Quarterly report pursuant to Section 13 or 15(d)

RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

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RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
9 Months Ended
Dec. 31, 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 December 31, 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 December 31, 2022 is as follows:
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)

December 31, 2022
As previously reported Restatement adjustments Reference As restated
Assets
Current assets:
Cash and cash equivalents $ 26,028  $ —  $ 26,028 
Restricted cash 219  —  219 
Accounts receivable, net of allowance for credit losses of $219
72,911  —  72,911 
Manufacturing inventories 32,402  —  32,402 
Service parts inventories 25,822  —  25,822 
Prepaid expenses 7,198  —  7,198 
Other current assets 7,489  —  7,489 
Total current assets 172,069  —  172,069 
Property and equipment, net 16,794  —  16,794 
Intangible assets, net 6,497  —  6,497 
Goodwill 12,969  —  12,969 
Right-of-use assets, net 10,468  —  10,468 
Other long-term assets 13,600  —  13,600 
Total assets $ 232,397  $ —  $ 232,397 
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable $ 41,788  $ —  $ 41,788 
Accrued compensation 15,527  —  15,527 
Deferred revenue, current portion 72,669  (1,793) (a) 70,876 
Term debt, current portion 5,000  —  5,000 
Warrant liabilities —  7,559  (b) 7,559 
Other accrued liabilities 15,852  —  15,852 
Total current liabilities 150,836  5,766  156,602 
Deferred revenue, net of current portion 41,076  (4,856) 36,220 
Revolving credit facility 27,736  —  27,736 
Term debt, net of current portion 67,306  —  67,306 
Operating lease liabilities 10,346  —  10,346 
Other long-term liabilities 12,150  —  12,150 
Total liabilities 309,450  910  310,360 
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; 93,144 shares issued and outstanding
932  —  932 
Additional paid-in capital 719,769  (20,233) (b) 699,536 
Accumulated deficit (795,237) 19,323  (a) (b) (775,914)
Accumulated other comprehensive loss (2,517) —  (2,517)
Total stockholders' deficit (77,053) (910) (77,963)
Total liabilities and stockholders' deficit $ 232,397  $ —  $ 232,397 
QUANTUM CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share amounts)

Three Months Ended
December 31, 2022
As previously reported Adjustments Reference As restated
Revenue
Product $ 75,420  $ 2,074  (a) $ 77,494 
Service and subscription 32,950  205  (a) 33,155 
Royalty 2,826  —  2,826 
Total revenue 111,196  2,279  113,475 
Cost of revenue
Product 58,528  —  58,528 
Service and subscription 12,379  —  12,379 
Total cost of revenue 70,907  —  70,907 
Gross profit 40,289  2,279  42,568 
Operating expenses
Sales and marketing 16,339  —  16,339 
General and administrative 10,969  —  10,969 
Research and development 11,254  —  11,254 
Restructuring charges (41) —  (41)
Total operating expenses 38,521  —  38,521 
Income from operations 1,768  2,279  4,047 
Other expense, net (544) —  (544)
Interest expense (2,701) —  (2,701)
Change in fair value of warrant liability —  (b)
Net income (loss) before income taxes (1,477) 2,283  806 
Income tax provision 693  —  693 
Net income (loss) $ (2,170) $ 2,283  $ 113 
 
Net income (loss) per share - basic $ (0.02) $ 0.02  $ 0.00 
Net income (loss) per share - diluted $ (0.02) $ 0.02  $ 0.00 
Weighted average shares - basic 92,752  92,752  92,752 
Weighted average shares - diluted 92,752  92,752  92,752 
Net income (loss) $ (2,170) $ 2,283  $ 113 
Foreign currency translation adjustments, net 1,480  —  1,480 
Total comprehensive income (loss) $ (690) $ 2,283  $ 1,593 
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Nine Months Ended December 31, 2022
As previously reported Restatement adjustments Reference As restated
Operating activities
Net income (loss)
$ (24,334) $ 16,144  (a) (b) $ (8,190)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization 7,235  —  7,235 
Amortization of debt issuance costs 1,201  —  1,201 
Long-term debt related costs 992  —  992 
Provision for manufacturing and service inventories 11,334  —  11,334 
Stock-based compensation 8,340  —  8,340 
Change in fair value of warrant liabilities —  (10,678) (b) (10,678)
Unrealized foreign exchange (gain) loss, net of income taxes (1,134) —  (1,134)
Other non-cash (2,059) —  (2,059)
Changes in assets and liabilities, net of effect of acquisitions:
Accounts receivable (3,367) —  (3,367)
Manufacturing inventories (9,352) —  (9,352)
Service parts inventories (2,671) —  (2,671)
Accounts payable 7,015  —  7,015 
Prepaid expenses 654  —  654 
Deferred revenue (14,351) (5,466) (a) (19,817)
Accrued restructuring charges 130  —  130 
Accrued compensation (614) —  (614)
Other assets (1,455) —  (1,455)
Other liabilities 2,840  —  2,840 
Net cash used in operating activities
(19,596) —  (19,596)
Investing activities
Purchases of property and equipment (10,644) —  (10,644)
Business acquisitions (2,000) —  (2,000)
Net cash used in investing activities
(12,644) —  (12,644)
Financing activities  
Borrowings of long-term debt, net of debt issuance costs —  —  — 
Repayments of long-term debt (23,346) —  (23,346)
Borrowings of credit facility 363,103  —  363,103 
Repayments of credit facility (353,502) —  (353,502)
Proceeds from issuance of common stock 66,718  —  66,718 
Net cash provided by financing activities 52,973  —  52,973 
Effect of exchange rate changes on cash and cash equivalents 21  —  21 
Net change in cash, cash equivalents, and restricted cash 20,754  —  20,754 
Cash, cash equivalents, and restricted cash at beginning of period 5,493  —  5,493 
Cash, cash equivalents, and restricted cash at end of period $ 26,247  $ —  $ 26,247 
Supplemental disclosure of cash flow information
Cash paid for interest $ 6,270  $ —  $ 6,270 
Cash paid for income taxes, net of refunds $ 837  $ —  $ 837 
Non-cash transactions
Purchases of property and equipment included in accounts payable $ 1,198  $ —  $ 1,198 
Transfer of manufacturing inventory to services inventory $ 2,308  $ —  $ 2,308 
Transfer of manufacturing inventory to property and equipment $ 264  $ —  $ 264 
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 $ 26,028  $ —  $ 26,028 
Restricted cash, current 219  —  219 
Total cash, cash equivalents and restricted cash at the end of period $ 26,247  $ —  $ 26,247 
QUANTUM CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
(in thousands)


Common Stock Additional
Paid-in Capital
Accumulated Deficit Accumulated Other Comprehensive Loss Total Stockholders' Deficit
Three Months Ended Shares Amount
Balance, September 30, 2022 92,158  $ 922  $ 696,567  $ (776,027) $ (3,997) $ (82,535)
Activity, As Reported 986  10  2,969  (2,170) 1,480  2,289 
   Adjustments —  —  —  2,283  —  2,283 
Balance, December 31, 2022 93,144  $ 932  $ 699,536  $ (775,914) $ (2,517) $ (77,963)


Nine Months Ended
Balance, March 31, 2022, As Restated 60,433  $ 605  $ 624,805  $ (767,724) $ (1,423) $ (143,737)
Activity, As Reported 32,711  327  74,731  (24,334) (1,094) 49,630 
   Adjustments —  —  —  16,144  —  16,144 
Balance, December 31, 2022 93,144  $ 932  $ 699,536  $ (775,914) $ (2,517) $ (77,963)