Quarterly report pursuant to Section 13 or 15(d)

RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

v3.24.2.u1
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
 6 Months Ended
Sep. 30, 2023
Accounting Changes and Error Corrections [Abstract]  
Restatement of Previously Issued Financial Statements RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
As described in Note 1: Description of Business and Significant Accounting Policies, and as further described below, in November 2023, the Company determined that it was necessary to re-evaluate its application of standalone selling price under Topic 606. The Company concluded that its application of Topic 606 related to standalone selling price was inconsistent with the generally accepted application of the guidance. The Company’s management reperformed the determination of standalone selling price with the support of external advisors, and the resulting calculations have been applied to the revenue allocations in the fiscal years ended March 31, 2024, March 31, 2023 and March 31, 2022. The Company additionally identified contractual terms contained within outstanding warrant agreements issued to its prior and current lenders in 2018, 2020 and 2023, which required further evaluation under Topic 815. After consulting with external advisors and completing an extensive review process, management concluded that the classification of warrants as equity was not consistent with Topic 815 and has restated them as a liability. This also resulted in the requirement to account for the change in the fair value of the warrants through the Statement of Operations. As a result of these errors, the Company is restating the financial statements for the quarter ended September 30, 2022.
The nature of the restatement adjustments and their impact on previously reported consolidated financial statements is as follows:
The nature of the restatement adjustments are as follows:
a.Application of Topic 606 related to standalone selling price - The Company historically used invoice price as the standalone selling price for all goods and services. This was partly because of the high level of customization for each product sold and because the pricing for individual performance obligations is highly variable. Standalone selling price has now been established for all goods and services sold in a bundled
contract using the adjusted market assessment approach or the cost plus a reasonable margin approach and maximizing the use of observable inputs.
b.Application of Topic 815 related to classification of outstanding warrants - The Company inappropriately classified the warrants issued in 2018, 2020 and 2023 as equity.

The net impact of the restatement on our quarterly and year-to-date unaudited condensed financial statements for the quarter ended September 30, 2022 is as follows:
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)

September 30, 2022
As previously reported Restatement adjustments Reference As restated
Assets
Current assets:
Cash and cash equivalents $ 25,698  $ —  $ 25,698 
Restricted cash 223  —  223 
Accounts receivable, net of allowance for credit losses of $195
 61,309  —  61,309 
Manufacturing inventories 23,671  —  23,671 
Service parts inventories 25,458  —  25,458 
Prepaid expenses 9,241  —  9,241 
Other current assets 4,839  —  4,839 
Total current assets 150,439  —  150,439 
Property and equipment, net 15,973  —  15,973 
Intangible assets, net 7,245  —  7,245 
Goodwill 12,969  —  12,969 
Right-of-use assets, net 10,579  —  10,579 
Other long-term assets 12,477  —  12,477 
Total assets $ 209,682  $ —  $ 209,682 
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable $ 34,263  $ —  $ 34,263 
Accrued compensation 13,192  —  13,192 
Deferred revenue, current portion 70,184  (685) (a) 69,499 
Term debt, current portion 5,000  —  5,000 
Warrant liabilities —  7,563  (b) 7,563 
Other accrued liabilities 14,502  —  14,502 
Total current liabilities 137,141  6,878  144,019 
Deferred revenue, net of current portion 40,165  (3,685) 36,480 
Revolving credit facility 21,500  —  21,500 
Term debt, net of current portion 68,250  —  68,250 
Operating lease liabilities 10,315  —  10,315 
Other long-term liabilities 11,653  —  11,653 
Total liabilities 289,024  3,193  292,217 
Stockholders’ deficit
Preferred stock:
Preferred stock, 20,000 shares authorized; no shares issued
 —  —  — 
Common stock:
Common stock, $0.01 par value; 225,000 shares authorized; 92,158 shares issued and outstanding
 922  —  922 
Additional paid-in capital 716,800  (20,233) (b) 696,567 
Accumulated deficit (793,067) 17,040  (a) (b) (776,027)
Accumulated other comprehensive loss (3,997) —  (3,997)
Total stockholders' deficit (79,342) (3,193) (82,535)
Total liabilities and stockholders' deficit $ 209,682  $ —  $ 209,682 
QUANTUM CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share amounts)
Three Months Ended
September 30, 2022
As previously reported Adjustments Reference As restated
Revenue
Product $ 62,967  $ 1,143  (a) $ 64,110 
Service and subscription 32,692  285  (a) 32,977 
Royalty 3,478  —  3,478 
Total revenue 99,137  1,428  100,565 
Cost of revenue
Product 56,561  —  56,561 
Service and subscription 14,745  —  14,745 
Total cost of revenue 71,306  —  71,306 
Gross profit 27,831  1,428  29,259 
Operating expenses
Sales and marketing 15,593  —  15,593 
General and administrative 11,940  —  11,940 
Research and development 10,546  —  10,546 
Restructuring charges 921  —  921 
Total operating expenses 39,000  —  39,000 
Income (loss) from operations (11,169) 1,428  (9,741)
Other income, net 2,431  —  2,431 
Interest expense (2,745) —  (2,745)
Change in fair value of warrant liability —  3,092  (b) 3,092 
Loss on debt extinguishment, net —  —  — 
Net income (loss) before income taxes (11,483) 4,520  (6,963)
Income tax provision 461  —  461 
Net income (loss) $ (11,944) $ 4,520  $ (7,424)
Deemed dividend on warrants —  —  — 
Net income (loss) attributable to common stockholders $ (11,944) $ 4,520  $ (7,424)
 
Net income (loss) per share attributable to common stockholders - basic and diluted $ (0.13) $ 0.05  $ (0.08)
Net income (loss) per share attributable to common stockholders - basic and diluted $ (0.13) $ 0.03  $ (0.10)
Weighted average shares - basic and diluted 91,550  91,550  91,550 
Weighted average shares - basic and diluted 91,550  92,773  92,773 
Net income (loss) attributable to common stockholders $ (11,944) $ 4,520  $ (7,424)
Foreign currency translation adjustments, net (1,298) —  (1,298)
Total comprehensive income (loss) $ (13,242) $ 4,520  $ (8,722)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Six Months Ended September 30, 2022
As previously reported Restatement adjustments Reference As restated
Operating activities
Net income (loss)
 $ (22,164) $ 13,861  (a) (b) $ (8,303)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization 5,133  —  5,133 
Amortization of debt issuance costs 768  —  768 
Long-term debt related costs 992  —  992 
Provision for manufacturing and service inventories 9,946  —  9,946 
Gain on PPP loan extinguishment —  —  — 
Stock-based compensation 5,357  —  5,357 
Change in fair value of warrant liabilities —  (10,675) (b) (10,675)
Other non-cash (2,918) —  (2,918)
Changes in assets and liabilities, net of effect of acquisitions:
Accounts receivable 8,264  —  8,264 
Manufacturing inventories 416  —  416 
Service parts inventories (1,971) —  (1,971)
Accounts payable 293  —  293 
Prepaid expenses (1,208) —  (1,208)
Deferred revenue (17,747) (3,186) (a) (20,933)
Accrued restructuring charges 115  —  115 
Accrued compensation (2,949) —  (2,949)
Other assets (835) —  (835)
Other liabilities 573  —  573 
Net cash used in operating activities
 (17,935) —  (17,935)
Investing activities
Purchases of property and equipment (7,795) —  (7,795)
Business acquisitions (2,000) —  (2,000)
Net cash used in investing activities
 (9,795) —  (9,795)
Financing activities  
Borrowings of long-term debt, net of debt issuance costs —  —  — 
Repayments of long-term debt (22,096) —  (22,096)
Borrowings of credit facility 229,605  —  229,605 
Repayments of credit facility (226,240) —  (226,240)
Proceeds from issuance of common stock 66,723  —  66,723 
Net cash provided by financing activities 47,992  —  47,992 
Effect of exchange rate changes on cash and cash equivalents 166  —  166 
Net change in cash, cash equivalents, and restricted cash 20,428  —  20,428 
Cash, cash equivalents, and restricted cash at beginning of period 5,493  —  5,493 
Cash, cash equivalents, and restricted cash at end of period $ 25,921  $ —  $ 25,921 
Supplemental disclosure of cash flow information
Cash paid for interest $ 4,114  $ —  $ 4,114 
Cash paid for income taxes, net of refunds $ 465  $ —  $ 465 
Non-cash transactions
Purchases of property and equipment included in accounts payable $ 548  $ —  $ 548 
Transfer of manufacturing inventory to services inventory $ 1,905  $ —  $ 1,905 
Transfer of manufacturing inventory to property and equipment $ 279  $ —  $ 279 
Paid-in-kind interest $ 319  $ —  $ 319 
Deemed dividend $ 389  $ (389) (b) $ — 
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the statement of cash flows:
Cash and cash equivalents $ 25,698  $ —  $ 25,698 
Restricted cash, current 223  —  223 
Total cash, cash equivalents and restricted cash at the end of period $ 25,921  $ —  $ 25,921 
Common Stock Additional
Paid-in Capital		 Accumulated Deficit Accumulated Other Comprehensive Loss Total Stockholders' Deficit
Three Months Ended Shares Amount
Balance, June 30, 2022, As Restated 90,606  $ 907  $ 693,896  $ (768,603) $ (2,699) $ (76,499)
Activity, As Reported 1,552  15  2,671  (11,944) (1,298) (10,556)
   Adjustments —  —  —  4,520  —  4,520 
Balance, September 30, 2022 92,158  $ 922  $ 696,567  $ (776,027) $ (3,997) $ (82,535)


Six Months Ended
Balance, March 31, 2022, As restated 60,433  $ 605  $ 624,805  $ (767,724) $ (1,423) $ (143,737)
Activity, As Reported 31,725  317  71,762  (22,164) (2,574) 47,341 
   Adjustments —  —  —  13,861  —  13,861 
Balance, September 30, 2022 92,158  $ 922  $ 696,567  $ (776,027) $ (3,997) $ (82,535)