Financial Data and Key Metrics Changes - Net sales for Q1 FY2023 increased by 25.8% to $67.6 million compared to $53.7 million in Q1 FY2022, driven by higher sales across all business units, including the new Green Energy Solutions segment [12][20] - Gross margin improved to 34.1% in Q1 FY2023 from 30.3% in Q1 FY2022, with PMT's margin increasing to 34.3% from 30.1% and GES margin rising to 35.5% from 28.9% [16][20] - Operating income was $8.8 million or 13.0% of net sales for Q1 FY2023, compared to $2.8 million or 5.3% in the prior year [18] - Net income for Q1 FY2023 was $6.3 million or 9.4% of net sales, up from $2.6 million or 4.9% in Q1 FY2022 [20] Business Line Data and Key Metrics Changes - PMT sales increased by $4.9 million or 12.2% year-over-year, driven by strong growth in semiconductor wafer fabrication equipment [13] - GES sales surged by $5.9 million or 230.7% compared to the previous year, reflecting the fast-growing alternative energy storage market [13] - Canvys sales rose by $2.0 million or 23.4% due to strong demand in North America [14] - Richardson Healthcare sales increased by $1.0 million or 45.5%, with improvements across all product lines [14] Market Data and Key Metrics Changes - Total company backlog was $199.2 million in Q1 FY2023, down from $206.2 million at the end of FY2022 but up from $126.5 million at the end of Q1 FY2022 [15] - Canvys experienced a sequential decline in backlog, while PMT and GES backlog slightly grew [73] Company Strategy and Development Direction - The company is focusing on growth initiatives, particularly in the Green Energy Solutions segment, which aims to capitalize on market opportunities in sustainable energy [5][6] - Investments in engineering and manufacturing resources are being made to support the development of solutions for a healthier environment, including alternatives to lead-acid batteries [6][7] - The company is expanding its product line for energy storage products and plans to announce several new products in the second half of FY2023 [29][30] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the future, citing a strong backlog and the potential for significant sales and profit growth in FY2023 [10][56] - The company is addressing supply chain challenges and is focused on maintaining strong operating performance [36][56] - Management highlighted the importance of partnerships with major OEMs and the ongoing demand for power management solutions [30][36] Other Important Information - Cash investments at the end of Q1 FY2023 were $35.6 million, down from $40.5 million at the end of FY2022 [21] - Inventory increased to $89.1 million, primarily due to components and work in process for PMT and GES [22] - Capital expenditures were $1.4 million in Q1 FY2023, with expectations for higher levels in FY2023 to support growth initiatives [24] Q&A Session Summary Question: Opportunities within the new GES segment - Management discussed the significant opportunity in the wind turbine market, with a potential market size of $370 million and ongoing partnerships with major operators [61][62] Question: Electric locomotives market potential - Management indicated that they are working with ProgressRail on multiple products for electric locomotives, forecasting a $40 million to $50 million business over the next three years [66][68] Question: Demand in the wafer fab market - Management noted that demand remains strong, with no slowdown in forecasts from key customers [72] Question: Gross margin outlook for Healthcare - Management highlighted improvements in gross margin due to steady production and reduced scrap, projecting a gradual upward trend [74][106] Question: Overall growth expectations - Management expressed confidence in achieving significant revenue growth, projecting about $255 million in revenue for the year, with potential for continued growth in the coming years [109]

Part I. Financial Information [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for Q1 FY2023, detailing significant year-over-year growth in revenue, net income, and assets [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased to $187.6 million as of August 27, 2022, primarily due to higher inventories and accounts receivable Consolidated Balance Sheet Highlights (in thousands) | Account | August 27, 2022 | May 28, 2022 | | :--- | :--- | :--- | | **Total Current Assets** | $160,838 | $153,211 | | Inventories, net | $89,080 | $80,390 | | **Total Assets** | **$187,586** | **$179,819** | | **Total Current Liabilities** | $44,331 | $41,206 | | **Total Liabilities** | **$46,922** | **$43,972** | | **Total Stockholders' Equity** | **$140,664** | **$135,847** | [Unaudited Consolidated Statements of Comprehensive Income](index=4&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Comprehensive%20Income) For the three months ended August 27, 2022, net sales increased **25.8%** to **$67.6 million**, with net income rising significantly to **$6.3 million** and diluted EPS reaching **$0.45** Q1 FY2023 vs Q1 FY2022 Income Statement (in thousands, except per share data) | Metric | Three Months Ended Aug 27, 2022 | Three Months Ended Aug 28, 2021 | | :--- | :--- | :--- | | Net sales | $67,557 | $53,704 | | Gross profit | $23,027 | $16,297 | | Operating income | $8,779 | $2,828 | | Net income | $6,324 | $2,635 | | Common shares - Diluted EPS | $0.45 | $0.20 | [Unaudited Consolidated Statements of Cash Flows](index=5&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was **$3.2 million** for Q1 FY2023, an improvement from the prior year, despite increased inventory and accounts receivable Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended Aug 27, 2022 | Three Months Ended Aug 28, 2021 | | :--- | :--- | :--- | | Net cash used in operating activities | $(3,231) | $(4,873) | | Net cash used in investing activities | $(1,442) | $(837) | | Net cash provided by (used in) financing activities | $497 | $(779) | | **Decrease in cash and cash equivalents** | **$(4,862)** | **$(6,898)** | [Unaudited Consolidated Statement of Stockholders' Equity](index=6&type=section&id=Unaudited%20Consolidated%20Statement%20of%20Stockholders%27%20Equity) Total stockholders' equity increased to **$140.7 million** as of August 27, 2022, driven by net income, partially offset by foreign currency translation loss and dividends - Key changes in stockholders' equity for the quarter included a net income of **$6.3 million**, a foreign currency translation loss of **$2.3 million**, and dividend payments totaling approximately **$0.8 million**[17](index=17&type=chunk) [Notes to Unaudited Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) The notes detail business segments, accounting policies, and significant changes, including the creation of the Green Energy Solutions (GES) segment in Q1 FY2023 - In Q1 FY2023, the company changed its reporting structure to four segments: Power and Microwave Technologies (PMT), Green Energy Solutions (GES), Canvys, and Healthcare. The new GES segment was carved out of the existing PMT segment to focus on the green energy market[21](index=21&type=chunk)[30](index=30&type=chunk)[64](index=64&type=chunk) Net Sales by Segment (in thousands) | Segment | Q1 FY2023 | Q1 FY2022 | | :--- | :--- | :--- | | PMT | $45,354 | $40,435 | | GES | $8,511 | $2,574 | | Canvys | $10,413 | $8,441 | | Healthcare | $3,279 | $2,254 | - The effective income tax rate for Q1 FY2023 was **25.0%**, a significant increase from **5.9%** in Q1 FY2022. The change was attributed to adjustments in the valuation allowance, the absence of NOL utilization, and a shift in the geographical distribution of income[55](index=55&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=17&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 FY2023 financial performance, highlighting a **25.8%** net sales increase to **$67.6 million** and a substantial rise in net income to **$6.3 million** across all segments [Business Overview](index=17&type=section&id=Business%20Overview) Richardson Electronics is a global manufacturer of engineered solutions, restructuring in Q1 FY2023 to create a new Green Energy Solutions (GES) segment for the growing green energy market - The company's strategy is to provide specialized technical expertise and "engineered solutions" based on its core engineering and manufacturing capabilities[84](index=84&type=chunk) - A new Green Energy Solutions (GES) segment was established in Q1 FY2023 by carving it out of the Power and Microwave Technologies (PMT) segment to enhance focus on the global green energy market[87](index=87&type=chunk) [Results of Operations](index=18&type=section&id=Results%20of%20Operations) In Q1 FY2023, net sales increased **25.8%** year-over-year to **$67.6 million**, driven by broad-based growth across all segments and improved gross margins Net Sales Growth by Segment (Q1 FY23 vs Q1 FY22) | Segment | % Change | | :--- | :--- | | PMT | 12.2% | | GES | 230.7% | | Canvys | 23.4% | | Healthcare | 45.5% | | **Total** | **25.8%** | - The increase in GES sales was mainly due to growth in ULTRA3000 product sales for the wind turbine industry and to customers manufacturing synthetic diamonds[96](index=96&type=chunk)[100](index=100&type=chunk) - Consolidated gross margin increased to **34.1%** from **30.3%** YoY, primarily due to better product mix, manufacturing efficiencies in PMT and GES, and improved manufacturing absorption in Healthcare[98](index=98&type=chunk) - SG&A expenses increased to **$14.2 million** but decreased as a percentage of net sales to **21.1%** from **25.1%** in the prior-year quarter[104](index=104&type=chunk) [Liquidity, Financial Position and Capital Resources](index=20&type=section&id=Liquidity%2C%20Financial%20Position%20and%20Capital%20Resources) The company's liquidity is primarily funded by operations and cash on hand, with cash and equivalents totaling **$35.6 million**, impacted by cash used in operations for working capital - Cash, cash equivalents, and investments stood at **$35.6 million** as of August 27, 2022[110](index=110&type=chunk) - Operating activities used **$3.2 million** in cash during the quarter, largely due to a **$10.5 million** increase in inventory and a **$3.5 million** increase in accounts receivable to support sales growth[115](index=115&type=chunk) - Investing activities used **$1.4 million** for capital expenditures, primarily for IT systems and manufacturing facilities[118](index=118&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=23&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company identifies foreign currency exchange as its primary market risk due to global operations, managed through normal operating and financing activities without derivatives - The primary financial risk exposure for the company is foreign currency exchange, which is managed through normal operating and financing activities[123](index=123&type=chunk) [Controls and Procedures](index=23&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded the company's disclosure controls and procedures were effective as of August 27, 2022, with no material changes to internal control over financial reporting - Management concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[126](index=126&type=chunk) - There were no changes in internal control over financial reporting during the first quarter of fiscal 2023 that have materially affected, or are reasonably likely to materially affect, these controls[127](index=127&type=chunk) Part II. Other Information [Legal Proceedings](index=24&type=section&id=Item%201.%20Legal%20Proceedings) This section indicates there are no material legal proceedings to report for the period [Risk Factors](index=24&type=section&id=Item%201A.%20Risk%20Factors) The company states there have been no material changes to the risk factors previously disclosed in its Annual Report on Form 10-K - No material changes to risk factors were reported since the filing of the last Annual Report on Form 10-K[129](index=129&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=24&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section indicates there were no unregistered sales of equity securities or use of proceeds to report for the period [Other Information](index=24&type=section&id=Item%205.%20Other%20Information) This section provides the results of the annual stockholders' meeting held on October 4, 2022, where directors were elected and auditor appointment ratified - The annual meeting of stockholders was held on October 4, 2022[130](index=130&type=chunk) - Stockholders elected all seven director nominees, ratified the selection of BDO USA, LLP as the independent registered public accounting firm, and approved the compensation of the company's named executive officers[130](index=130&type=chunk)[131](index=131&type=chunk)[132](index=132&type=chunk) [Exhibits](index=25&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate governance documents and CEO/CFO certifications - The filing includes CEO and CFO certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002[134](index=134&type=chunk)

Part I [Business](index=4&type=section&id=Item%201.%20Business) The company is a global manufacturer of engineered solutions, operating through PMT, Canvys, and Healthcare segments, with a new Green Energy Solutions segment planned for fiscal 2023 - The company operates through three reportable segments: Power and Microwave Technologies (PMT), Canvys (Visual Technology Solutions), and Healthcare[29](index=29&type=chunk)[36](index=36&type=chunk)[38](index=38&type=chunk) - Starting in fiscal 2023, the company will introduce a new **Green Energy Solutions (GES) segment**, carved out from the existing PMT segment[28](index=28&type=chunk)[121](index=121&type=chunk) - The COVID-19 pandemic led to component delays and supply chain disruptions, negatively impacting **gross margins** in the Canvys and Healthcare segments during fiscal 2022[17](index=17&type=chunk)[18](index=18&type=chunk) - As of May 28, 2022, the company employed **447 individuals**[45](index=45&type=chunk) - International sales constituted approximately **57% of the company's total sales** in fiscal 2022[42](index=42&type=chunk) [Risk Factors](index=9&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant operational, supply chain, financial, and ownership risks, including supplier dependency and concentrated voting power - Business and Operational Risks: The company faces risks from potential failure to achieve sales growth, inventory obsolescence for its tube technology products, and competitive pressures. It is also dependent on a limited number of vendors, with one supplier representing **11% of total cost of sales**[52](index=52&type=chunk)[54](index=54&type=chunk)[56](index=56&type=chunk) - Supply Chain and Global Events: The business is subject to disruptions from global events like the COVID-19 pandemic and the Russia-Ukraine conflict, which have caused **component delays, increased material costs, and strained logistics**[58](index=58&type=chunk)[69](index=69&type=chunk) - International Operations Risks: With significant worldwide operations, the company is exposed to risks from **currency fluctuations, political instability, and changing trade policies** such as tariffs and the effects of Brexit[75](index=75&type=chunk)[76](index=76&type=chunk)[77](index=77&type=chunk) - Financial Risks: As of May 28, 2022, approximately **42% of the company's cash and cash equivalents ($15.0 million)** was held by foreign subsidiaries, which could affect domestic liquidity needs[74](index=74&type=chunk) - Ownership Risk: A single stockholder, Chairman and CEO Edward J. Richardson, beneficially owns approximately 98% of Class B common stock, representing about **63% of the total voting power**, allowing him to exert control over stockholder votes[90](index=90&type=chunk) [Unresolved Staff Comments](index=17&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports that there are no unresolved staff comments - None[99](index=99&type=chunk) [Properties](index=17&type=section&id=Item%202.%20Properties) The company owns its corporate headquarters in Illinois and leases 26 other facilities globally for its operations Owned and Leased Facilities | Location | Status | Primary Use | | :--- | :--- | :--- | | LaFox, Illinois | Owned | Corporate HQ, Sales, Distribution, Manufacturing | | Various Global Locations | Leased | Sales, Distribution, Manufacturing, Testing, Repair | [Legal Proceedings](index=17&type=section&id=Item%203.%20Legal%20Proceedings) The company settled a legal dispute with Varex Imaging Corporation for $1.6 million in fiscal 2021 - The company settled a legal dispute with Varex Imaging Corporation for **$1.6 million** in April 2021 to resolve allegations of patent infringement and trade secret misappropriation[102](index=102&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=18&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on NASDAQ (RELL), and it paid quarterly dividends totaling $3.2 million in fiscal 2022 without any share repurchases - The company's common stock trades on the NASDAQ Global Select Market under the symbol **"RELL"**[107](index=107&type=chunk) - **No share repurchases** were made in fiscal 2022[105](index=105&type=chunk) Fiscal 2022 Dividend Information | Security | Quarterly Dividend per Share | Annual Dividend Payments | | :--- | :--- | :--- | | Common Share | $0.06 | ~$3.2 million | | Class B Common Share | $0.054 | ~$3.2 million | [Selected Financial Data](index=20&type=section&id=Item%206.%20Selected%20Financial%20Data) The five-year financial summary shows strong growth, with net sales reaching $224.6 million and net income of $17.9 million in fiscal 2022 Five-Year Financial Highlights (in thousands) | Fiscal Year Ended | Net Sales | Income (loss) from continuing operations | Net income (loss) | Total assets | | :--- | :--- | :--- | :--- | :--- | | May 28, 2022 | $224,620 | $17,927 | $17,927 | $179,819 | | May 29, 2021 | $176,937 | $1,655 | $1,655 | $156,753 | | May 30, 2020 | $155,898 | $(1,838) | $(1,838) | $150,720 | | June 1, 2019 | $166,652 | $(7,328) | $(7,328) | $153,017 | | June 2, 2018 | $163,212 | $2,326 | $3,822 | $166,329 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Fiscal 2022 saw 26.9% sales growth to $224.6 million and a tenfold increase in net income, driven by strong demand and controlled expenses [Results of Operations](index=22&type=section&id=Results%20of%20Operations) Fiscal 2022 net sales grew 26.9% driven by all segments, while operating income surged due to strong sales leverage over flat SG&A expenses Fiscal 2022 vs. Fiscal 2021 Performance (in thousands) | Metric | FY 2022 | FY 2021 | % Change | | :--- | :--- | :--- | :--- | | Net Sales | $224,620 | $176,937 | 26.9% | | Gross Profit | $71,700 | $58,825 | 21.9% | | Operating Income | $15,957 | $2,887 | 452.7% | | Net Income | $17,927 | $1,655 | 983.2% | Net Sales by Segment (in thousands) | Segment | FY 2022 | FY 2021 | % Change | | :--- | :--- | :--- | :--- | | PMT | $178,056 | $137,280 | 29.7% | | Canvys | $35,187 | $29,319 | 20.0% | | Healthcare | $11,377 | $10,338 | 10.1% | - Gross margin as a percentage of net sales decreased to **31.9% in FY2022** from 33.2% in FY2021, primarily due to PMT's product mix, higher freight costs, and increased component scrap expenses in Healthcare[129](index=129&type=chunk) - SG&A expenses as a percentage of sales decreased significantly to **24.8% in FY2022** from 31.6% in FY2021, as expenses remained relatively flat while sales grew[139](index=139&type=chunk) - The effective income tax rate was **(13.7%) in FY2022**, compared to 28.3% in FY2021, primarily due to the release of the valuation allowance on U.S. deferred tax assets[143](index=143&type=chunk) [Liquidity, Financial Position and Capital Resources](index=26&type=section&id=Liquidity%2C%20Financial%20Position%20and%20Capital%20Resources) The company maintained a strong liquidity position with $40.5 million in cash and investments, despite increased inventory to support growth - Cash, cash equivalents, and investments totaled **$40.5 million** at the end of fiscal 2022[153](index=153&type=chunk) - Cash flow from operating activities was **$1.9 million** in FY2022, significantly impacted by a **$20.6 million increase in inventories** to support manufacturing and sales growth[157](index=157&type=chunk) - Cash used in investing activities was **$8.1 million**, including $5.0 million for a CD purchase and $3.1 million in capital expenditures[160](index=160&type=chunk) - Cash used in financing activities was **$0.4 million**, reflecting $3.2 million in dividend payments partially offset by proceeds from stock option exercises[163](index=163&type=chunk) [Critical Accounting Policies and Estimates](index=28&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Key accounting estimates involve inventory valuation and income taxes, with a significant release of the valuation allowance on deferred tax assets in fiscal 2022 - The inventory reserve for obsolete or slow-moving items was **$6.1 million** as of May 28, 2022. The company recorded provisions of $0.5 million to this reserve in fiscal 2022[174](index=174&type=chunk)[176](index=176&type=chunk) - Revenue is recognized at a point in time when control of the promised goods is transferred to the customer[170](index=170&type=chunk)[171](index=171&type=chunk) - Due to positive evidence of future profitability, the company **released the full valuation allowance** on its U.S. federal and state deferred tax assets in fiscal 2022[147](index=147&type=chunk)[182](index=182&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is foreign currency exposure, with a hypothetical 10% unfavorable exchange rate change estimated to reduce sales by $12.1 million - The primary financial risk is **foreign currency exchange exposure**. The company does not currently use derivative instruments to manage this risk[185](index=185&type=chunk)[187](index=187&type=chunk) - A hypothetical **10% unfavorable change** in the U.S. dollar against foreign currencies would have lowered fiscal 2022 net sales by an estimated **$12.1 million**[188](index=188&type=chunk) [Financial Statements and Supplementary Data](index=31&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section includes the audited consolidated financial statements, which received an unqualified opinion with a critical audit matter related to inventory reserves - The independent auditor, BDO USA, LLP, issued an **unqualified opinion** on the consolidated financial statements and the effectiveness of internal control over financial reporting[191](index=191&type=chunk)[192](index=192&type=chunk) - A critical audit matter identified was the **estimation of the inventory reserve for the PMT segment**, which requires significant judgment regarding future demand and net realizable value for trailing-edge technology products[198](index=198&type=chunk)[199](index=199&type=chunk) Consolidated Balance Sheet Highlights (in thousands) | Account | May 28, 2022 | May 29, 2021 | | :--- | :--- | :--- | | Cash and cash equivalents | $35,495 | $43,316 | | Inventories, net | $80,390 | $63,508 | | Total Assets | $179,819 | $156,753 | | Total Liabilities | $43,972 | $35,193 | | Total Stockholders' Equity | $135,847 | $121,560 | - One supplier accounted for **11% of the total cost of sales** in fiscal 2022, down from 15% in fiscal 2021[218](index=218&type=chunk) - The valuation allowance for deferred tax assets was reduced from **$12.2 million in FY2021 to $3.5 million in FY2022**, reflecting management's increased confidence in realizing these assets[279](index=279&type=chunk)[284](index=284&type=chunk) [Controls and Procedures](index=57&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls, procedures, and internal control over financial reporting were effective as of May 28, 2022 - Management concluded that the company's disclosure controls and procedures were **effective** as of May 28, 2022[316](index=316&type=chunk) - Management concluded that the company's internal control over financial reporting was **effective** as of May 28, 2022, a conclusion audited and affirmed by BDO USA, LLP[318](index=318&type=chunk)[319](index=319&type=chunk) [Other Information](index=59&type=section&id=Item%209B.%20Other%20Information) The company reports that there is no other information to disclose under this item - None[328](index=328&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=60&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information regarding directors, officers, and corporate governance is incorporated by reference from the company's 2022 Proxy Statement - This section incorporates information by reference from the company's Proxy Statement for the October 4, 2022 Annual Meeting of Stockholders[330](index=330&type=chunk) [Executive Compensation](index=60&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive compensation is incorporated by reference from the company's 2022 Proxy Statement - This section incorporates information by reference from the company's Proxy Statement for the October 4, 2022 Annual Meeting of Stockholders[331](index=331&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=60&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information regarding security ownership is incorporated by reference from the company's 2022 Proxy Statement - This section incorporates information by reference from the company's Proxy Statement for the October 4, 2022 Annual Meeting of Stockholders[332](index=332&type=chunk) Equity Compensation Plan Information (as of May 28, 2022) | Plan Category | Securities to be Issued Upon Exercise | Weighted-Average Exercise Price | Securities Remaining for Future Issuance | | :--- | :--- | :--- | :--- | | Approved by Security Holders | 1,124,291 | $7.71 | 1,301,589 | | Not Approved by Security Holders | 23,564 | $12.95 | — | [Certain Relationships and Related Transactions, and Director Independence](index=60&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information regarding related transactions and director independence is incorporated by reference from the company's 2022 Proxy Statement - This section incorporates information by reference from the company's Proxy Statement for the October 4, 2022 Annual Meeting of Stockholders[334](index=334&type=chunk) [Principal Accountant Fees and Services](index=60&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information regarding principal accountant fees and services is incorporated by reference from the company's 2022 Proxy Statement - This section incorporates information by reference from the company's Proxy Statement for the October 4, 2022 Annual Meeting of Stockholders[335](index=335&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=61&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists the documents filed as part of the Form 10-K, including financial statements and an exhibit index - This section lists the consolidated financial statements and exhibits filed with the Form 10-K[336](index=336&type=chunk)[341](index=341&type=chunk) [Form 10-K Summary](index=61&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company indicates that no Form 10-K summary is provided - None[340](index=340&type=chunk)

Financial Data and Key Metrics Changes - Fourth quarter sales reached $61.6 million, the highest quarterly sales since the sale of RFPD in 2011, representing a 22.1% increase compared to $50.5 million in the prior year's fourth quarter [4][13] - Total sales for FY 2022 were $224.6 million, a 26.9% increase from $176.9 million in FY 2021 [5][24] - Gross margin improved to 32.7% in Q4 FY 2022 from 31.8% in Q3 FY 2022, while the full-year gross margin decreased to 31.9% from 33.2% in FY 2021 [4][25] - Net income for Q4 FY 2022 was $8.3 million or 13.4% of net sales, compared to $1.9 million or 3.7% in Q4 FY 2021 [22][29] - Earnings per share on a diluted basis were $0.59 for Q4 FY 2022, up from $0.14 in the prior year [23][30] Business Line Data and Key Metrics Changes - Power & Microwave Technologies (PMT) sales increased by 26.8% to $49.3 million in Q4 FY 2022, contributing significantly to overall growth [37] - Canvys sales rose by 7.1% to $9.5 million in Q4 FY 2022, driven by strong customer demand in North America [15][63] - Richardson Healthcare sales increased by 4.1% to $2.9 million in Q4 FY 2022, although impacted by lower sales in China and Ukraine [56][58] Market Data and Key Metrics Changes - Total company backlog increased to $206.2 million in Q4 FY 2022, nearly doubling from $110.0 million at the end of Q4 FY 2021 [5][16] - Canvys backlog grew by 52.3% year-over-year, reflecting strong demand and customer relationships [66] Company Strategy and Development Direction - The company is focusing on power management solutions that support green energy initiatives, capitalizing on the growing demand for alternative energy [6][40] - A new Green Energy Solutions Group will be established to highlight revenue growth from new solutions and existing products [52][79] - The company is investing in engineering and manufacturing capabilities to support growth and backlog [11][45] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the current demand for products, stating that they are not seeing the impact of recession on demand [78] - The company is closely monitoring global market activity and backlog growth, ready to react if necessary [78] - Management highlighted the importance of diversifying product offerings and maintaining strong relationships with key partners [48][49] Other Important Information - Operating expenses for Q4 FY 2022 were $15.2 million, an increase from $14.0 million in the prior year, primarily due to higher employee compensation expenses [19] - The company plans to increase capital expenditures to support manufacturing capabilities, estimating $3 million to $5 million over the next few years [102] Q&A Session Summary Question: What impacted the healthcare margins and future expectations? - Management indicated that supply issues led to lower margins, but they expect gross margins to return to mid to upper 20s in the upcoming quarters [81][83] Question: What is the status of sales in Ukraine and China? - Sales from Ukraine are expected to gradually recover, while sales in China are anticipated to rebound due to timing issues [84][85] Question: What is the outlook for the PMT business and follow-up orders? - Management expects a follow-up order from NextEra in Q2, with strong demand from multiple customers in the wind turbine sector [90] Question: What are the currency impacts on results? - Currency impacts were noted in Q4, with expectations for fluctuations in FY 2023, primarily related to the euro [100][101] Question: What factors will improve cash flow from operations? - Management highlighted the need for higher net income and better management of working capital to improve cash flow from operations [116][118]

Richardson Electronics, Ltd. (NASDAQ:RELL) Q3 2022 Earnings Conference Call April 7, 2022 10:00 AM ET Company Participants Edward Richardson - Chairman and Chief Executive Officer Robert Ben - Chief Financial Officer Wendy Diddell - Chief Operating Officer and General Manager, Richardson Healthcare Greg Peloquin - General Manager, Power & Microwave Technologies Group Jens Ruppert - General Manager, Canvys Conference Call Participants Ross Taylor - ARS Investment Partners Tim O’Connell - Chain of Lakes Inves ...

Part I. Financial Information [Financial Statements](index=2&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited consolidated financial statements for the quarter ended February 26, 2022, including balance sheets, income, cash flow, and equity statements with detailed notes Consolidated Balance Sheet Highlights (Unaudited) | Balance Sheet Items | Feb 26, 2022 ($ thousands) | May 29, 2021 ($ thousands) | | :--- | :--- | :--- | | **Total Current Assets** | 147,787 | 134,305 | | **Total Assets** | 170,686 | 156,753 | | **Total Current Liabilities** | 37,883 | 32,227 | | **Total Liabilities** | 41,075 | 35,193 | | **Total Stockholders' Equity** | 129,611 | 121,560 | Consolidated Statements of Comprehensive Income Highlights (Unaudited) | Income Statement Items | Three Months Ended Feb 26, 2022 ($ thousands) | Nine Months Ended Feb 26, 2022 ($ thousands) | | :--- | :--- | :--- | | **Net Sales** | 55,308 | 162,991 | | **Gross Profit** | 17,569 | 51,523 | | **Operating Income** | 3,623 | 10,971 | | **Net Income** | 2,887 | 9,644 | | **Diluted EPS (Common)** | $0.21 | $0.71 | Consolidated Statements of Cash Flows Highlights (Unaudited) | Cash Flow Items | Nine Months Ended Feb 26, 2022 ($ thousands) | Nine Months Ended Feb 27, 2021 ($ thousands) | | :--- | :--- | :--- | | **Net cash (used in) provided by operating activities** | (1,456) | 3,868 | | **Net cash (used in) provided by investing activities** | (2,161) | 5,165 | | **Net cash provided by (used in) financing activities** | 110 | (2,476) | | **(Decrease) increase in cash and cash equivalents** | (4,169) | 7,872 | [Notes to Unaudited Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) Provides detailed context for financial statements, outlining business segments, accounting policies, lease obligations, income tax, and COVID-19 impact - The company operates through three reportable segments: Power and Microwave Technologies Group (PMT), Canvys (customized display solutions), and Healthcare (replacement parts for diagnostic imaging)[21](index=21&type=chunk)[22](index=22&type=chunk)[23](index=23&type=chunk) - Revenue is primarily recognized at a point in time when control of goods transfers to the customer. Contract liabilities (deferred revenue) increased from **$3.3 million** at May 29, 2021, to **$4.4 million** at February 26, 2022[32](index=32&type=chunk)[36](index=36&type=chunk)[40](index=40&type=chunk) Net Sales by Segment (Nine Months Ended) | Segment | Feb 26, 2022 ($ thousands) | Feb 27, 2021 ($ thousands) | | :--- | :--- | :--- | | PMT | 128,778 | 98,418 | | Canvys | 25,732 | 20,491 | | Healthcare | 8,481 | 7,556 | - The company was considered an essential business and continued operations during the COVID-19 pandemic. The full financial impact remains uncertain, but no major supply chain interruptions were experienced[75](index=75&type=chunk)[76](index=76&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Discusses Q3 and nine-month fiscal 2022 financial results, highlighting sales growth, increased operating income, and net income, alongside segment performance, margin pressures, and liquidity analysis Financial Summary - Q3 FY2022 vs Q3 FY2021 | Metric | Q3 FY2022 | Q3 FY2021 | % Change | | :--- | :--- | :--- | :--- | | **Net Sales** | $55.3M | $45.2M | 22.3% | | **Gross Margin** | 31.8% | 34.9% | -3.1 p.p. | | **Operating Income** | $3.6M | $0.3M | +1100% | | **Net Income** | $2.9M | $0.2M | +1350% | Net Sales Growth by Segment - Q3 FY2022 vs Q3 FY2021 | Segment | Q3 FY2022 Sales ($ thousands) | Q3 FY2021 Sales ($ thousands) | % Change | | :--- | :--- | :--- | :--- | | PMT | 44,032 | 35,237 | 25.0% | | Canvys | 8,141 | 7,078 | 15.0% | | Healthcare | 3,135 | 2,920 | 7.4% | - Selling, general and administrative (SG&A) expenses decreased to **$13.9 million** in Q3 FY22 from **$15.5 million** in Q3 FY21, primarily due to the non-recurrence of a **$1.6 million** legal settlement paid to Varex Imaging Corporation in the prior year[105](index=105&type=chunk)[106](index=106&type=chunk) - Cash and cash equivalents decreased from **$43.3 million** at May 29, 2021, to **$39.1 million** at February 26, 2022. The decrease was driven by cash used in operating activities (**$1.5 million**) due to increases in accounts receivable and inventory, and cash used in investing activities (**$2.2 million**) for capital expenditures[116](index=116&type=chunk)[117](index=117&type=chunk)[120](index=120&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=25&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Identifies foreign currency exchange as the primary market risk, managed through normal operating and financing activities without derivative instruments - The primary financial risk exposure for the company is **foreign currency exchange**[128](index=128&type=chunk) - Risks are managed through normal operating and financing activities without the use of derivative instruments[128](index=128&type=chunk) [Controls and Procedures](index=25&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of February 26, 2022, with no material changes to internal control over financial reporting during Q3 FY2022 - Management concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[131](index=131&type=chunk) - There were no material changes to the company's internal control over financial reporting during the third quarter of fiscal 2022[132](index=132&type=chunk) Part II. Other Information [Legal Proceedings](index=26&type=section&id=Item%201.%20Legal%20Proceedings) This section reports no new legal proceedings for the current period [Risk Factors](index=26&type=section&id=Item%201A.%20Risk%20Factors) No material changes to previously disclosed risk factors have occurred since the Annual Report on Form 10-K for fiscal year ended May 29, 2021 - No material changes to risk factors have occurred since the last Annual Report on Form 10-K was filed[134](index=134&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=26&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section contains no reported information regarding unregistered sales of equity securities or use of proceeds [Other Information](index=26&type=section&id=Item%205.%20Other%20Information) This section contains no other reported information [Exhibits](index=27&type=section&id=Item%206.%20Exhibits) Provides an index of exhibits filed with Form 10-Q, including CEO/CFO certifications and financial statements in iXBRL format - The filing includes certifications from the CEO (Exhibit 31.1) and CFO (Exhibit 31.2) pursuant to Section 302 of the Sarbanes-Oxley Act[138](index=138&type=chunk) - Financial data is provided in iXBRL format as required (Exhibit 101)[138](index=138&type=chunk)

Richardson Electronics, Ltd. (NASDAQ:RELL) Q2 2022 Earnings Conference Call January 6, 2022 10:00 AM ET Company Participants Ed Richardson - CEO Robert Ben - CFO Wendy Diddell - COO and General Manager, Richardson Healthcare Greg Peloquin - General Manager, Power & Microwave Technologies Group Jens Ruppert - General Manager, Canvys Conference Call Participants Howard Brous - Wellington Shields Mike Hughes - SGF Capital Eric Landry - BMO Capital Operator Good day, and thank you for standing by, and welcome t ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OR ☐ 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: 0-12906 RICHARDSON ELECTRONICS, LTD. (Exact name of registrant as specified in its charter) 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 November 27, 2021 Delaware 36-2096643 (State or other ...

Richardson Electronics, Ltd. (NASDAQ:RELL) Q1 2022 Earnings Conference Call October 7, 2021 10:00 AM ET Company Participants Ed Richardson - Chief Executive Officer Robert Ben - Chief Financial Officer Wendy Diddell - Chief Operating Officer and General Manager, Richardson Healthcare Jens Ruppert - General Manager, Canvys Greg Peloquin - General Manager, Power & Microwave Technologies Group Conference Call Participants Howard Brous - Wellington Shield Tony Chiarenza - Key Equity Investors Brad Leonard - BML ...

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 August 28, 2021 OR ☐ 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: 0-12906 RICHARDSON ELECTRONICS, LTD. (Exact name of registrant as specified in its charter) Delaware 36-2096643 (State or other ju ...