169)
Interest income, net	1,495		835		2,881		1,561
Other income (loss), net	(18)		52		(43)		13
Loss before income taxes	(11,324)		(7,142)		(20,573)		(20,595)
Provision for income taxes	236		221		631		1,013
Net loss	$	(11,560)	$	(7,363)	$	(21,204)	$	(21,608)

Net loss per share:
Basic and diluted	$	(0.12)	$	(0.08)	$	(0.22)	$	(0.24)

Weighted average shares used to compute net loss per share:
Basic and diluted	97,843		92,337		97,051		90,984


Comprehensive loss:
Net loss	$	(11,560)	$	(7,363)	$	(21,204)	$	(21,608)
Other comprehensive income (loss), net of tax	(89)		131		(129)		259
Total comprehensive loss	$	(11,649)	$	(7,232)	$	(21,333)	$	(21,349)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ARLO TECHNOLOGIES, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands)
Total stockholders’ equity, beginning balances	$	99,937	$	86,251	$	103,276	$	87,695

Common stock:
Beginning balances	$	97	$	91	$	95	$	89
Issuance of common stock under stock-based compensation plans	2		4		5		7

Restricted stock unit withholdings	(1)		(1)		(2)		(2)
Ending balances	$	98	$	94	$	98	$	94

Additional paid-in capital:
Beginning balances	$	476,665	$	445,809	$	470,322	$	433,138
Stock-based compensation expense	17,299		9,997		30,523		20,622
Settlement of liability classified restricted stock units	—		—		6,903		6,739
Issuance of common stock under stock-based compensation plans	113		2,986		683		2,986
Issuance of common stock under Employee Stock Purchase Plan	1,692		1,617		1,692		1,617
Restricted stock unit withholdings	(8,125)		(11,866)		(22,479)		(16,559)
Ending balances	$	487,644	$	448,543	$	487,644	$	448,543

Accumulated deficit:
Beginning balances	$	(377,105)	$	(359,670)	$	(367,461)	$	(345,425)
Net loss	(11,560)		(7,363)		(21,204)		(21,608)
Ending balances	$	(388,665)	$	(367,033)	$	(388,665)	$	(367,033)

Accumulated other comprehensive income:
Beginning balances	$	280	$	21	$	320	$	(107)
Other comprehensive income (loss), net of tax	(89)		131		(129)		259
Ending balances	$	191	$	152	$	191	$	152

Total stockholders’ equity, ending balances	$	99,268	$	81,756	$	99,268	$	81,756

Common stock shares:
Beginning balances	97,202		90,785		95,380		88,887
Issuance of common stock under stock-based compensation plans	1,563		3,976		4,784		7,141
Issuance of common stock under Employee Stock Purchase Plan	233		460		233		460
Restricted stock unit withholdings	(672)		(1,567)		(2,071)		(2,834)
Ending balances	98,326		93,654		98,326		93,654

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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ARLO TECHNOLOGIES, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


	Six Months Ended
	June 30, 2024		July 2, 2023
	(In thousands)
Cash flows from operating activities:
Net loss	$	(21,204)	$	(21,608)
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation expense	39,470		27,564
Depreciation and amortization	1,684		2,353
Allowance for credit losses and non-cash changes to reserves	(225)		613
Deferred income taxes	(5)		243
Other	(1,615)		(567)
Changes in assets and liabilities:
Accounts receivable	3,805		8,734
Inventories	(6,785)		6,411
Prepaid expenses and other assets	(2,254)		(5,624)
Accounts payable	18,785		9,836
Deferred revenue	5,582		6,198
Accrued and other liabilities	(10,970)		(11,245)
Net cash provided by operating activities	26,268		22,908
Cash flows from investing activities:
Purchases of property and equipment	(651)		(1,954)
Purchases of short-term investments	(111,519)		(61,152)
Proceeds from maturities of short-term investments	111,902		29,956
Net cash used in investing activities	(268)		(33,150)
Cash flows from financing activities:
Proceeds related to employee benefit plans	2,380		4,611
Restricted stock unit withholdings	(22,481)		(16,562)
Net cash used in financing activities	(20,101)		(11,951)
Net increase (decrease) in cash, cash equivalents, and restricted cash	5,899		(22,193)
Cash, cash equivalents, and restricted cash, at beginning of period	60,653		88,179
Cash, cash equivalents, and restricted cash, at end of period	$	66,552	$	65,986
Reconciliation of cash, cash equivalents, and restricted cash to Unaudited Condensed Consolidated Balance Sheets
Cash and cash equivalents	$	62,928	$	61,951
Restricted cash	3,624		4,035
Total cash, cash equivalents, and restricted cash	$	66,552	$	65,986
Supplemental cash flow information:
Non-cash investing activities:
Purchases of property and equipment included in accounts payable and accrued liabilities	$	233	$	433

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Description of Business and Basis of Presentation

Description of Business

Arlo Technologies, Inc. (“we” or “Arlo”) is transforming the ways in which people can protect everything that matters to them with advanced home, business, and personal security services that combine a globally scaled cloud platform, advanced monitoring and analytics capabilities, and award-winning app-controlled devices to create a personalized security ecosystem. Arlo’s deep expertise in cloud services, cutting-edge AI and computer vision analytics, wireless connectivity and intuitive user experience design delivers seamless, smart home security for Arlo users that is easy to setup and engage with every day. Our highly secure, cloud-based platform provides users with visibility, insight and a powerful means to help protect and connect in real-time with the people and things that matter most, from any location with a Wi-Fi or a cellular connection – all rooted in a commitment to safeguard privacy for our users and their personal data.

We conduct business across three geographic regions—(i) the Americas; (ii) Europe, Middle-East and Africa (“EMEA”); and (iii) Asia Pacific (“APAC”)—and primarily generate revenue by selling devices through retail channels, wholesale distribution, wireless carrier channels, security solution providers, and Arlo’s direct to consumer store and paid subscription services.

Our corporate headquarters is located in Carlsbad, California, with other satellite offices across North America and various other global locations.

Basis of Presentation

We prepare our unaudited condensed consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) and pursuant to the regulations of the U.S. Securities and Exchange Commission (“SEC”). The unaudited condensed consolidated financial statements include the accounts of Arlo and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated.

These unaudited condensed consolidated financial statements should be read in conjunction with the notes to the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on February 29, 2024. The year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for fair statement of the unaudited condensed consolidated financial statements for interim periods.

Fiscal Periods

Our fiscal year begins on January 1 of the year stated and ends on December 31 of the same year. We report the results on a fiscal quarter basis rather than on a calendar quarter basis. Under the fiscal quarter basis, each of the first three fiscal quarters ends on the Sunday closest to the calendar quarter end, with the fourth quarter ending on December 31.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Use of Estimates

The preparation of these unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported periods. Management bases its estimates on various assumptions believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ materially from those estimates and operating results for the three and six months ended June 30, 2024 and are not necessarily indicative of the results that may be expected for the year ending December 31, 2024 or any future period.

Note 2. Significant Accounting Policies and Recent Accounting Pronouncements

Our significant accounting policies are disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023. There have been no significant changes to such policies during the six months ended June 30, 2024.

Accounting Pronouncements Recently Adopted

There were no accounting pronouncements adopted during the six months ended June 30, 2024.

Accounting Pronouncements Not Yet Effective

In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which modifies the disclosure or presentation requirements of a variety of Topics in the Codification. Among the various codification amendments, Topic 470 Debt is applicable to Arlo which requires the disclosure of amounts, terms and weighted-average interest rates of unused lines of credit. The effective date is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirement by that date, with early adoption prohibited. The adoption of this new standard will not have a material impact on our financial statements and related disclosures.

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures, which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses. This guidance is effective for annual periods beginning January 1, 2024, and for interim periods beginning January 1, 2025, with early adoption permitted. We are currently evaluating the impact that this guidance may have on our financial statements and related disclosures.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes: Improvements to Income Tax Disclosures, which requires on an annual basis to (1) disclose specific categories in the rate reconciliation, (2) provide additional information for reconciling items that meet a quantitative threshold, and (3) income taxes paid disaggregated by jurisdiction. This guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact that this guidance may have on our financial statements and related disclosures.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 3. Revenue

Performance Obligations

The total estimated service revenue expected to be recognized in the future related to performance obligations that are unsatisfied and partially unsatisfied was $25.9 million as of June 30, 2024 and $18.8 million as of December 31, 2023, substantially related to a performance obligation classified as less than one year.

For the six months ended June 30, 2024 and July 2, 2023, $106.7 million and $87.6 million of revenue, respectively, was deferred due to unsatisfied performance obligations, primarily relating to over time service revenue, and $101.1 million and $81.4 million of revenue, respectively, was recognized for the satisfaction of performance obligations over time. Approximately $15.2 million and $9.8 million of this recognized revenue, respectively, was included in the contract liability balance at the beginning of the periods. There were no significant changes in estimates during the period that would affect the contract balances.

During the five-year period that commenced on January 1, 2020, Verisure Sàrl (“Verisure”) has an aggregate purchase commitment of $500.0 million. As of June 30, 2024, the entire purchase commitment has been fulfilled. Based on the Supply Agreement with Verisure, a purchase obligation is not deemed to exist until we receive and accept Verisure’s purchase order. As of June 30, 2024, we had a backlog of $46.0 million which represents performance obligations that will be recognized as revenue once fulfilled, which is expected to occur over the next six months.

On April 25, 2024, Verisure notified us that it was exercising its right under the Supply Agreement to extend the term for another five years (through November 2029) under the same terms but without minimum purchase obligations.

Disaggregation of Revenue

We disaggregate our revenue into three geographic regions: the Americas, EMEA, and APAC, where we conduct our business. The following table presents revenue disaggregated by geographic region.


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands)
Americas	$	65,294	$	78,136	$	122,463	$	134,768
EMEA	56,827		30,958		118,207		79,430
APAC	5,326		5,982		10,977		11,882
Total	$	127,447	$	115,076	$	251,647	$	226,080

As of June 30, 2024 and December 31, 2023, two customers accounted for 63.8% and 10.4%, and three customers accounted for 37.1%, 15.2%, and 10.2% of the total accounts receivable, net, respectively. No other customers accounted for 10% or greater of the total accounts receivable, net. For the three months ended June 30, 2024 and July 2, 2023, one customer accounted for 44.6% and 26.9% of the total revenue, respectively. For the six months ended June 30, 2024 and July 2, 2023, one customer accounted for 47.0% and 35.1% of the total revenue, respectively. No other customers accounted for 10% or greater of the total revenue.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 4. Balance Sheet Components

Short-Term Investments


	As of June 30, 2024								As of December 31, 2023
	Amortized Cost		Unrealized Gains		Unrealized Losses		Estimated Fair Value		Amortized Cost		Unrealized Gains		Unrealized Losses		Estimated Fair Value
	(In thousands)
U.S. Treasuries	$	80,939	$	138	$	—	$	81,077	$	79,654	$	320	$	—	$	79,974

Accounts Receivable, Net


	As of
	June 30, 2024		December 31, 2023
	(In thousands)
Gross accounts receivable	$	61,888	$	65,693
Allowance for credit losses	(142)		(333)
Total	$	61,746	$	65,360

The following table provides a roll-forward of the allowance for credit losses that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected.


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands)
Balance at the beginning of the period	$	218	$	329	$	333	$	423
Release of expected credit losses	(76)		(7)		(191)		(101)
Balance at the end of the period	$	142	$	322	$	142	$	322

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Property and Equipment, Net

The components of property and equipment are as follows:


	As of
	June 30, 2024		December 31, 2023
	(In thousands)
Machinery and equipment	$	14,388	$	14,148
Software	15,757		15,639
Computer equipment	867		1,438
Leasehold improvements	4,572		4,661
Furniture and fixtures	2,408		2,544
Total property and equipment, gross	37,992		38,430
Accumulated depreciation	(34,221)		(33,669)
Total property and equipment, net (1)	$	3,771	$	4,761

_________________________

(1) $0.7 million and $1.0 million of property and equipment, net, was included in the sublease arrangement for the San Jose office building as of June 30, 2024 and December 31, 2023, respectively.

Depreciation expense pertaining to property and equipment was $0.8 million and $1.7 million for the three and six months ended June 30, 2024, respectively, and $1.2 million and $2.4 million for the three and six months ended July 2, 2023, respectively.

Goodwill

We have determined that no event occurred or circumstances changed during the six months ended June 30, 2024 that would more likely than not reduce the fair value of goodwill below the carrying amount. No goodwill impairment was recognized in the six months ended June 30, 2024 and July 2, 2023.

Accrued Liabilities


	As of
	June 30, 2024		December 31, 2023
	(In thousands)
Sales incentives	$	28,228	$	28,187
Sales returns	8,764		17,058
Compensation	15,627		13,278
Cloud and other costs	8,559		10,985
Other	18,846		18,701
Total	$	80,024	$	88,209

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 5. Fair Value Measurements

The following table summarizes assets measured at fair value on a recurring basis:


	As of
	June 30, 2024		December 31, 2023
	(In thousands)
Cash equivalents: money-market funds (<90 days)	$	7,565	$	5,782
Cash equivalents: U.S. Treasuries (<90 days)	5,148		520
Available-for-sale securities: U.S. Treasuries (1)	81,077		79,974
Total	$	93,790	$	86,276

_________________________

(1)Included in short-term investments on our unaudited condensed consolidated balance sheets.

Our investments in cash equivalents and available-for-sale securities are classified within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets.

As of June 30, 2024 and December 31, 2023, assets and liabilities measured as Level 2 fair value were not material and there were no Level 3 fair value assets or liabilities measured on a recurring basis.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 6. Restructuring

In November 2022, we initiated a restructuring plan to reduce our cost structure to better align the operational needs of the business to current economic conditions while continuing to support our long-term strategy. This restructuring includes the reduction of headcount as well as the abandonment of certain lease contracts and the cancellation of contractual services arrangements with certain suppliers. As of June 30, 2024, we have substantially incurred all costs pertaining to restructuring activities, with related cash outflows extending until the fourth quarter of 2024.

The restructuring liabilities are included in accrued liabilities in our unaudited condensed consolidated balance sheets. The restructuring charges are included in “Others” in the unaudited condensed consolidated statements of comprehensive loss. Restructuring activity is as follows:


	Total		Severance Expense		Office Exit Expense		Other Exit Expense
	(In thousands)
Balance as of December 31, 2021	$	—	$	—	$	—	$	—
Restructuring charges	1,805		798		928		79
Cash payments	(588)		(579)		—		(9)
Non-cash and other adjustments	48		—		63		(15)
Balance as of December 31, 2022	$	1,265	$	219	$	991	$	55
Restructuring charges	692		564		117		11
Cash payments	(1,479)		(694)		(745)		(40)
Non-cash and other adjustments	(26)		—		—		(26)
Balance as of December 31, 2023	$	452	$	89	$	363	$	—
Restructuring charges	484		484		—		—
Cash payments	(640)		(525)		(115)		—

Balance as of March 31, 2024	$	296	$	48	$	248	$	—
Restructuring charges	914		914		—		—
Cash payments	(569)		(477)		(92)		—

Balance as of June 30, 2024	$	641	$	485	$	156	$	—
Total costs incurred inception to date	$	3,917	$	2,760	$	1,108	$	49

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 7. Revolving Credit Facility

On October 27, 2021, we entered into a Loan and Security Agreement (the “Credit Agreement”) with Bank of America, N.A., a national banking association, as lender (the “Lender”).

The Credit Agreement provides for a three-year revolving credit facility (the “Credit Facility”) that matures on October 27, 2024. Borrowings under the Credit Facility are limited to the lesser of (x) $40.0 million, and (y) an amount equal to the borrowing base. The borrowing base will be the sum of (i) 90% of investment grade eligible receivables and (ii) 85% of non-investment grade eligible accounts, less applicable reserves established by the Lender. The Credit Agreement also includes a $5.0 million sublimit for the issuance by the Lender of letters of credit. In addition, the Credit Agreement includes an uncommitted accordion feature that allows us to request, from time to time, that the Lender increase the aggregate revolving loan commitments by up to an additional $25.0 million in the aggregate, subject to the satisfaction of certain conditions, including obtaining the Lender’s agreement to participate in each increase. The proceeds of the borrowings under the Credit Facility may be used for working capital and general corporate purposes. Based on certain terms and conditions including eligible accounts receivable as of June 30, 2024, we had unused borrowing capacity of $6.2 million.

Our obligations under the Credit Agreement are secured by substantially all of our domestic working capital assets, including accounts receivable, cash and cash equivalents, inventory, and other assets to the extent related to such working capital assets.

At our option, borrowings under the Credit Agreement will bear interest at a floating rate equal to: (i) the Bloomberg Short-Term Bank Yield Index rate plus the applicable rate of 2.0% to 2.5% determined based on our average daily availability for the prior fiscal quarter, or (ii) the base rate plus the applicable rate of 1.0% to 1.5% based on our average daily availability for the prior fiscal quarter. Among other fees, we are required to pay a monthly unused fee of 0.2% per annum on the amount by which the Lender’s aggregate commitment under the Credit Facility exceeds the average daily revolver usage during such month.

The Credit Agreement contains events of default, representations and warranties, and affirmative and negative covenants customary for credit facilities of this type. The Credit Agreement also contains financial covenants that require us to, if the Financial Covenant Trigger Period (as defined in the Credit Agreement) is in effect, maintain a fixed charge coverage ratio, tested quarterly on a trailing twelve month basis, of at least 1.00 to 1.00 at any time. As of June 30, 2024, we were in compliance with all the covenants of the Credit Agreement.

If an event of default under the Credit Agreement occurs, then the Lender may cease making advances under the Credit Agreement and declare any outstanding obligations under the Credit Agreement to be immediately due and payable. In addition, if we file a bankruptcy petition, a bankruptcy petition is filed against us and is not dismissed or stayed within thirty days or we make a general assignment for the benefit of creditors, then any outstanding obligations under the Credit Agreement will automatically and without notice or demand become immediately due and payable.

No amounts had been drawn under the Credit Facility as of June 30, 2024.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 8. Commitments and Contingencies

Operating Leases

Our operating lease obligations mostly include offices, equipment, and distribution centers, with various expiration dates through June 2029. Certain lease agreements include options to renew or terminate the lease, which are not reasonably certain to be exercised and therefore are not factored into our determination of lease payments. The terms of certain leases provide for rental payments on a graduated scale. Gross lease expense was $1.3 million and $2.8 million for the three and six months ended June 30, 2024, respectively, and $1.5 million and $3.0 million for the three and six months ended July 2, 2023, respectively. We recorded sublease income as reduction of lease expense, in the amount of $0.5 million and $1.0 million for the three and six months ended June 30, 2024 and July 2, 2023, respectively.

Supplemental cash flow information related to operating leases is as follows:


	Six Months Ended
	June 30, 2024		July 2, 2023
	(In thousands)
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	3,001	$	3,799

Weighted average remaining lease term and weighted average discount rate related to operating leases are as follows:


	As of
	June 30, 2024		December 31, 2023
Weighted average remaining lease term	4.5 years		5.0 years
Weighted average discount rate	5.75	%	5.74	%

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The future minimum undiscounted lease payments under operating leases and future non-cancelable rent payments from our subtenants for each of the next five years and thereafter as of June 30, 2024 are as follows:


	Operating Lease Payments		Sublease Payments		Net
	(In thousands)
2024 (Remaining six months)	$	2,616	$	(1,065)	$	1,551
2025	4,587		(2,006)		2,581
2026	4,729		(2,066)		2,663
2027	4,633		(2,322)		2,311
2028	3,655		(2,392)		1,263
Thereafter	1,750		(1,228)		522
Total future lease payments	$	21,970	$	(11,079)	$	10,891
Less: imputed interest	(2,654)
Present value of future minimum lease payments	$	19,316

Accrued liabilities	$	3,917
Non-current operating lease liabilities	15,399
Total lease liabilities	$	19,316

Letters of Credit

In connection with the lease agreement for our office space located in San Jose, California, we executed a letter of credit with the landlord as the beneficiary. As of June 30, 2024, we had $3.6 million of unused letters of credit outstanding, of which $3.1 million pertains to the lease arrangement in San Jose, California.

Purchase Obligations

We have entered into various inventory-related purchase agreements with suppliers. Generally, under these agreements, 50% of orders are cancelable by giving notice 46 to 60 days prior to the expected shipment date and 25% of orders are cancelable by giving notice 31 to 45 days prior to the expected shipment date. Orders are non-cancelable within 30 days prior to the expected shipment date. As of June 30, 2024, we had $51.7 million in non-cancelable purchase commitments with suppliers which is expected to be paid over the next twelve months.

As of June 30, 2024, an additional $33.3 million of purchase orders beyond contractual termination periods have been issued to supply chain partners in anticipation of demand requirements. Consequently, we may incur expenses for the materials and components, such as chipsets already purchased by the supplier to fulfill our orders if the purchase order is cancelled. Expenses incurred have historically not been material relative to the original order value.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Warranty Obligations

Changes in warranty obligations, which are included in accrued liabilities in the unaudited condensed consolidated balance sheets, are as follows:


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands)
Balance at the beginning of the period	$	1,265	$	1,119	$	1,193	$	1,174
Provision for (release of) warranty obligations	(134)		40		9		55
Settlements	(75)		(66)		(146)		(136)
Balance at the end of the period	$	1,056	$	1,093	$	1,056	$	1,093

Litigation and Other Legal Matters

We are involved in disputes, litigation, and other legal actions. In all cases, at each reporting period, we evaluate whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. In such cases, we accrue for the amount or, if a range, we accrue the low end of the range, only if there is not a better estimate than any other amount within the range, as a component of legal expense within general and administrative expenses. We monitor developments in these legal matters that could affect the estimate we had previously accrued. In relation to such matters, we currently believe that there are no existing claims or proceedings that are likely to have a material adverse effect on our financial position within the next 12 months, or the outcome of these matters is currently not determinable. There are many uncertainties associated with any litigation, and these actions or other third-party claims against us may cause us to incur costly litigation and/or substantial settlement charges. In addition, the resolution of any intellectual property litigation may require us to make royalty payments, which could have an adverse effect in future periods. If any of those events were to occur, our business, financial condition, results of operations, and cash flows could be adversely affected. The actual liability in any such matters may be materially different from our estimates, which could result in the need to adjust the liability and record additional expenses.

Indemnifications

In the ordinary course of business, we may provide indemnification of varying scope and terms to customers, distributors, resellers, vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising from breach of such agreements or from intellectual property infringement claims made by third parties. In addition, we have entered into indemnification agreements with members of our board of directors and certain of our executive officers that require us, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments we could be required to make under these indemnification agreements is, in many cases, unlimited. As of June 30, 2024 and December 31, 2023, we have not incurred any material costs as a result of such indemnifications and we are not currently aware of any indemnification claims.

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 9. Employee Benefit Plans

We grant options and restricted stock units (“RSUs”) under the 2018 Equity Incentive Plan (the “2018 Plan”), under which awards may be granted to all employees. We also grant performance-based and market-based restricted stock units (“PSUs”) to our executive officers periodically. Award vesting periods for the 2018 Plan are generally three to five years. As of June 30, 2024, approximately 3.8 million shares were available for future grants. Options may be granted for periods of up to 10 years or such shorter term as may be provided in the agreement and at prices no less than 100% of the fair market value of Arlo’s common stock on the date of grant. Options granted under the 2018 Plan generally vest over four years, the first tranche at the end of 12 months and the remaining shares underlying the option vesting monthly over the remaining three years.

On January 19, 2024, we registered an aggregate of up to 4,759,901 shares of common stock on a Registration Statement on Form S-8, including 3,807,921 shares issuable pursuant to the 2018 Plan that were automatically added to the shares authorized for issuance and 951,980 shares issuable pursuant to the Employee Stock Purchase Plan (“ESPP”) that were automatically added to the shares authorized for issuance on January 1, 2024, both pursuant to an “evergreen” provision contained in the respective plans.

The following table sets forth the available shares for grants as of June 30, 2024:


			Number of Shares
			(In thousands)
Shares available for grants as of December 31, 2023			3,516
Additional authorized shares			3,808
Granted			(6,402)
Forfeited / cancelled			831
Shares traded for taxes			2,071
Shares available for grants as of June 30, 2024			3,824

Employee Stock Purchase Plan

We sponsor the ESPP to eligible employees. Under our ESPP, employees purchased 233 thousand shares and 460 thousand shares during the six months ended June 30, 2024 and July 2, 2023, respectively. As of June 30, 2024, 2.5 million shares were available for issuance under the ESPP.

Option Activity

We did not grant options during the six months ended June 30, 2024. Stock option activity during the six months ended June 30, 2024 was as follows:


	Number of Shares	Weighted Average Exercise Price Per Share
	(In thousands)	(In dollars)
Outstanding as of December 31, 2023	1,096	$	12.48
Granted	—	$	—
Exercised	(86)	$	7.98
Forfeited / cancelled	—	$	—
Expired	—	$	—
Outstanding as of June 30, 2024	1,010	$	12.86
Vested and exercisable as of June 30, 2024	1,010	$	12.86

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

RSU Activity

RSU activity, excluding PSU activity, during the six months ended June 30, 2024 was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value Per Share
	(In thousands)	(In dollars)
Outstanding as of December 31, 2023	9,043	$	6.15
Granted	2,702	$	10.14
Vested	(3,148)	$	6.96
Forfeited	(764)	$	6.92
Outstanding as of June 30, 2024	7,833	$	7.13

PSU Activity

Our executive officers and other senior employees have been granted performance-based awards with vesting occurring at the end of a three or five-year period if performance conditions or market conditions are met. The number of units earned and eligible to vest are determined based on the achievement of various performance conditions or market conditions, including the cumulative paid accounts targets, stock price, cash balances at reporting period, and the recipients’ continued services. At the end of each reporting period, we evaluate the probability of achieving the performance or market conditions and record the related stock-based compensation expense based on the achievement over the service period.

PSU activity during the six months ended June 30, 2024 was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value Per Share
	(In thousands)	(In dollars)
Outstanding as of December 31, 2023	3,851	$	5.72
Granted	3,699	$	9.66
Vested	(1,550)	$	5.57
Forfeited	(67)	$	6.63
Outstanding as of June 30, 2024	5,933	$	8.21

Stock-Based Compensation Expense

The following table sets forth the stock-based compensation expense included in our unaudited condensed consolidated statements of comprehensive loss:


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands)
Cost of revenue	$	1,292	$	967	$	2,663	$	1,828
Research and development	4,778		3,311		9,682		7,222
Sales and marketing	2,176		1,670		4,416		3,392
General and administrative	12,674		7,025		22,709		15,122
Total	$	20,920	$	12,973	$	39,470	$	27,564

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

As of June 30, 2024, all outstanding options were fully vested; therefore, there was no unrecognized compensation cost related to stock options. Approximately $68.2 million of unrecognized compensation cost related to unvested RSUs and PSUs is expected to be recognized over a weighted-average period of 1.1 years as of June 30, 2024.

During the six months ended June 30, 2024 and July 2, 2023, we settled executive and employee bonuses by granting and issuing restricted stock units (non-cash financing activities) that vested immediately amounting to $6.9 million and $6.7 million, respectively.

Note 10. Income Taxes

The provision for income taxes for the three and six months ended June 30, 2024 was $0.2 million and $0.6 million, respectively, or an effective tax rate of (2.1)% and (3.1)%, respectively. The provision for income taxes for the three and six months ended July 2, 2023 was $0.2 million and $1.0 million, respectively, or an effective tax rate of (3.1)% and (4.9)%, respectively. During the three and six months ended June 30, 2024 and July 2, 2023, we sustained U.S. book losses. Consistent with the prior year periods, we maintained a valuation allowance against our U.S. federal and state deferred tax assets and did not record a tax benefit on these deferred tax assets since it is more likely than not that these deferred tax assets will not be realized.

Provision for income taxes for the three and six months ended June 30, 2024, compared to the prior year periods changed primarily due to (i) foreign-derived intangible income (“FDII”) and higher Section 174 amortization in the U.S. and (ii) the utilization of R&D credit in Ireland to partially offset its tax liability.

Note 11. Net Loss Per Share


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands, except per share data)
Numerator:
Net loss	$	(11,560)	$	(7,363)	$	(21,204)	$	(21,608)
Denominator:
Weighted average common shares - basic and diluted	97,843		92,337		97,051		90,984



Basic and diluted net loss per share	$	(0.12)	$	(0.08)	$	(0.22)	$	(0.24)


Anti-dilutive employee stock-based awards, excluded	733		1,370		904		3,238

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ARLO TECHNOLOGIES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Note 12. Segment and Geographic Information

Segment Information

We operate as one operating and reportable segment. Our Chief Executive Officer (“CEO”) is identified as the Chief Operating Decision Maker (“CODM”), who reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance.

Geographic Information for Revenue

Revenue consists of gross product shipments and service revenue, less allowances for estimated sales returns, price protection, end-user customer rebates, net changes in deferred revenue, and other channel sales incentives deemed to be a reduction of revenue per the authoritative guidance. Sales and usage-based taxes are excluded from revenue. For reporting purposes, revenue by geographic area is generally based upon the bill-to location of the customer. The following table presents revenue by geographic area. For comparative purposes, amounts in prior period have been recast.


	Three Months Ended				Six Months Ended
	June 30, 2024		July 2, 2023		June 30, 2024		July 2, 2023
	(In thousands)
United States	$	63,358	$	78,186	$	117,733	$	134,029
Spain	35,784		19,549		76,190		58,120
Sweden	12,339		7,303		25,600		12,324
Other countries	15,966		10,038		32,124		21,607
Total	$	127,447	$	115,076	$	251,647	$	226,080

Geographic Information for Long-Lived Assets

Long-lived assets include property and equipment, net and operating lease right-of-use assets, net. Our long-lived assets are based on the physical location of the assets. The following table presents long-lived assets by geographic area.


	As of
	June 30, 2024		December 31, 2023
	(In thousands)
United States	$	11,306	$	13,372
Other countries	2,707		2,839
Total	$	14,013	$	16,211

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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-looking Statements

This Quarterly Report on Form 10-Q (the “Quarterly Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995. Such statements are based upon current expectations that involve risks and uncertainties. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, the words “believes,” “anticipates,” “plans,” “expects,” “intends,” “could,” “may,” “will,” and similar expressions are intended to identify forward-looking statements, including statements concerning our business and the expected performance characteristics, specifications, reliability, market acceptance, market growth, specific uses, user feedback, and market position of our products and technology. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such a discrepancy include, but are not limited to, those discussed in “Part II—Item 1A—Risk Factors” and “Liquidity and Capital Resources” below.

All forward-looking statements in this document are based on information available to us as of the date hereof, such information may be limited or incomplete, and we assume no obligation to update any such forward-looking statements. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements. The following discussion should be read in conjunction with our unaudited condensed consolidated financial statements and the accompanying notes contained in this Quarterly Report. Unless expressly stated or the context otherwise requires, the terms “we,” “our,” “us,” the “Company,” and “Arlo” refer to Arlo Technologies, Inc. and our subsidiaries.

Business and Executive Overview

Arlo is transforming the ways in which people can protect everything that matters to them with advanced home, business, and personal security services that combine a globally scaled cloud platform, advanced monitoring and analytics capabilities, and award-winning app-controlled devices to create a personalized security ecosystem. Arlo’s deep expertise in cloud services, cutting-edge AI and computer vision analytics, wireless connectivity and intuitive user experience design delivers seamless, smart home security for Arlo users that is easy to setup and engage with every day. Our highly secure, cloud-based platform provides users with visibility, insight and a powerful means to help protect and connect in real-time with the people and things that matter most, from any location with a Wi-Fi or a cellular connection – all rooted in a commitment to safeguard privacy for our users and their personal data.

Since the launch of our first product in December 2014, we have shipped over 34.6 million smart connected devices. As of June 30, 2024, the Arlo platform had approximately 10.0 million cumulative registered accounts across more than 100 countries around the world coupled with approximately 4.0 million cumulative paid subscribers and annual recurring revenue of $235.0 million.

We conduct business across three geographic regions—(i) the Americas; (ii) Europe, Middle-East and Africa (“EMEA”); and (iii) Asia Pacific (“APAC”)—and we primarily generate revenue by selling devices through retail, wholesale distribution, wireless carrier channels, security solution providers, Arlo’s direct to consumer store and paid subscription services. For the three months ended June 30, 2024 and July 2, 2023, we generated total revenue of $127.4 million and $115.1 million, respectively, and loss from operations was $12.8 million and $8.0 million, respectively. For the six months ended June 30, 2024 and July 2, 2023, we generated total revenue of $251.6 million and $226.1 million, respectively, and loss from operations was $23.4 million and $22.2 million, respectively.

Our goal is to continue to develop innovative, world-class smart security solutions to expand and further monetize our current and future user and paid account bases. We believe that the growth of our business is dependent on many factors, including our ability to innovate and launch successful new products on a timely basis and grow our installed base, to increase subscription-based recurring revenue, to invest in channel partnerships and to continue our global expansion. We expect to increase our investment in research and development going forward as we continue to introduce new and

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innovative products and services to enhance the Arlo platform and compete for engineering talent. We also expect our sales and marketing expense to increase in the future as we invest in marketing to drive demand for our products and services.

Key Business Metrics

In addition to the measures presented in our unaudited condensed consolidated financial statements, we use the following key metrics to evaluate our business, measure our performance, develop financial forecasts and make strategic decisions. We believe these key business metrics provide useful information by offering the ability to make more meaningful period-to-period comparisons of our on-going operating results and a better understanding of how management plans and measures our underlying business. Our key business metrics may be calculated in a manner different from the same key business metrics used by other companies. We regularly review our processes for calculating these metrics, and from time to time we may discover inaccuracies in our metrics or make adjustments to better reflect our business or to improve their accuracy, including adjustments that may result in the recalculation of our historical metrics. We believe that any such inaccuracies or adjustments are immaterial unless otherwise stated.


	As of
	June 30, 2024		% Change		July 2, 2023
	(In thousands, except percentage data)
Cumulative registered accounts	9,987		27.1	%	7,860
Cumulative paid accounts (1)	3,980		73.9	%	2,289
Annual recurring revenue (“ARR”) (2)	$	234,981	21.4	%	$	193,633

_________________________

(1) The number of cumulative paid accounts as of June 30, 2024 included paid accounts managed by Verisure Sàrl (“Verisure”) in our EMEA region which are now onboarded with us. This does not have an impact to our financial statements and key business metrics other than our number of cumulative paid accounts.

(2) As described further below, in the first fiscal quarter of 2024, we changed the methodology on paid service revenue recognition from a mid-month convention to a daily recognition model. As a result, ARR as of June 30, 2024 was calculated using the daily recognition model while ARR as of July 2, 2023 was calculated using our former methodology, the mid-month convention. ARR as of July 2, 2023 calculated using the daily recognition model does not represent a material change from the mid-month convention over the same period.

Cumulative Registered Accounts. We believe that our ability to increase our user base is an indicator of our market penetration and growth of our business as we continue to expand and innovate our Arlo platform. We define our registered accounts at the end of a particular period as the number of unique registered accounts on the Arlo platform as of the end of such period. The number of registered accounts does not necessarily reflect the number of end-users on the Arlo platform as one registered account may be used by multiple end-users to monitor the devices attached to that household.

Cumulative Paid Accounts. Paid accounts are defined as any account worldwide where a subscription to a paid service is being collected (either by us or by our customers or channel partners, including Verisure).

Annual Recurring Revenue. We believe ARR enables measurement of our business initiatives and serves as an indicator of our future growth. ARR represents the amount of paid service revenue that we expect to recur annually. In the first fiscal quarter of 2024, we changed the methodology on paid service revenue recognition from a mid-month convention to a daily recognition model which recognizes paid service revenue based on the number of service days within the fiscal reporting period, commencing on the start date of the subscription and continuing over the term of the arrangement. Accordingly, the methodology used to calculate ARR was also changed in the first fiscal quarter of 2024 and is now calculated by taking the average daily paid service revenue of the last calendar month in the fiscal quarter, multiplied by 365 days. We believe the daily recognition model aligns with our customers’ subscription period and service usage and allows for a more precise measurement of paid service revenue relative to the former methodology of a mid-month convention, which was based on paid service revenue for the last calendar month in the fiscal quarter, multiplied by 12 months. This change in calculation methodology has no material impact on our financial statements or any previously reported ARR numbers. ARR is a performance metric and should be viewed independently of revenue and deferred revenue, and is not intended to be a substitute for, or combined with, any of these items.

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Impact of Global Geopolitical, Economic and Business Conditions

During the six months ended June 30, 2024, we remained focused on the ongoing conflict in Ukraine, hostilities in the Middle-East, supply chain disruptions, the inflationary macro environment, fluctuating consumer confidence and rising interest rates by preserving our liquidity and managing our cash flow by taking preemptive action to enhance our ability to meet our short-term liquidity needs. These actions include, but are not limited to, proactively managing working capital by closely monitoring customers’ credit and collections, renegotiating payment terms with third-party manufacturers and key suppliers, closely monitoring inventory levels and purchases against forecasted demand, reducing or eliminating non-essential spending, and subleasing or reducing excess office space. We continue to monitor the situation and may, as necessary, reduce expenditures further, borrow under our revolving credit facility, or pursue other sources of capital that may include other forms of external financing in order to maintain our cash position and preserve financial flexibility in response to the uncertainty in the United States and global markets resulting from the ongoing conflict in Ukraine, hostilities in the Middle-East, supply chain disruptions, the inflationary macro environment, fluctuating consumer confidence and rising interest rates, current financial conditions within the banking industry, including the effects of recent failures of other financial institutions, and liquidity levels.

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Results of Operations

We operate as one operating and reportable segment. The following table sets forth, for the periods presented, the unaudited condensed consolidated statements of comprehensive loss data, which we derived from the accompanying unaudited condensed consolidated financial statements:


	Three Months Ended								Six Months Ended
	June 30, 2024				July 2, 2023				June 30, 2024				July 2, 2023
	(In thousands, except percentage data)
Revenue:
Products	$	67,186	52.7	%	$	64,749	56.3	%	$	134,679	53.5	%	$	131,809	58.3	%
Services	60,261		47.3	%	50,327		43.7	%	116,968		46.5	%	94,271		41.7	%
Total revenue	127,447		100.0	%	115,076		100.0	%	251,647		100.0	%	226,080		100.0	%
Cost of revenue:
Products	66,036		51.8	%	60,446		52.5	%	129,260		51.4	%	124,487		55.1	%
Services	14,557		11.4	%	12,772		11.1	%	28,153		11.2	%	24,518		10.8	%
Total cost of revenue	80,593		63.2	%	73,218		63.6	%	157,413		62.6	%	149,005		65.9	%
Gross profit	46,854		36.8	%	41,858		36.4	%	94,234		37.4	%	77,075		34.1	%
Operating expenses:
Research and development	19,561		15.3	%	17,618		15.3	%	40,354		16.0	%	35,368		15.6	%
Sales and marketing	17,698		13.9	%	16,921		14.7	%	35,068		13.9	%	32,274		14.3	%
General and administrative	21,430		16.8	%	15,007		13.0	%	40,778		16.2	%	30,629		13.5	%
Others	966		0.8	%	341		0.4	%	1,445		0.6	%	973		0.5	%
Total operating expenses	59,655		46.8	%	49,887		43.4	%	117,645		46.7	%	99,244		43.9	%
Loss from operations	(12,801)		(10.0)	%	(8,029)		(7.0)	%	(23,411)		(9.3)	%	(22,169)		(9.8)	%
Interest income, net	1,495		1.1	%	835		0.8	%	2,881		1.1	%	1,561		0.7	%
Other income, net	(18)		—	%	52		—	%	(43)		—	%	13		—	%
Loss before income taxes	(11,324)		(8.9)	%	(7,142)		(6.2)	%	(20,573)		(8.2)	%	(20,595)		(9.1)	%
Provision for income taxes	236		0.2	%	221		0.2	%	631		0.2	%	1,013		0.5	%
Net loss	$	(11,560)	(9.1)	%	$	(7,363)	(6.4)	%	$	(21,204)	(8.4)	%	$	(21,608)	(9.6)	%

Revenue

Our gross revenue consists primarily of sales of devices and prepaid and paid subscription service revenue. We generally recognize revenue from product sales at the time the product is shipped and transfer of control from us to the customer occurs. Our paid subscription services relate to sales of subscription plans to our registered accounts.

Our revenue consists of gross revenue, less customer rebates and other channel sales incentives, allowances for estimated sales returns, price protection, and net changes in deferred revenue. A significant portion of our marketing expenditure is with customers and is deemed to be a reduction of revenue under authoritative guidance for revenue recognition.

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We conduct business across three geographic regions—(i) the Americas; (ii) EMEA; and (iii) APAC—and generally base revenue by geographic region on the bill-to location of the customer.


	Three Months Ended								Six Months Ended
	June 30, 2024			% Change		July 2, 2023			June 30, 2024			% Change		July 2, 2023
	(In thousands, except percentage data)
Americas	$	65,294		(16.4)	%	$	78,136		$	122,463		(9.1)	%	$	134,768
Percentage of revenue	51.2		%			67.9		%	48.7		%			59.6		%
EMEA	56,827			83.6	%	30,958			118,207			48.8	%	79,430
Percentage of revenue	44.6		%			26.9		%	47.0		%			35.1		%
APAC	5,326			(11.0)	%	5,982			10,977			(7.6)	%	11,882
Percentage of revenue	4.3		%			5.2		%	4.4		%			5.3		%
Total revenue	$	127,447		10.8	%	$	115,076		$	251,647		11.3	%	$	226,080

Revenue by classification is as follows:


	Three Months Ended						Six Months Ended
	June 30, 2024		% Change		July 2, 2023		June 30, 2024		% Change		July 2, 2023
	(In thousands, except percentage data)
Product revenue	$	67,186	3.8	%	$	64,749	$	134,679	2.2	%	$	131,809
Service revenue	60,261		19.7	%	50,327		116,968		24.1	%	94,271
Total revenue	$	127,447	10.8	%	$	115,076	$	251,647	11.3	%	$	226,080

Product revenue increased by $2.4 million, or 3.8%, and $2.9 million, or 2.2%, for the three and six months ended June 30, 2024 compared to the prior year periods, respectively, primarily driven by an increase in product shipments in EMEA due to stronger customer demand, partially offset by the decrease in product sales in the Americas and APAC due to seasonality and a reduction in average selling prices (“ASPs”) of our products as we increased promotional activities to stimulate household acquisition and subscriber growth. The increase in product revenue was also attributable to lower sales returns which are partially offset by higher sales incentives that are deemed to be reductions of revenue.

Service revenue increased in all regions by $9.9 million, or 19.7%, and $22.7 million, or 24.1%, for the three and six months ended June 30, 2024 compared to the prior year periods, respectively, primarily due to a 73.9% increase in cumulative paid accounts.

Cost of Revenue

Cost of revenue consists of both product costs and service costs. Product costs primarily consist of the cost of finished products from our third-party manufacturers and overhead costs, including personnel expense for operation staff, purchasing, product planning, inventory control, warehousing and distribution logistics, third-party software licensing fees, inbound freight, IT and facilities overhead, warranty costs associated with returned goods, write-downs for excess and obsolete inventory and excess components, and royalties to third parties. Service costs consist of costs attributable to the provision and maintenance of our cloud-based platform, including personnel, storage, security and computing, IT and facilities overhead.

Our cost of revenue as a percentage of revenue can vary based upon a number of factors, including those that may affect our revenue set forth above and factors that may affect our cost of revenue, including, without limitation, product mix, sales channel mix, registered accounts’ acceptance of paid subscription service offerings, and changes in our cost of goods sold due to fluctuations in prices paid for components, net of vendor rebates, cloud platform costs, warranty and

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overhead costs, inbound freight and duty costs, and charges for excess or obsolete inventory. We outsource our manufacturing, warehousing, and distribution logistics. We also outsource certain components of the required infrastructure to support our cloud-based back-end IT infrastructure. We believe this outsourcing strategy allows us to better manage our product and service costs and gross margin and allows us to adapt to changing market dynamics and supply chain constraints.


	Three Months Ended						Six Months Ended
	June 30, 2024		% Change		July 2, 2023		June 30, 2024		% Change		July 2, 2023
	(In thousands, except percentage data)
Cost of revenue:
Products	$	66,036	9.2	%	$	60,446	$	129,260	3.8	%	$	124,487
Services	14,557		14.0	%	12,772		28,153		14.8	%	24,518
Total cost of revenue	$	80,593	10.1	%	$	73,218	$	157,413	5.6	%	$	149,005

Product cost of revenue increased 9.2% and 3.8% for the three and six months ended June 30, 2024, respectively, compared to the prior year periods, primarily due to an increase in product shipments, partially offset by decreases in product warranty reserves and inventory reserves.

Service cost of revenue increased 14.0% and 14.8% for the three and six months ended June 30, 2024, respectively, compared to the prior year periods, primarily due to service revenue growth as a result of the increase in cumulative paid accounts, partially offset by cost optimizations.

Gross Profit


	Three Months Ended								Six Months Ended
	June 30, 2024			% Change		July 2, 2023			June 30, 2024			% Change		July 2, 2023
	(In thousands, except percentage data)
Gross profit:
Products	$	1,150		(73.3)	%	$	4,303		$	5,419		(26.0)	%	$	7,322
Services	45,704			21.7	%	37,555			88,815			27.3	%	69,753
Total gross profit	$	46,854		11.9	%	$	41,858		$	94,234		22.3	%	$	77,075
Gross margin percentage:
Products	1.7		%			6.6		%	4.0		%			5.6		%
Services	75.8		%			74.6		%	75.9		%			74.0		%
Total gross margin	36.8		%			36.4		%	37.4		%			34.1		%

Product gross profit decreased $3.2 million and $1.9 million for the three and six months ended June 30, 2024, respectively, compared to the prior year periods, primarily driven by a red

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