Financial Performance - Net sales for the three months ended February 26, 2021, were $304,009,000, an increase of 11.8% compared to $272,042,000 for the same period in 2020[14] - Gross profit for the six months ended February 26, 2021, was $106,099,000, slightly up from $105,826,000 for the same period in 2020[14] - Net income for the three months ended February 26, 2021, was $5,844,000, compared to a net loss of $9,720,000 for the same period in 2020[14] - Basic earnings per share for the three months ended February 26, 2021, was $0.24, a significant improvement from a loss of $0.41 per share in the same period of 2020[14] - Net income for the six months ended February 26, 2021, was $7.871 million, compared to a net loss of $9.496 million for the same period in 2020, representing a significant turnaround[23] Expenses and Cost Management - Research and development expenses decreased to $8,852,000 for the three months ended February 26, 2021, from $14,702,000 in the same period of 2020, representing a reduction of 39.0%[14] - The company paid $2.955 million in interest during the period, a decrease from $9.754 million in the same period last year, suggesting lower debt servicing costs[23] - Share-based compensation expense for the three months ended February 26, 2021, was $5.398 million, compared to $4.647 million for the same period in 2020[82] Assets and Liabilities - Total assets increased to $820,807,000 as of February 26, 2021, compared to $786,608,000 as of August 28, 2020, reflecting a growth of 4.3%[12] - Total liabilities rose to $562,248,000 as of February 26, 2021, up from $504,504,000 as of August 28, 2020, indicating an increase of 11.4%[12] - Total shareholders' equity decreased to $258,559,000 as of February 26, 2021, from $282,104,000 as of August 28, 2020[12] Cash Flow and Investments - Net cash provided by operating activities increased to $55.990 million, up from $48.601 million year-over-year, indicating improved operational efficiency[23] - Capital expenditures for the six months ended February 26, 2021, were $34.795 million, compared to $9.368 million in the prior year, reflecting increased investment in growth[23] - Cash and cash equivalents decreased to $139,803,000 as of February 26, 2021, from $150,811,000 as of August 28, 2020[12] Market Presence and Operations - The company has operations in multiple countries, including the United States, Brazil, and several Asian and European nations, indicating a broad market presence[27] - The company operates in three segments: Specialty Memory Products, Brazil Products, and Specialty Compute and Storage Solutions, diversifying its revenue streams[27] Revenue Recognition and Deferred Revenue - Gross billings to customers for the six months ended February 26, 2021, were $871,338 thousand, up 3.9% from $838,949 thousand for the same period in 2020[46] - Deferred revenue increased by $4,724 thousand from $20,124 thousand as of August 28, 2020, to $24,848 thousand as of February 26, 2021[48] - Remaining performance obligations expected to be recognized within one year amount to $20,400 thousand[51] Acquisitions and Divestitures - The Company completed the divestiture of its LED Business for a total purchase price of $50 million in cash and a $125 million promissory note, with potential earn-out payments of up to $125 million based on future performance[97] - The acquisition of SMART Embedded Computing, Inc. was completed for a base purchase price of approximately $75 million, with potential earn-out payments of up to $10 million based on revenue targets[100] - SMART Global Holdings acquired SMART Wireless Computing for a total purchase price of approximately $14.6 million, which included $3.2 million in cash and $9.1 million in shares[109] Debt and Financing - The Company recognized a loss on extinguishment of debt in other expense, net of $6.6 million due to early repayment of term loans[168] - The Amended Credit Agreement provides for $165 million of initial term loans with a maturity date of August 9, 2022, and $50 million of revolving loans with a maturity date of February 9, 2021[155] - The FINEP Credit Agreement provides a total of R$102.2 million (approximately $18.7 million) for technology innovation projects in Brazil[185] Stock Options and Compensation - The expected volatility for stock options granted was 52.07% for the six months ended February 26, 2021, compared to 46.10% for the same period in 2020[204] - The total intrinsic value of employee stock options exercised was $2.0 million for the three months ended February 26, 2021, and $2.4 million for the six months ended February 26, 2021[206] - The share-based compensation expense related to RSAs, RSUs, and PSUs was approximately $3.2 million for the three months ended February 26, 2021, and $12.2 million for the six months ended February 26, 2021[210]

J A N U A R Y 2 0 2 1 Investor Presentation Forward-looking Statements 2 This presentation and oral communications made during the course of this presentation contain statements that constitute forward-looking statements. Many of these forward-looking statements can be identified by the use of forward-looking words such as "anticipate," "believe," "could," "expect," "should," "plan," "intend," "estimate" and "potential," among others. Forward-looking statements include, but are not limited to, statements re ...

SMART Global Holdings, Inc. (NASDAQ:SGH) Q1 2021 Earnings Conference Call January 5, 2021 4:30 PM ET Company Participants Suzanne Schmidt - IR Mark Adams - President & CEO Jack Pacheco - EVP, COO and CFO Conference Call Participants Kevin Cassidy - Rosenblatt Securities Raji Gill - Needham & Company Brian Chin - Stifel Sidney Ho - Deutsche Bank Operator Ladies and gentlemen, thank you for standing by and welcome to the SMART Global Holdings First Quarter Fiscal 2021 Earnings Conference Call. At this time, ...

JANUARY 5, 2021 Q1 FY2021 Financial Results Conference Call GLOBAL HOLDINGS Disclaimer 2 This presentation and oral communications made during the course of this presentation contain "forward-looking statements" including among other things, statements regarding future events and the future financial performance of SMART Global Holdings, Inc. ("SGH), including the business outlook for the next fiscal quarter, and statements regarding growth drivers in SGH'S industries and markets. These statements are only ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 November 27, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-38102 SMART GLOBAL HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Cayman Islands 98-1013909 ( State or other jurisdiction of incorporatio ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10‑K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 28, 2020 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 001-38102 SMART GLOBAL HOLDINGS, INC. (Exact name of registrant as specified in its charter) Cayman Islands 98-1013909 ( State or other ju ...

SMART Global Holdings, Inc. (NASDAQ:SGH) Q4 2020 Earnings Conference Call October 1, 2020 4:30 PM ET Company Participants Ajay Shah - Chairman Mark Adams - CEO Jack Pacheco - CFO Suzanne Schmidt - IR Conference Call Participants Rajvi Gill - Needham & Company Brian Chin - Stifel, Nicolaus & Company Kevin Cassidy - Rosenblatt Securities Sidney Ho - Deutsche Bank Blayne Curtis - Barclays Mark Lipacis - Jefferies Operator Ladies and gentlemen, thank you for standing by and welcome to the SMART Global Holdings ...

O C T O B E R 1 , 2 0 2 0 Q4 FY2020 Financial Results Conference Call SMART Disclaimer 2 This presentation and oral communications made during the course of this presentation contain "forward-looking statements" including among other things, statements regarding future events and the future financial performance of SMART Global Holdings, Inc. (including the business outlook for the next fiscal quarter) and statements regarding growth drivers in SMART's industries and markets. These statements are only predi ...

Financial Data and Key Metrics Changes - Total net sales for Q3 2020 increased by approximately 19% compared to the same quarter last year, driven by strength in the Specialty Memory business [9] - Non-GAAP net income and EPS increased by 116% and 106% respectively compared to last year's third fiscal quarter [9] - Non-GAAP gross profit for Q3 was $55.9 million, up from $52.9 million in the previous quarter [32] - Non-GAAP net income for Q3 was $17.1 million or $0.70 per diluted share, compared to $12.8 million or $0.52 per diluted share in the previous quarter [33] - Cash flow from operations totaled $13.6 million compared to $23.3 million in the prior quarter [38] Business Line Data and Key Metrics Changes - Specialty Memory products generated $127.7 million in revenue, approximately 45% of overall revenue, a 15% increase from the previous quarter [11] - Brazil business generated $92.7 million in revenues, approximately 33% of overall net sales, meeting expectations despite pandemic-related economic slowdowns [16] - Specialty Compute products recorded revenues of $60.9 million, representing approximately 22% of overall revenue [22] Market Data and Key Metrics Changes - Breakdown of net sales by end markets: Mobile and PCs 27%, Network and Telecom 25%, Servers and Storage 15%, Industrial, Defense & Other 33% [31] - Brazilian smartphone market is forecasted to see a unit sales slowdown, but average mobile memory capacity per phone continues to increase [17] Company Strategy and Development Direction - The company is focused on expanding its reach across new geographies and customers, particularly in high-performance computing and specialty memory [10][28] - The company is evaluating opportunities for accretive acquisitions to strengthen and diversify its operations [28] - The introduction of new high-density products is expected to drive future growth, particularly in the Brazilian market [21][87] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in strong financial performance ahead, despite uncertainties in the market [10] - The company is navigating the global health crisis effectively, with a focus on employee safety and adapting to new work environments [27] - Management noted that the federal year-end spending is delayed, impacting visibility on government contracts [48] Other Important Information - The company has a strong balance sheet with improved capital structure following the restructuring of debt [38][109] - Capital expenditures for the fourth fiscal quarter are expected to be in the range of $6 million to $10 million [45] Q&A Session Summary Question: Expectations for recovery in Brazil and other segments - Management indicated uncertainty regarding the duration of project delays but noted strong commercial sales in high-performance computing [48][49] Question: Gross margins and factors affecting them - Management attributed the increase in gross margins to a higher mix of specialty computing and mobile products [54] Question: Memory content and average selling price trends - Management expects a 15% to 20% growth in average selling prices in Q4 due to new product releases [57] Question: Gross margin by segment - Brazil's gross margin was approximately 21%, while specialty compute was at 24% [61] Question: Lead times for DRAM and flash - DRAM lead times have decreased slightly, while flash remains at around 16 weeks [63] Question: Significance of the 7-die device - The 7-die device is expected to increase density and is already being shipped in some phones [68] Question: Government business and budget flush - Management expressed uncertainty about the typical year-end budget flush due to the current environment [102] Question: M&A environment during the pandemic - The M&A environment remains active, with the company looking for strategic opportunities [106][109]

Part I [Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20%28Unaudited%29) This section presents the unaudited condensed consolidated financial statements for SMART Global Holdings, Inc. for the quarterly period ended May 29, 2020, including key financial statements and detailed notes [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to $792.3 million, total liabilities rose to $527.8 million, and total shareholders' equity slightly decreased to $264.5 million as of May 29, 2020 Condensed Consolidated Balance Sheets (in thousands) | | May 29, 2020 | August 30, 2019 | | :--- | :--- | :--- | | **Total current assets** | $567,106 | $472,260 | | **Total assets** | $792,300 | $704,137 | | **Total current liabilities** | $306,260 | $237,900 | | **Total liabilities** | $527,781 | $430,677 | | **Total shareholders' equity** | $264,519 | $273,460 | [Condensed Consolidated Income Statements](index=5&type=section&id=Condensed%20Consolidated%20Income%20Statements) Net sales increased to $281.3 million for the three months ended May 29, 2020, while the nine-month period saw a net loss of $8.7 million Key Income Statement Data (in thousands, except per share data) | | Three Months Ended May 29, 2020 | Three Months Ended May 31, 2019 | Nine Months Ended May 29, 2020 | Nine Months Ended May 31, 2019 | | :--- | :--- | :--- | :--- | :--- | | **Net sales** | $281,287 | $235,657 | $825,347 | $933,599 | | **Gross profit** | $54,233 | $43,035 | $160,059 | $185,235 | | **Income from operations** | $10,064 | $7,399 | $24,101 | $77,649 | | **Net income (loss)** | $825 | $1,945 | $(8,671) | $45,707 | | **Diluted EPS** | $0.03 | $0.08 | $(0.36) | $1.96 | [Condensed Consolidated Statements of Comprehensive Income (Loss)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20%28Loss%29) The company reported comprehensive losses of $34.9 million and $65.4 million for the three and nine months ended May 29, 2020, respectively, primarily due to negative foreign currency translation adjustments Comprehensive Income (Loss) (in thousands) | | Three Months Ended May 29, 2020 | Nine Months Ended May 29, 2020 | | :--- | :--- | :--- | | Net income (loss) | $825 | $(8,671) | | Foreign currency translation | $(35,752) | $(56,768) | | **Comprehensive income (loss)** | **$(34,927)** | **$(65,439)** | [Condensed Consolidated Statements of Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Equity) Total shareholders' equity decreased to $264.5 million as of May 29, 2020, influenced by a net loss and negative foreign currency translation adjustments - Total shareholders' equity decreased to **$264.5 million** as of May 29, 2020, from **$273.5 million** as of August 30, 2019[23](index=23&type=chunk) - Key changes in equity for the nine months ended May 29, 2020 include a net loss of **$8.7 million**, share-based compensation of **$15.5 million**, and a **$50.8 million** equity component from new convertible notes[23](index=23&type=chunk)[26](index=26&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities decreased to $62.2 million for the nine months ended May 29, 2020, while financing activities provided $12.8 million Net Cash Flow Summary (in thousands) | | Nine Months Ended May 29, 2020 | Nine Months Ended May 31, 2019 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $62,227 | $120,716 | | **Net cash used in investing activities** | $(16,735) | $(30,189) | | **Net cash provided by financing activities** | $12,751 | $770 | | **Net increase in cash and cash equivalents** | $33,706 | $88,865 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) These notes detail accounting policies, recent acquisitions, financial instruments, segment reporting changes, debt refinancing, and contingencies including a Brazilian tax assessment - The company operates in three segments: **Specialty Memory Products**, **Brazil Products**, and **Specialty Compute and Storage Solutions (SCSS)**[30](index=30&type=chunk)[218](index=218&type=chunk) - In July 2019, the company acquired **SMART Embedded Computing (SMART EC)** for approximately **$77.7 million** and **SMART Wireless Computing** for approximately **$14.6 million**[94](index=94&type=chunk)[102](index=102&type=chunk)[104](index=104&type=chunk) - In February 2020, the company issued **$250.0 million** of 2.25% convertible senior notes due 2026, using proceeds to repay existing term loans and recognizing a **$6.6 million** loss on extinguishment of debt[143](index=143&type=chunk)[169](index=169&type=chunk) - The company is contesting a Brazilian import duty tax assessment of **R$5.7 million ($1.1 million)** as of May 29, 2020, with management believing the probability of a material loss is remote[214](index=214&type=chunk)[216](index=216&type=chunk)[217](index=217&type=chunk) Net Sales by Segment (in thousands) | Segment | Three Months Ended May 29, 2020 | Three Months Ended May 31, 2019 | | :--- | :--- | :--- | | Specialty Memory Products | $127,700 | $98,755 | | Brazil Products | $92,701 | $100,982 | | SCSS | $60,886 | $35,920 | | **Total** | **$281,287** | **$235,657** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=46&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, including a 19.4% Q3 net sales increase driven by acquisitions, an 11.6% nine-month decline due to Brazil, COVID-19 impacts, and liquidity analysis - The COVID-19 pandemic may negatively impact sales, marketing, and product development, with reduced sales volumes already observed in certain SCSS product lines[231](index=231&type=chunk) Net Sales Comparison (in millions) | Period | FY20 Q3 | FY19 Q3 | % Change | Nine Months FY20 | Nine Months FY19 | % Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | **Net Sales** | $281.3 | $235.7 | +19.4% | $825.3 | $933.6 | -11.6% | - Q3 sales increased due to **SCSS acquisitions** (contributing **$19.9 million**) and a **29.3%** rise in Specialty Memory sales, while nine-month sales declined primarily from an **8.2%** drop in Brazil product sales due to lower average selling prices[234](index=234&type=chunk) - Cash from operations for the nine months ended May 29, 2020, was **$62.2 million**, down from **$120.7 million** in the prior year, primarily due to a **$72.5 million** increase in inventory and a **$17.9 million** increase in accounts receivable[246](index=246&type=chunk)[251](index=251&type=chunk) - In February 2020, the company issued **$250.0 million** in convertible notes, using proceeds to extinguish **$204.9 million** of long-term debt and purchase **$21.8 million** in capped calls[247](index=247&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=51&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks from foreign currency fluctuations, especially the Brazilian real, and interest rate changes, using forward contracts to mitigate some foreign exchange exposure - The company is subject to foreign exchange risk, with approximately **35%** of net sales for the nine months ended May 29, 2020, originating in Brazilian reais[264](index=264&type=chunk) - Foreign exchange forward contracts are utilized to mitigate risk associated with foreign-currency-denominated assets and liabilities, primarily in Brazil[263](index=263&type=chunk) - The company faces interest rate risk on its **$50 million** revolving credit facility, where a **1.0%** interest rate increase would result in a **$0.5 million** increase in annual interest expense if fully drawn[266](index=266&type=chunk) [Controls and Procedures](index=51&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of May 29, 2020, with no material changes in internal control over financial reporting - Management concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by this report[269](index=269&type=chunk) - No material changes in internal control over financial reporting occurred during the quarter[270](index=270&type=chunk) Part II [Legal Proceedings](index=53&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in legal matters arising in the normal course of business, with details provided in Note 10 of the financial statements - Information regarding legal proceedings is detailed in Note 10, Commitments and Contingencies, of the financial statements[272](index=272&type=chunk) [Risk Factors](index=53&type=section&id=Item%201A.%20Risk%20Factors) This section updates risk factors, including potential adverse impacts of the COVID-19 pandemic, risks associated with convertible senior notes, and changes to Brazilian tax incentive programs - The COVID-19 pandemic poses significant risks, potentially disrupting manufacturing, supply chains, and sales, and has negatively impacted certain SCSS product lines[274](index=274&type=chunk) - Risks related to convertible senior notes include potential inability to repurchase upon a 'fundamental change' and adverse accounting impacts on financial results[280](index=280&type=chunk)[282](index=282&type=chunk) - Capped call transactions related to the notes may affect the value of notes and ordinary shares, subject to counterparty hedging activities[288](index=288&type=chunk)[290](index=290&type=chunk) - Changes to Brazilian tax incentive programs (PPB/IT and PADIS) have shifted benefits from reduced tax rates to financial credits based on R&D investment, creating uncertainty about future benefits[292](index=292&type=chunk)[295](index=295&type=chunk)[299](index=299&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=60&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company's use of working capital and ability to pay dividends are restricted by its Amended Credit Agreement, as detailed in Note 7 - The company's use of working capital and ability to pay dividends are restricted by its Amended Credit Agreement[308](index=308&type=chunk) [Defaults Upon Senior Securities](index=60&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities during the period - None[309](index=309&type=chunk) [Mine Safety Disclosures](index=60&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[310](index=310&type=chunk) [Exhibits](index=61&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including amended articles of association, CEO and CFO certifications, and XBRL data files - Filed exhibits include CEO and CFO certifications (31.1, 31.2, 32.1, 32.2) and XBRL interactive data files[312](index=312&type=chunk)