Synaptics Incorporated

08/10/2026 | Press release | Distributed by Public on 08/10/2026 15:26

Annual Report for Fiscal Year Ending June 27, 2026 (Form 10-K)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward-Looking Statements and Factors That May Affect Results
You should read the following discussion and analysis in conjunction with our financial statements and related notes contained elsewhere in this report. This discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those set forth elsewhere in this report and under "Part I - Item 1A. Risk Factors."
Introduction
In this section, we discuss the results of our operations and changes in financial condition for fiscal 2026 compared to fiscal 2025. Discussions of our fiscal 2024 items and year-to-year comparisons between our fiscal 2025 and 2024 that are not included in this Annual Report can be found in "Part II - Item 7. Management's Discussion and Analysis of Financial Conditions and Results of Operations" in our fiscal 2025 Annual Report on Form 10-K for the fiscal year ended June 28, 2025.
Overview
We design and deliver AI-native edge solutions that bring AI closer to end users and transform how we engage with intelligent, connected devices, whether at home, at work, or on the move. We are a strategic partner for many global OEMs, offering standard and custom silicon and software platforms for Edge AI, Physical AI, wireless connectivity and human interface technologies. Our Synaptics Astra™ family of processors and wireless solutions combine embedded compute, connectivity, and multimodal sensing to support intuitive, secure, and seamless experiences. Our touch, biometrics, AI-enabled wireless connectivity, video, vision, audio, and speech processing solutions support the next generation of intelligent devices that enhance how people live, work and interact with technology.
In fiscal 2026, we achieved revenue growth with net revenue increasing 11.4% to $1,197.2 million compared to $1,074.3 million in fiscal 2025. The growth was primarily driven by an increase in net revenue in our Core IoT product applications. Net revenue from Core IoT was $389.7 million, increasing 43.1% compared to $272.4 million a year ago, and included the contribution from our Broadcom transaction. This growth was fueled primarily by an increase in units sold coupled with an increase in average selling prices due to our product sales mix. Enterprise and Automotive net revenue was $641.1 million, increasing 5.1% compared to $610.1 million a year ago. The increase was primarily driven by higher unit sales, a better product mix, and increased license revenue from certain of our IP. Mobile net revenue was $166.4 million, decreasing 13.2% compared to $191.8 million a year ago, primarily due to lower average selling prices and a decrease in license revenue from certain of our IP.
Cash and cash equivalents at the end of fiscal 2026 and 2025 totaled $442.5 million and $391.5 million, respectively. During fiscal 2026, we returned $92.7 million to shareholders through repurchase of approximately 1.3 million shares under the share repurchase program.
Pending Merger with ON Semiconductor Corporation
On June 25, 2026, we entered into the Merger Agreement, by and among Synaptics, onsemi and Merger Sub, pursuant to which the Merger will be effected, with Synaptics surviving as a wholly-owned subsidiary of onsemi. Subject to the terms and conditions set forth in the Merger Agreement, at the Effective Time, by virtue of the Merger, each share of Synaptics common stock outstanding immediately prior to the Effective Time, subject to limited exceptions in the Merger Agreement, will be converted into the right to receive 1.350 validly issued, fully paid and non-assessable shares of common stock of onsemi. No fractional shares of onsemi common stock will be issued in connection with the Merger. Instead, any Synaptics stockholder who would otherwise be entitled to receive a fractional share of onsemi common stock will instead receive a cash payment (without interest) equal to such fraction multiplied by the "Average Parent Stock Price," which is defined in the Merger Agreement as the average of the volume-weighted average trading prices per share of onsemi common stock on the Nasdaq Global Select Market on each of the five consecutive trading days ending on (and including) the trading day that is three trading days prior to the closing date (as reported by Bloomberg L.P. or another authoritative source mutually selected by the parties). The transaction is expected to close in mid-2027, subject to customary closing conditions, including approval by Synaptics stockholders and the receipt of required regulatory approvals.
Trends and Uncertainties
Current Economic Conditions
As a global company, we are exposed to and impacted by global macroeconomic factors and geopolitical conditions including military conflicts (such as the ongoing conflict involving the United States, Israel, Iran and other countries in the Middle East and beyond), U.S. and foreign government policies, inflation, tariffs, interest rates, foreign exchange fluctuations, potential economic slowdowns, and evolving trade regulations and sanctions. These factors may affect our operating environment, costs and financial results.
The ongoing conflict in the Middle East has increased geopolitical tensions, including sanctions and restrictions affecting key transportation routes such as the Strait of Hormuz, contributing to volatility in global energy prices. As a result, we may experience disruptions to transportation routes and supply chains, including those involving third-party vendors, as well as higher transportation and logistics costs and broader inflationary pressures, which could adversely affect our revenue and gross margin. The extent and duration of these impacts remain uncertain, and further escalation and continued duration could materially and adversely affect our business and financial results.
Given that a significant portion of our sales and supply chain, including outsourced manufacturing, assembly and test operations, occurs outside of the United States, we are also exposed to, and impacted by, changes in international trade policies, particularly increased tariffs and other barriers or restrictions on trade between the United States and other countries, including China. Based on our current import and export practices, we believe our direct tariff exposure remains limited. However, some of our customers and suppliers may be affected depending on their own supply chain strategies and sourcing locations. We continue to monitor for any potential customer and supplier impacts, ranging from supply chain adjustments to changes in end demand. While the broader implications of these activities remain uncertain, based on our current lead times and order activity, we have not observed material changes in order patterns or timing due to tariffs, the ongoing conflict in the Middle East, or related geopolitical developments that would be likely to impact our near-term financial performance. We will continue to assess the potential short- and long-term effects of these developments on our financial and operational performance.
Industry Conditions
The continuing constrained availability and elevated pricing of certain memory components across the broader electronics supply chain have, at times, influenced the timing of orders for certain products, particularly for smaller customers. These conditions did not have a material impact on our results of operations during fiscal 2026; however, limited visibility into future availability, timing, increased associated costs, and the potential for these conditions to persist, could affect customer development timelines, purchasing behavior, production schedules, booking patterns, and the timing or visibility of orders in future periods. We continue to monitor these conditions and their potential impact on customer demand and ordering behavior.
Results of Operations
The following sets forth certain of our consolidated statements of operations data for fiscal 2026 and 2025 along with comparative information regarding the absolute and percentage changes in these amounts (in millions, except percentages):
2026 % of net sales 2025 % of net sales
Enterprise and Automotive product applications $ 641.1 53.5 % $ 610.1 56.8 %
Core IoT product applications 389.7 32.6 % 272.4 25.4 %
Mobile product applications 166.4 13.9 % 191.8 17.8 %
Net revenue 1,197.2 100.0 % 1,074.3 100.0 %
Gross margin 535.4 44.7 % 480.4 44.7 %
Operating expenses:
Research and development 381.8 31.9 % 346.8 32.3 %
Selling, general and administrative 198.3 16.6 % 180.3 16.8 %
Acquired intangibles amortization 12.3 1.0 % 16.7 1.5 %
Intangible asset impairment charge 6.8 0.6 % 13.8 1.3 %
Restructuring costs 3.3 0.3 % 16.9 1.6 %
Total operating expenses 602.5 50.4 % 574.5 53.5 %
Operating loss (67.1) (5.7 %) (94.1) (8.8 %)
Interest and other income, net 11.1 0.9 % 26.9 2.5 %
Interest expense (23.4) (2.0 %) (39.8) (3.7 %)
Loss on early extinguishment of debt - - % (6.5) (0.6 %)
Loss before provision (benefit) for income taxes (79.4) (6.7 %) (113.5) (10.6 %)
Provision (benefit) for income taxes 411.4 34.3 % (65.7) (6.2 %)
Net loss $ (490.8) (41.0) % $ (47.8) (4.4) %
Percentages may not reconcile due to rounding.
Fiscal 2026 Compared with Fiscal 2025
Net Revenue.
Net revenue was $1,197.2 million for fiscal 2026 compared with $1,074.3 million for fiscal 2025, an increase of $122.9 million, or 11.4%. Of this net revenue, $641.1 million, or 53.5%, was from Enterprise and Automotive product applications, $389.7 million, or 32.6%, was from the Core IoT product applications market and $166.4 million, or 13.9%, was from the Mobile product applications market. Revenue increased in most of our product applications in fiscal 2026. Net revenue from Enterprise and Automotive product applications increased $31.0 million, primarily driven by higher unit sales (1.9%), a better product mix, and increased license revenue from certain of our IP. Net revenue from Core IoT product applications increased $117.3 million, driven by an increase in units sold (25.8%) and an increase in average selling prices (8.0%) due to our product sales mix compared to the same period a year ago, inclusive of the contribution from the Broadcom transaction. Net revenue from Mobile product applications decreased primarily due to a decrease in average selling prices (8.1%) and lower license revenue from certain of our IP.
Gross Margin.
Gross margin as a percentage of net revenue remained flat at 44.7% in fiscal 2026 and fiscal 2025. Because we sell our technology solutions in designs that are generally unique or specific to an OEM customer's application, gross margin varies on a product-by-product basis, making our cumulative gross margin a blend of our product specific designs. As a fabless manufacturer, our gross margin percentage is generally not materially impacted by our shipment volume.
Operating Expenses.
Research and Development Expenses. Research and development expenses increased $35.0 million, to $381.8 million, for fiscal 2026 compared with $346.8 million in fiscal 2025. The increase in research and development expenses primarily reflected an $18 million increase in share-based compensation primarily driven by the charges related to the awards granted to the Broadcom employees onboarded during the third quarter of fiscal 2025, a $10.6 million increase in personnel-related costs, and a $3.9 million increase in project specific costs.
Selling, General and Administrative Expenses. Selling, general and administrative expenses increased by $18.0 million, to $198.3 million, for fiscal 2026 compared with $180.3 million in fiscal 2025. The increase in selling, general and administrative expenses primarily reflected a $15.6 million increase in share-based compensation primarily attributable to forfeitures associated with the departures of certain executives in the third quarter of fiscal 2025, which did not recur in fiscal 2026, and $10.9 million in professional service fees primarily related to the pending merger with onsemi. Selling, general and administrative expenses in fiscal 2025 included professional service fees of $3.3 million related to the Broadcom transaction we executed in the third quarter of fiscal 2025 and a $4.5 million unfavorable impact from exchange rates on foreign currencies recorded in fiscal 2025, which did not recur in fiscal 2026.
Acquired Intangibles Amortization. Acquired intangibles amortization reflects the amortization of intangibles acquired through recent acquisitions. See "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 7. Goodwill and Acquired Intangible Assets."
Intangible asset impairment charge. Intangible asset impairment reflects the impairment of certain indefinite-lived intangible assets. See "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 7. Goodwill and Acquired Intangible Assets."
Restructuring Costs. Restructuring costs primarily reflect employee severance costs and facilities consolidation costs related to the restructuring action we executed in fiscal 2026 and 2025. These headcount-related costs included personnel in operations, research and development and selling, general and administrative functions. Restructuring costs incurred in fiscal 2026 and 2025 were $3.3 million and $16.9 million, respectively. See "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 19. Restructuring Activities."
Non-Operating Income.
Interest and Other Income, net. Interest and other income decreased by $15.8 million, to $11.1 million, in fiscal 2026 compared with $26.9 million in fiscal 2025. The decrease was primarily driven by a decrease in interest income of $13.2 million due to the overall reduction in invested cash balances following the early repayment of our incremental term loan facility, which was scheduled to mature in December 2028 ("Term Loan Facility"), in November 2024 and the cash paid for the Broadcom acquisition in January 2025. The decrease also included an impairment charge of $5.0 million from a cost method investment during the fourth quarter of fiscal 2026, partially offset by miscellaneous other income of $2.3 million relating to a refund of amounts we paid previously to a third party recorded during the first quarter of fiscal 2026.
Interest Expense. Interest expense primarily includes interest on our debt and amortization of debt discount and issuance costs. Interest expense decreased by $16.4 million to $23.4 million during fiscal 2026 as compared to $39.8 million during fiscal 2025. The decrease was primarily driven by the early repayment of the Term Loan Facility in November 2024. During fiscal 2025, the interest expense on the Term Loan Facility was $18.7 million. The Term Loan Facility was repaid with the net proceeds received from the issuance of the 2031 Notes, which bears a significantly lower interest rate of 0.75%. See "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 8. Debt and Revolving Credit Facility."
Provision (Benefit) for Income Taxes. The provision (benefit) for income taxes of $411.4 million and $(65.7) million in fiscal 2026 and 2025, respectively, represented estimated federal, foreign and state income taxes. The effective tax rate for fiscal 2026 diverged from the combined U.S. federal and state statutory tax rate primarily due to a significant non-cash tax expense associated with the establishment of a full valuation allowance against our U.S. federal deferred tax assets. This expense was partially offset by the benefits from research and development tax credits and foreign-derived deduction eligible income. See "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 16. Income Taxes."
On July 4, 2025, the One Big Beautiful Bill Act, or OBBBA, was signed into law. The legislation includes a permanent extension and modification of certain provisions under the Tax Cuts and Jobs Act of 2017. Provisions effective for Synaptics beginning June 29, 2025, were reflected in the Company's income tax provision for fiscal 2026 and did not have a material impact on the effective tax rate or cash flows. We will continue to monitor forthcoming U.S. Treasury and Internal Revenue Service guidance related to OBBBA and assess potential implications for future reporting periods.
The Organization for Economic Co-operation and Development, or OECD, introduced Pillar Two model rules for a global minimum tax of 15% applicable to large multinational corporations. Many countries in which we have business operations, including the United Kingdom, Hong Kong, Switzerland, and Japan, have implemented certain aspects of Pillar Two. The OECD and the implementing countries are expected to continue issuing guidance and refining their laws. Based on the latest legislation, Pillar Two had immaterial impact on our effective tax rate or cash flows for fiscal 2026. We will continue to evaluate the potential impact of these developments as additional guidance is issued and further local enactments occur.
Liquidity and Capital Resources
Our cash and cash equivalents were $442.5 million as of the end of fiscal 2026 compared with $391.5 million as of the end of fiscal 2025, an increase of $51.0 million. The increase in cash and cash equivalents was driven by cash provided by operating activities of $149.4 million, partially offset by cash used in financing activities of $111.5 million primarily related to repurchases of our common stock during fiscal 2026.
We consider almost all earnings of our foreign subsidiaries as not indefinitely reinvested and have made appropriate provisions for income or withholding taxes that may result from a future repatriation of those earnings. As of the end of fiscal 2026, $254.8 million of cash and cash equivalents was held by our foreign subsidiaries. If these funds are needed for our operations in the United States, we will be able to repatriate these funds without a material impact on our provision for income taxes.
Cash Flows from Operating Activities. Operating activities during fiscal 2026 generated $149.4 million compared with $142.0 million net cash generated in fiscal 2025. In fiscal 2026, net cash provided by operating activities was primarily driven by our results of operations, adjusted for non-cash charges of $728.3 million primarily related to deferred taxes due to an establishment of valuation allowance against U.S. deferred tax assets, share-based compensation costs, and acquired intangible amortization, and net cash outflows of $88.1 million from changes in our operating assets and liabilities. The primary drivers of the change in operating assets and liabilities relate to a decrease of $30.9 million in other accrued liabilities primarily associated with customer related liabilities, an increase in inventories of $17.1 million, related to the availability of supply and the impact of variations between forecasted and actual demand, and an increase in accounts receivable of $33.7 million, primarily related to the timing of collections and billings.
Cash Flows from Investing Activities. Net cash provided by investing activities for fiscal 2026 was $13.0 million compared with cash used in investing activities of $297.9 million during fiscal 2025. Net cash provided by investing activities for fiscal 2026 primarily consisted of $61.0 million in proceeds from maturities of short-term investments which were not subsequently reinvested in short-term investments, partially offset by purchases of property and equipment of $48.0 million.
Cash Flows from Financing Activities. Net cash used in financing activities for fiscal 2026 was $111.5 million compared with $331.4 million used in financing activities for fiscal 2025. Net cash used in financing activities for fiscal 2026 primarily consisted of $92.7 million used to repurchase our common stock and $48.4 million used for payroll taxes in connection with the delivery of the underlying shares for share-based awards, partially offset by $17.2 million in proceeds from the issuance of our common shares primarily under our employee stock purchase plan and $14.0 million from the refund of a deposit previously paid to a vendor.
Liquidity
We have $350.0 million available under our revolving credit facility with a maturity date to be the earlier of November 2029 or three months prior to any maturity of our Senior Notes. No funds were drawn from this credit facility during fiscal 2026.
Our aggregate principal debt obligations were $850.0 million as of June 2026 and mature at various dates through December 2031.
The net carrying amount of our 2031 Notes, which have an aggregate principal balance of $450.0 million maturing in 2031, of $439.6 million is presented in the current portion of long-term debt in our consolidated balance sheets as of June 2026. During the fourth quarter of fiscal 2026, the last reported sale price per share of our common stock exceeded 130% of the conversion price for at least 20 trading days during the 30 consecutive trading days of the calendar quarter, which caused the 2031 Notes to be convertible by the holders for the calendar quarter ending September 30, 2026.
The net carrying amount of our Senior Notes, which have an aggregate principal balance of $400.0 million maturing in 2029, of $397.7 million is presented in long-term debt in our consolidated balance sheets as of June 2026.
See "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 8. Debt and Revolving Credit Facility."
Contractual Obligations and Commercial Commitments. For our operating lease obligations, see "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 9. Leases." For our purchase obligations, see "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 12. Commitments and Contingencies."
Working Capital Needs. We believe our existing cash and cash equivalents, anticipated cash flows from operating activities and available credit under our revolving credit facility will be sufficient to meet our working capital and other cash
requirements, and our debt service obligations for at least the next 12 months. Our future capital requirements will depend on many factors, including our revenue, the timing and extent of spending to support product development efforts, costs associated with restructuring activities net of projected savings from those activities, costs related to protecting our intellectual property, the expansion of sales and marketing activities, the timing of introduction of new products and enhancements to existing products, costs to ensure access to adequate manufacturing, costs of maintaining sufficient space for our workforce, the continuing market acceptance of our product solutions, our common stock repurchase program and the amount and timing of our investments in, or acquisitions of, other technologies or companies. Further equity or debt financing may not be available to us on acceptable terms. If sufficient funds are not available or are not available on acceptable terms, our ability to fund our future long-term working capital needs, take advantage of business opportunities or to respond to competitive pressures could be limited or severely constrained.
The undistributed earnings of our foreign subsidiaries are not currently required to meet our U.S. working capital and other cash requirements, but should we repatriate a portion of these earnings, we may be required to pay certain previously accrued state and foreign taxes, which would impact our cash flows.
Critical Accounting Estimates
Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). The preparation of our consolidated financial statements requires us to make estimates and judgments in applying our most critical accounting policies that can have a significant impact on the results we report in our consolidated financial statements.
The SEC has defined critical accounting estimates as those that are both most important to the portrayal of our financial condition and results and which require our most difficult, complex or subjective judgments or estimates. We evaluate our estimates on an on-going basis, including those related to our revenue, inventory valuation, business combinations, goodwill and income taxes. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the bases for making judgments about the carrying values of assets and liabilities. Although actual results have historically been reasonably consistent with our expectations, the actual results may differ from these estimates or our estimates may be affected by different assumptions or conditions.
We believe the following critical accounting estimates are the most significant to the presentation of our financial statements and require the most difficult, subjective and complex judgments.
Revenue Recognition
We recognize revenue upon the transfer of control of goods to our customers in an amount that reflects the consideration we expect to receive. Our pricing terms are negotiated independently with each customer on a stand-alone basis. In evaluating the transaction price, we assess whether it is subject to adjustment or refund, such as stock rotation rights, price protection or volume-based incentives, and we estimate the resulting variable consideration accordingly. Although such arrangements occur in limited circumstances, they require judgment to determine the net consideration to which we expect to be entitled. We estimate variable consideration based on historical data and experience with returns, rebates and credits. We believe these amounts to be immaterial to total revenue and do not anticipate significant changes to our estimates. This estimate qualifies as a critical accounting estimate due to the subjective judgments required to assess variable consideration and the potential impact on revenue recognition timing and amount, even if the current magnitude of such estimates is limited.
Inventory Valuation
We value inventory at standard cost, adjusted to approximate the lower of actual cost and estimated net realizable value using assumptions about future demand and market conditions. In determining excess or obsolescence reserves for our products, we consider assumptions such as changes in business and economic conditions, other-than-temporary decreases in demand for our products and changes in customer requirements. In determining the lower of cost and net realizable value of our inventories, we consider assumptions such as recent historical sales activity and selling prices, as well as estimates of future selling prices.
We fully reserve for inventories and non-cancellable purchase orders for inventory deemed obsolete. We perform periodic reviews of inventory items to identify excess inventories on hand by comparing on-hand balances and non-cancellable purchase orders to anticipated usage based on recent historical activity as well as anticipated or forecasted demand. We also record a charge to cost of revenue for estimated losses for inventory we are obligated to purchase from our contract manufacturers when such losses become probable from customer delays, order cancellations or other factors.
The following factors influence our estimates: changes to, or cancellations of, customer orders, unexpected or sudden decline in demand, rapid product improvements, technological advances and termination or changes by our OEM customers of any product offerings incorporating our product solutions. Our reserves contain uncertainties because the calculation requires us to make assumptions and to apply judgment regarding historical experience, market conditions and technological obsolescence. Overall, our estimates of inventory carrying value adjustments have been materially consistent with actual results. Due to the subjective inputs and forward-looking assumptions, this estimate qualifies as a critical accounting estimate with potential impact on gross margin and inventory-related balances.
Business Combinations
Accounting for a business combination requires us to estimate the fair value of consideration paid and the individual assets acquired and liabilities assumed, which involves a number of judgments, assumptions and estimates that could materially affect the amount and timing of costs recognized in subsequent periods. We typically obtain independent third-party valuation studies to assist us in determining fair values, including assistance in estimating future cash flows, discount rates and comparable market values. Items involving significant assumptions, estimates and judgments include the following:
•Fair value of consideration paid or transferred and
•Intangible assets, including valuation methodology such as the income approach that includes the use of a discounted cash flow model, estimates of future revenues and costs, discount and royalty rates.
We estimate the fair value of assets acquired and liabilities assumed based upon assumptions we believe to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Estimates associated with the accounting for acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed. Due to the subjectivity and reliance on forward-looking inputs, these acquisition-related estimates qualify as critical accounting estimates.
Impairment of Long-Lived Assets and Intangible Assets
We assess the impairment of long-lived assets and definite-lived intangible assets whenever events or changes in circumstances indicate that the carrying amount of long-lived assets may not be recoverable. We assess the impairment of indefinite-lived intangible assets annually, and more frequently, if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Circumstances which could trigger a review include, but are not limited to the following:
•Significant decreases in the market price of the asset;
•Significant adverse changes in the business climate or legal factors;
•Accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset;
•Current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and
•Current expectation that the asset will more likely than not be sold or disposed of significantly before the end of its estimated useful life.
Whenever events or changes in circumstances suggest that the carrying amount of long-lived assets and intangible assets may not be recoverable, we estimate the future cash flows, undiscounted and without interest charges, expected to be generated by the asset from its use or eventual disposition. If the sum of the expected undiscounted future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets. Significant management judgment is required in the forecasts of future operating results that are used in the discounted cash flow method of valuation. These significant judgments may include future expected revenue, expenses, capital expenditures and other costs, discount rates and whether or not alternative uses are available for impacted long-lived assets.
Income Taxes
We estimate our income taxes in each of the jurisdictions in which we operate. The determination of our income tax provision requires significant judgment and estimates, including the amount and timing of taxable income by jurisdiction, the tax treatment of transactions, the realizability of deferred tax assets, uncertain tax positions and the expected resolution of tax examinations.
Our most significant income tax estimate relates to the realizability of deferred tax assets and the related valuation allowance. Assessing the need for a valuation allowance for deferred tax assets requires judgment and analysis in
evaluating all available positive and negative evidence, including cumulative earnings or losses over the most recent three-year period, recent operating results, the scheduled reversal of existing taxable temporary differences, projected future taxable income, and prudent and feasible tax planning strategies. We record a valuation allowance when it is more likely than not that some or all of a deferred tax asset will not be realized. Our projections of future taxable income by jurisdiction are based on management's estimates of future operating results, the timing and amount of taxable income, reversals of temporary differences and available tax-planning strategies. These estimates may differ from actual results. Changes in our projections or in the weight assigned to available evidence could result in a material increase or decrease in the valuation allowance and related income tax expense.
When assessing the need for a valuation allowance all positive and negative evidence is analyzed, including our ability to carry back net operating losses to prior periods, the reversal of deferred tax liabilities, tax planning strategies and projected future taxable income. Accordingly, as of June 2026, we had recorded a full valuation allowance on our net U.S. deferred tax assets based on our assessment that it is more likely than not that the deferred tax asset will not be realized. As a result of the losses incurred in fiscal 2026, we had a three-year cumulative loss, which represents significant negative evidence regarding the ability to realize deferred tax assets.
As a multinational corporation, we conduct our business in many countries and are subject to taxation in many jurisdictions. Our income tax estimates are also affected by the geographic distribution of our worldwide earnings or losses, tax laws and regulations in various jurisdictions, tax incentives, the availability of tax credits and loss carryforwards and the effectiveness of our tax planning strategies, which includes our estimates of the fair value of our intellectual property. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. We use judgment to evaluate the technical merits of tax positions and estimate the amount of tax benefits expected to be sustained upon examination. These estimates may change as a result of new information, changes in tax laws or interpretations, court decisions, audit developments or settlements with tax authorities.
Due to the complexity of international tax laws, reliance on future projections and the significant level of judgment involved, income tax-related estimates qualify as critical accounting estimates and may impact our results of operations and financial position.
Recent Accounting Pronouncements
See "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 2. Basis of Presentation and Significant Accounting Policies - Accounting Pronouncements Adopted." and "Item 8. Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements - Note 2. Basis of Presentation and Significant Accounting Policies - Accounting Pronouncements Issued But Not Yet Adopted."
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