Financial Performance - Total net sales for Q3 FY24 were $300.6 million, representing a 5.5% increase compared to the prior quarter[5]. - GAAP gross margin improved to 29.6% from 28.8% in the previous quarter, while non-GAAP gross margin increased to 32.3% from 31.5%[5]. - GAAP EPS for Q3 FY24 was $0.10, a significant recovery from $(0.26) in the prior quarter, while non-GAAP EPS rose 37% to $0.37 from $0.27[5]. - Total net sales for the three months ended May 31, 2024, were $300.58 million, a decrease of 12.7% compared to $344.42 million for the same period in 2023[18]. - Gross profit for the three months ended May 31, 2024, was $88.91 million, resulting in a gross margin of 29.6%, compared to 29.2% in the same period last year[19]. - Operating income for the three months ended May 31, 2024, was $11.51 million, a significant improvement from an operating loss of $2.39 million in the same period of 2023[18]. - Net income attributable to SMART Global Holdings for the three months ended May 31, 2024, was $5.62 million, compared to a net loss of $24.46 million in the same period last year[18]. - Non-GAAP gross profit for the three months ended May 31, 2024, was $96.96 million, with a non-GAAP gross margin of 32.3%[19]. - The company reported a basic earnings per share of $0.11 for the three months ended May 31, 2024, compared to a loss of $0.50 per share in the same period of 2023[18]. - GAAP net income for the three months ended May 31, 2024, was $5.616 million, a significant improvement from a loss of $13.620 million in the previous quarter[20]. - Non-GAAP net income for the nine months ended May 31, 2024, was $46.900 million, compared to $109.275 million for the same period in 2023, reflecting a decrease of approximately 57%[20]. Future Projections - The company expects Q4 FY24 net sales to be approximately $325 million, with a variance of +/- $25 million[6]. - Projected gross margin for Q4 FY24 is 29.5% +/- 1.5% for GAAP and 31.5% +/- 1.5% for non-GAAP[6]. - Operating expenses for Q4 FY24 are anticipated to be around $81 million +/- $2 million for GAAP and $66 million +/- $2 million for non-GAAP[6]. - Diluted EPS guidance for Q4 FY24 is $0.03 +/- $0.15 for GAAP and $0.40 +/- $0.15 for non-GAAP[6]. - The company expects continued focus on market expansion and new product development to drive future growth[19]. Company Strategy - The company is focused on transforming into a high-performance enterprise solutions provider, particularly in AI deployment[2]. - The company is committed to strategic investments in new products and technologies to enhance its market position[10]. Segment Performance - Memory Solutions segment reported net sales of $91.6 million, while Intelligent Platform Solutions generated $145.0 million in sales for Q3 FY24[3]. Balance Sheet Highlights - Total assets as of May 31, 2024, increased to $1.546 billion from $1.506 billion as of August 25, 2023, representing a growth of about 2.6%[21]. - Cash and cash equivalents rose to $453.791 million, up from $365.563 million, indicating an increase of approximately 24%[21]. - Total liabilities decreased to $1.116 billion from $1.277 billion, showing a reduction of about 12.6%[21]. - Total SGH shareholders' equity increased to $423.449 million from $222.475 million, representing a substantial growth of approximately 90.4%[21]. Cash Flow and Expenses - The company generated $79,881,000 in net cash from operating activities from continuing operations for the three months ended May 31, 2024, compared to a cash outflow of $21,917,000 in the previous quarter[22]. - SMART Global Holdings incurred capital expenditures of $3,777,000 for the three months ended May 31, 2024, down from $5,204,000 in the previous quarter[23]. - The company repaid $75,000,000 in debt during the three months ended May 31, 2024, compared to $37,211,000 in the previous quarter[23]. - The net cash used for financing activities from continuing operations was $73,313,000 for the three months ended May 31, 2024, compared to $60,152,000 in the previous quarter[23]. - The company reported a depreciation expense of $15,525,000 for the three months ended May 31, 2024, compared to $17,156,000 in the previous quarter[22]. - The company reported a net cash provided by investing activities of $5,071,000 for the three months ended May 31, 2024, compared to a cash outflow of $4,506,000 in the previous quarter[23].

Financial Data and Key Metrics Changes - Total revenues for Q2 2024 were $285 million, aligning with the midpoint of guidance, with non-GAAP gross margin at 31.5%, down from 32.1% year-over-year and 33.3% sequentially [7][32][62] - Non-GAAP diluted earnings per share were $0.27, an increase from $0.24 in the previous quarter but down from $0.87 in the year-ago quarter [33][62] - Cash and short-term investments totaled $466 million, a decrease from $553 million in the prior quarter [67] Business Line Data and Key Metrics Changes - Intelligent Platform Solutions (IPS) revenue was $141 million, up 19% from the prior quarter, representing 50% of total SGH revenue [20][63] - Memory revenue was $83 million, accounting for 29% of total sales, with a slight decline from Q1 due to elevated inventory levels [25][63] - LED Solutions revenue totaled $60 million, or 21% of total sales, with expectations for sequential growth in Q3 [59][71] Market Data and Key Metrics Changes - The company noted a strong demand for AI infrastructure solutions from hyperscalers and large-scale cloud service providers, indicating a positive market trend [8][18] - There is a noted upward trend in the memory cycle, although near-term unit demand remains challenging for traditional enterprise customers [13][56] Company Strategy and Development Direction - The company aims to position itself as a leader in AI infrastructure by providing high-performance, high-availability solutions tailored to customer needs [6][18] - The introduction of the Stratus ztC Endurance Server reflects the company's commitment to expanding capabilities at the edge, addressing the demand for fault-tolerant computing [10][54] - The company is focusing on the convergence of compute and memory solutions, leveraging technologies like Compute Express Link (CXL) to enhance performance [26][58] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in a rebound in business as the second half of fiscal 2024 approaches, with expectations for sequential revenue growth in Q3 [13][39] - The management highlighted the complexity enterprises face in deploying AI and the need for trusted advisors to navigate these challenges [76][117] - The company anticipates that the demand for AI infrastructure will continue to grow, particularly as enterprises refine their AI strategies [117] Other Important Information - The company repurchased approximately 106,000 shares for $1.9 million, with a total of $72.3 million used for share repurchases since April 2022 [68][69] - The capital allocation strategy includes investing in business growth, evaluating acquisition opportunities, and returning capital to shareholders [37][69] Q&A Session Summary Question: Demand across customer segments for IPS - Management noted increased engagement with large enterprises and Tier 2 CSPs, highlighting a significant demand for new deployments in AI infrastructure [46][78] Question: Memory outlook and pricing dynamics - Management indicated that while unit demand remains muted, pricing for DRAM and NAND is expected to rise, which could positively impact future gross margins [49][124] Question: Services revenue trends - Management expects services revenue to increase in Q4, indicating that the current decline is not a new run rate level [112][113] Question: Impact of generative AI on customer acquisition - The complexity of AI deployment has made the customer acquisition process longer, but it has also validated the need for the company's consultative approach [116][117]

[PART I. Financial Information](index=4&type=section&id=PART%20I.%20Financial%20Information) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The unaudited consolidated financial statements for Q2 2024 reflect a year-over-year revenue decrease, net loss, and key events like the SMART Brazil divestiture Consolidated Statements of Operations Highlights (Q2 FY2024 vs Q2 FY2023) | Metric | Three Months Ended March 1, 2024 (in thousands) | Three Months Ended February 24, 2023 (in thousands) | | :--- | :--- | :--- | | **Total net sales** | $284,821 | $388,377 | | **Gross profit** | $81,934 | $111,008 | | **Operating income (loss)** | $(3,312) | $(2,077) | | **Net income (loss) from continuing operations** | $(13,007) | $(32,963) | | **Diluted earnings (loss) per share (continuing)** | $(0.26) | $(0.68) | Consolidated Balance Sheet Highlights | Metric | As of March 1, 2024 (in thousands) | As of August 25, 2023 (in thousands) | | :--- | :--- | :--- | | **Total current assets** | $884,730 | $907,402 | | **Total assets** | $1,517,454 | $1,505,958 | | **Total current liabilities** | $267,959 | $426,250 | | **Total liabilities** | $1,105,950 | $1,276,725 | | **Total equity** | $411,504 | $229,233 | Consolidated Statements of Cash Flows Highlights (Six Months Ended) | Metric | Six Months Ended March 1, 2024 (in thousands) | Six Months Ended February 24, 2023 (in thousands) | | :--- | :--- | :--- | | **Net cash provided by (used for) operating activities from continuing operations** | $37,796 | $(6,954) | | **Net cash used for investing activities from continuing operations** | $(8,146) | $(232,524) | | **Net cash provided by (used for) financing activities from continuing operations** | $(86,302) | $222,472 | [Divestiture of SMART Brazil](index=12&type=section&id=Divestiture%20of%20SMART%20Brazil) SGH completed the divestiture of an 81% interest in SMART Brazil for **$194.1 million**, resulting in a **$190.5 million** loss and reclassification of a **$212.4 million** cumulative translation adjustment - Completed the divestiture of an **81% interest** in SMART Brazil on November 29, 2023, retaining a **19% interest**. The operations of SMART Brazil are now presented as discontinued[24](index=24&type=chunk)[27](index=27&type=chunk)[29](index=29&type=chunk) Consideration for 81% Interest in SMART Brazil | Component | Amount (in thousands) | | :--- | :--- | | Cash received at closing | $164,487 | | Post-closing adjustment | $451 | | Deferred payment | $25,433 | | Deferred cash adjustment | $3,721 | | **Total consideration** | **$194,092** | - Recognized a total loss on the divestiture of **$190.5 million**, which includes a pre-tax loss of **$163.9 million** and an income tax provision of **$26.6 million**. The pre-tax loss was primarily driven by the reclassification of a **$212.4 million** cumulative translation adjustment[37](index=37&type=chunk)[39](index=39&type=chunk)[72](index=72&type=chunk) [Business Acquisition - Stratus Technologies](index=17&type=section&id=Business%20Acquisition%20-%20Stratus%20Technologies) The company fully paid the **$50.0 million** contingent consideration for the Stratus Technologies acquisition during Q2 fiscal 2024 - In the second quarter of 2024, the company paid in full the **$50.0 million** contingent consideration (Stratus Earnout) related to the acquisition of Stratus Technologies[43](index=43&type=chunk)[102](index=102&type=chunk) [Debt](index=21&type=section&id=Debt) Total debt stood at **$740.7 million** as of March 1, 2024, with recent prepayments of **$30.0 million** and **$75.0 million** on the TLA Debt Composition as of March 1, 2024 | Debt Instrument | Carrying Value (in thousands) | | :--- | :--- | | Amended 2027 TLA | $494,607 | | 2029 Notes | $147,165 | | 2026 Notes | $98,891 | | **Total Long-term debt** | **$740,663** | - On February 29, 2024, the company prepaid **$30.0 million** of the Amended 2027 TLA. Subsequent to the quarter end, on March 29, 2024, an additional **$75.0 million** was prepaid[57](index=57&type=chunk) [Segment and Other Information](index=30&type=section&id=Segment%20and%20Other%20Information) The company's three segments, Memory Solutions, IPS, and LED Solutions, showed varied Q2 2024 performance, with IPS as the largest by revenue but both IPS and Memory Solutions experiencing significant declines Net Sales by Segment (Q2 FY2024 vs Q2 FY2023) | Segment | Q2 2024 Net Sales (in thousands) | Q2 2023 Net Sales (in thousands) | | :--- | :--- | :--- | | Memory Solutions | $83,297 | $110,339 | | Intelligent Platform Solutions | $141,405 | $222,451 | | LED Solutions | $60,119 | $55,587 | | **Total net sales** | **$284,821** | **$388,377** | Segment Operating Income (Q2 FY2024 vs Q2 FY2023) | Segment | Q2 2024 Operating Income (in thousands) | Q2 2023 Operating Income (in thousands) | | :--- | :--- | :--- | | Memory Solutions | $6,016 | $20,366 | | Intelligent Platform Solutions | $22,291 | $36,645 | | LED Solutions | $(1,793) | $(1,227) | | **Total segment operating income** | **$26,514** | **$55,784** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the **26.7%** year-over-year decrease in Q2 net sales, driven by IPS and Memory Solutions, and highlights the strategic SMART Brazil divestiture and strong liquidity position - The divestiture of the SMART Brazil business enables the company to focus its strategy on delivering high-performance, high-availability solutions to enterprise customers[100](index=100&type=chunk) - Key factors affecting performance include macro-economic demand, shifts in revenue mix between segments, the ability to integrate acquisitions, and supply chain disruptions, particularly for AI components[105](index=105&type=chunk)[106](index=106&type=chunk)[108](index=108&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Q2 2024 net sales decreased by **26.7%** to **$284.8 million**, primarily due to declines in IPS and Memory Solutions, while gross margin slightly improved to **28.8%** - Q2 2024 net sales decreased by **$103.6 million** (**26.7%**) YoY, primarily due to lower sales in the IPS and Memory Solutions businesses[110](index=110&type=chunk) - Gross margin increased slightly to **28.8%** in Q2 2024 from **28.6%** in Q2 2023, mainly due to a favorable mix from higher service revenue in the IPS business[112](index=112&type=chunk) [Non-GAAP Operating Income](index=38&type=section&id=Non-GAAP%20Operating%20Income) Non-GAAP operating income for Q2 2024 declined sharply to **$26.5 million**, driven by significant decreases in Memory Solutions and IPS segment performance GAAP to Non-GAAP Operating Income Reconciliation (Q2 FY2024) | Metric | Amount (in thousands) | | :--- | :--- | | **GAAP operating loss** | **$(3,312)** | | Share-based compensation expense | $10,639 | | Amortization of acquisition-related intangibles | $9,751 | | Diligence, acquisition and integration expense | $5,885 | | Restructure charge & other | $3,551 | | **Non-GAAP operating income** | **$26,514** | - Memory Solutions non-GAAP operating income decreased by **70.5%** YoY, and IPS non-GAAP operating income decreased by **39.2%** YoY[115](index=115&type=chunk)[116](index=116&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 1, 2024, the company held **$465.8 million** in cash and investments, deemed sufficient for operations, with key cash flow events including the SMART Brazil divestiture and debt repayments - As of March 1, 2024, the company had cash, cash equivalents, and short-term investments of **$465.8 million**[129](index=129&type=chunk) - Net cash provided by operating activities from continuing operations was **$37.8 million** for the first six months of 2024, a significant improvement from a use of **$7.0 million** in the prior-year period, mainly due to a **$49.5 million** decrease in accounts receivable[135](index=135&type=chunk)[136](index=136&type=chunk) - Key financing activities in the first six months of 2024 included **$51.6 million** in debt repayments and **$15.9 million** in share repurchases[139](index=139&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=44&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company identifies foreign currency exchange risk and interest rate risk as primary market exposures, with hypothetical adverse changes impacting revaluation losses and annual interest expense - A hypothetical **10%** adverse change in foreign currency exchange rates versus the U.S. dollar would result in a revaluation loss of **$3.1 million** on monetary assets and liabilities as of March 1, 2024[146](index=146&type=chunk) - A **1.0%** increase in interest rates on the company's variable-rate debt would increase annual interest expense by approximately **$7.5 million**[148](index=148&type=chunk) [Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 1, 2024, with no material changes to internal control over financial reporting during Q2 fiscal 2024 - Management, including the principal executive and financial officers, concluded that disclosure controls and procedures were effective as of March 1, 2024[150](index=150&type=chunk) - There were no material changes in the company's internal control over financial reporting during the second quarter of fiscal 2024[151](index=151&type=chunk) [PART II. Other Information](index=36&type=section&id=PART%20II.%20Other%20Information) [Legal Proceedings](index=36&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to the 'Commitments and Contingencies' note in the financial statements for information on legal proceedings, with no new material developments - For information on legal proceedings, the report refers to the 'Commitments and Contingencies' note in the financial statements[152](index=152&type=chunk) [Risk Factors](index=36&type=section&id=Item%201A.%20Risk%20Factors) The company reports no material changes to the risk factors previously disclosed in its most recent Annual Report on Form 10-K - There have been no material changes to the risk factors described in the company's most recent Annual Report on Form 10-K[152](index=152&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=36&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company authorized an additional **$75 million** for share repurchases, repurchasing **105,998** shares for **$1.85 million** during the quarter, with **$77.7 million** remaining - On January 8, 2024, the Audit Committee approved an additional **$75 million** share repurchase authorization[154](index=154&type=chunk) Share Repurchase Activity (Q2 FY2024) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Dec 2, 2023 – Mar 1, 2024 | 105,998 | $17.47 | - As of March 1, 2024, **$77.7 million** remained available for future share repurchases under the authorized plans[154](index=154&type=chunk) [Defaults Upon Senior Securities](index=36&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities during the period - None[156](index=156&type=chunk) [Mine Safety Disclosures](index=36&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's business - Not applicable[157](index=157&type=chunk) [Other Information](index=37&type=section&id=Item%205.%20Other%20Information) No director or officer adopted or terminated a Rule 10b5-1 trading arrangement during the fiscal quarter ended March 1, 2024 - No director or officer of the Company adopted or terminated a Rule 10b5-1 trading arrangement during the quarter[158](index=158&type=chunk) [Exhibits](index=37&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including required certifications from the Principal Executive Officer and Principal Financial Officer - The report includes a list of all exhibits filed, such as CEO and CFO certifications (Exhibits 31.1, 31.2, 32.1, 32.2) and Inline XBRL documents[160](index=160&type=chunk)

Exhibit 99.1 Press Release FOR IMMEDIATE RELEASE SGH REPORTS SECOND QUARTER FISCAL 2024 FINANCIAL RESULTS IPS revenue up 19 percent sequentially; total SGH revenue of $285 million Pete Manca to Lead IPS Business SGH today also announced the appointment of Pete Manca as President of Intelligent Platform Solutions ("IPS"). Mr. Manca brings extensive experience building businesses that deliver high-performance solutions to enterprise customers. Prior to joining SGH, Mr. Manca served as a Senior Vice President ...

SMART Global Holdings, Inc. (NASDAQ:SGH) Q1 2024 Earnings Conference Call January 9, 2024 4:30 PM ET Company Participants Suzanne Schmidt - Head, Investor Relation Mark Adams - Chief Executive Officer Jack Pacheco - Chief Operating Officer Ken Rizvi - Chief Financial Officer Conference Call Participants Kevin Cassidy - Rosenblatt Securities Brian Chin - Stifel Nick Doyle - Needham Operator Good afternoon. Thank you for attending the SMART Global Holdings First Quarter Fiscal 2024 Earnings Call. My name is V ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Exact name of registrant as specified in its charter) Cayman Islands 98-1013909 (State or other jurisdiction of incorporation or organization) c/o Walkers Corporate Limited 190 Elgin Avenue George Town, Grand Cayman Cayman Islands KY1-9008 (I.R.S. Employer Identification No.) (Address of Principal Executive Offices) (Zip Code) FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the qu ...

Revenue of $86M; 31% of total SGH revenue − Excludes Brazil, which is reflected in discontinued operations Specialty Memory − Pricing stabilizing; customer inventories remain elevated; lead-times low − Increasing activity with customers on new product offerings: • Compute Express Link • Enterprise SSDs with Storage Endurance Tiering • ZefrTM ZDIMM Ultra-high reliability memory modules for Cloud Service Providers − Despite market headwinds, our value-add business model achieved 8% operating margin LED Soluti ...

Financial Performance - SMART Global Holdings reported net sales of $443.3 million in 2023 for its Memory Solutions segment, a decrease of 19.7% from $551.7 million in 2022[28]. - Intelligent Platform Solutions (IPS) generated net sales of $749.7 million in 2023, up from $441.0 million in 2022 and $344.8 million in 2021, reflecting a significant growth trajectory[35]. - The LED Solutions group reported net sales of $248.3 million in 2023, a decrease from $403.2 million in 2022 and an increase from $224.6 million in 2021, indicating fluctuations in market demand[42]. - Sales to the ten largest end customers accounted for 60% of total net sales in 2023, compared to 62% in 2022 and 59% in 2021, showing a slight decrease in customer concentration[56]. - SMART Global Holdings reported net sales of $443.3 million, $551.7 million, and $486.2 million for its Memory Solutions segment in fiscal years 2023, 2022, and 2021, respectively[28]. - The Intelligent Platform Solutions segment achieved net sales of $749.7 million, $441.0 million, and $344.8 million in fiscal years 2023, 2022, and 2021, respectively[35]. - The LED Solutions group reported net sales of $248.3 million in 2023, down from $403.2 million in 2022 and $224.6 million in 2021[42]. Acquisitions and Divestitures - The company completed the acquisition of Stratus Technologies for a cash purchase price of $225 million, with potential contingent consideration of up to $50 million based on performance[22]. - An agreement was made to divest an 81% interest in SMART Brazil for approximately $205 million, expected to close by early 2024[24]. - The divestiture of SMART Brazil is aimed at refocusing on high-performance solutions for enterprise customers, enhancing financial position for strategic investments[25]. - The company has completed five acquisitions since 2018, including Cree LED in 2021 and Stratus Technologies in 2022, to diversify its business[19]. Workforce and Employee Engagement - As of the end of fiscal year 2023, SMART Global Holdings employed approximately 3,000 employees globally, with a majority in China, Malaysia, and the United States[21]. - The workforce consists of approximately 3,000 full-time employees globally, with no work stoppages reported[77]. - The company emphasizes a "people first" strategy, focusing on employee engagement, development, and diversity[76]. - The company is committed to maintaining a safe work environment and promoting employee wellness through various programs[82]. - The company is committed to diversity, equity, and inclusion, with a Global Diversity Council focusing on equal opportunity employment[81]. - The company offers a pay-for-performance compensation philosophy, including a bonus program linked to business performance[83]. Research and Development - Research and development expenses increased to $90.6 million in 2023, up from $77.5 million in 2022 and $59.9 million in 2021[67]. - The company has approximately 370 research and development personnel worldwide as of August 25, 2023[67]. - The focus of research and development includes next-generation DRAM products, high availability server architecture, and innovations in LED products[64]. - The focus of product development includes next-generation DRAM products, enterprise memory, and Flash-based products targeting industrial and enterprise markets[64][65]. - The company owns or exclusively licenses approximately 1,874 patents and has 269 pending patent applications as of August 25, 2023[73]. - The company emphasizes collaboration with customers to deliver technically advanced products that meet specific needs and enhance performance[66]. Strategic Initiatives and Market Position - The company’s strategic initiatives include investments in new products and technologies to enhance its market position and customer offerings[19]. - The company’s Memory Solutions group offers advanced memory solutions critical to sectors like AI and machine learning, with a focus on high-availability computing[28]. - SMART Global Holdings is focused on delivering high-quality products and services while ensuring efficient time-to-market and build-to-order flexibility[18]. - Penguin Computing offers a robust portfolio including servers, software, and cloud-based solutions, focusing on AI and HPC applications[36]. - Stratus provides high-availability platforms that support critical applications across various industries, enhancing productivity and efficiency[40]. - The company aims to address complex customer needs through advanced engineering and design capabilities, promoting new standards and custom solutions[66]. Manufacturing and Supply Chain - The manufacturing facilities are certified under various international standards, ensuring quality and compliance in production processes across multiple locations[46]. - The company utilizes third-party contract manufacturers and has developed capabilities for large-scale systems and HPC clusters[50]. - General economic conditions and supply chain issues have led to significant material shortages, impacting manufacturing capabilities and costs[58]. - The company has established relationships with leading semiconductor suppliers, including Samsung and Intel, to secure materials and maintain competitive pricing[56]. Market Challenges - The ongoing effects of COVID-19 have led to fluctuating sales volumes and disruptions in product development and marketing activities[27]. - Environmental regulations may pose risks, including potential liabilities related to contamination at leased facilities[85].

Financial Data and Key Metrics Changes - Total sales for fiscal 2023 reached $1.44 billion, a 3% increase from $1.4 billion in fiscal 2022, driven by strong growth in the IPS segment despite headwinds in memory and LED segments [107] - Non-GAAP gross margins improved to 31.7% in fiscal 2023, up from 29.2% in fiscal 2022, marking a record for the company [77][109] - Non-GAAP diluted earnings per share for fiscal 2023 were $2.52, down from $2.65 in fiscal 2022 [109] Business Line Data and Key Metrics Changes - IPS sales totaled $145 million in Q4, representing 46% of total sales, with services revenue contributing 19% of total revenue [85] - Specialty Memory revenue was $105 million in Q4, accounting for 33% of total sales, remaining flat compared to the previous quarter [90] - LED Solutions generated $66 million in Q4, up 3% sequentially, representing 21% of overall sales [97] Market Data and Key Metrics Changes - The consumer memory market has seen a dramatic decline in demand, impacting sales forecasts for Brazil, which were lower than anticipated [8][10] - Elevated inventory levels among key customers have affected buying patterns in the memory segment, leading to challenges in forecasting [91] Company Strategy and Development Direction - The company is transitioning from a memory module provider to an enterprise solutions company, focusing on high-performance and high-availability solutions [72][74] - The acquisition of Stratus Technologies has expanded the IPS offerings and added significant high-margin recurring services revenue [73] - The divestiture of SMART Brazil is aimed at aligning resources towards developing high-performance enterprise solutions [74] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the long-term potential in AI and advanced computing, indicating a focus on customer engagement and deployment of AI solutions [3][19] - The company anticipates that IPS revenue will be weighted towards the second half of fiscal 2024 due to current visibility challenges [89][66] - Management noted that while memory pricing is stabilizing, demand remains lower than expected, with inventory burn-off expected in the coming quarters [11][39] Other Important Information - The company reported a strong balance sheet with cash and short-term investments totaling $391 million at the end of Q4 [124] - The anticipated completion of the sale of 81% of SMART Brazil operations is expected by the end of calendar 2023 or early 2024 [65][100] Q&A Session Summary Question: What would the top and bottom line results and guidance have looked like if Brazil was included? - Brazil represented $30 million in actual sales for Q4, but sales were lower than anticipated, impacting overall guidance [7][8] Question: What is the outlook for memory and IPS in the upcoming quarters? - Management indicated that memory revenues are expected to be down sequentially due to market softness and inventory levels, while IPS may also see a decline [126][127] Question: Can you provide new targets for long-term gross margin excluding SMART Brazil? - Long-term margin expectations have not been outlined yet, but the company has been running above 30% margin levels recently [42][44] Question: What is the expected impact of CXL on future revenue? - CXL revenue is expected to ramp up more significantly in fiscal 2025 and 2026, with initial products being released this year [45][48]

Financial Data and Key Metrics Changes - Non-GAAP gross margins increased to 28%, up 230 basis points from the year-ago quarter [6] - Non-GAAP diluted earnings per share were $0.66 on sales of $383 million [6][39] - Cash flow from operations was approximately $41 million, with cash and cash equivalents reaching a record $401 million [6][17] Business Line Data and Key Metrics Changes - IPS sales totaled $171 million, representing 45% of total sales, with a 31% increase year-over-year excluding Stratus Technologies [32] - Memory sales were $148 million, with operating margins of approximately 8% [35] - LED Solutions generated $64 million, up 15% sequentially from the previous quarter [11] Market Data and Key Metrics Changes - The LED market is showing signs of recovery, with customer design activity improving [36] - The company expects modest revenue growth in the LED segment for the fourth quarter [37] Company Strategy and Development Direction - The company is focusing on delivering high-performance, high-availability enterprise solutions, particularly in AI and HPC [24][31] - A divestiture of the majority stake in SMART Modular Brazil is aimed at refocusing on enterprise solutions [18] - The company is optimistic about growth opportunities in AI and machine learning over the next three to five years [24] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the challenging global economic environment but expressed confidence in the company's positioning for future growth [6][24] - The company anticipates that the divestiture will be accretive to non-GAAP gross margins and earnings per share [19] Other Important Information - The company reported a decrease in operating expenses due to cost containment initiatives [15] - Inventory levels decreased to $226 million, driven by reductions in IKEA and memory inventories [16] Q&A Session Summary Question: Growth in IPS business and AI interest - Management noted significant growth in the RFQ funnel, particularly from Tier 2 and Tier 3 cloud providers, and highlighted interest in financial and healthcare sectors [27] Question: AI exposure as a percentage of total revenue - Management indicated difficulty in quantifying AI revenue but estimated exposure to be over $250 million for fiscal '23 [56][70] Question: LED market trends - Management observed improving customer design activity and revenue growth in the LED segment, despite ongoing channel burn [72] Question: Brazil divestiture impact - Management stated the divestiture would be neutral to slightly positive for non-GAAP EPS and highlighted plans for capital allocation post-transaction [78][84] Question: Competitive landscape and advantages - Management emphasized the company's focus on providing customized solutions and the importance of customer relationships over hardware-only sales [66][90]