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Nextracker (NXT) - 2025 Q4 - Annual Report

Debt and Financial Flexibility - The company incurred substantial indebtedness under the 2023 Credit Agreement, which could adversely affect its financial flexibility and competitive position [252]. - The company fully repaid all outstanding obligations under the term loan of the 2023 Credit Agreement during the fiscal year ended March 31, 2025 [252]. - The company's indebtedness increases the risk of insufficient cash flow to meet debt obligations, potentially limiting operational flexibility and growth opportunities [254]. - The 2023 Credit Agreement contains restrictive covenants that may limit the company's ability to engage in activities beneficial for long-term interests [253]. - The ability to refinance indebtedness will depend on capital market conditions and the company's financial health at the time [262]. Capital and Stockholder Considerations - The company does not intend to pay cash dividends on its common stock in the near term, focusing instead on retaining funds for business operations and expansion [259]. - The company may raise additional capital, which could dilute existing common stock holders and adversely affect the market price of its common stock [257]. - The market price of the company's Class A common stock has been highly volatile, influenced by various external factors beyond its control [264]. - The company faces risks related to potential class action litigation due to stock price volatility, which could harm its financial condition [266]. - The company's multi-class share structure may limit its attractiveness to certain investors and affect its market price [268]. Revenue and Customer Dynamics - The company experienced significant growth, with top five largest customers contributing 32.0% of total revenue in fiscal year 2025, down from 41.1% in 2024 [406]. - Customer A accounted for 17.4% of total revenue in fiscal year 2023, while Customer G contributed 17.0% in 2024 [406]. Operational Risks and Challenges - The company is exposed to commodity price risk, particularly from fluctuating steel prices, which could adversely affect operating margins if increases cannot be passed on to customers [409]. - Logistics costs have increased due to global shipping disruptions, potentially affecting project delivery timing and profitability [410]. - The company may face challenges in managing future growth effectively, which could impact customer service and operational quality [280]. - Retaining key personnel is critical for the company's growth, as competition for skilled individuals is intense [282]. - Future acquisitions may pose integration challenges and could dilute stockholder value if not managed properly [284]. Currency and Tax Considerations - The company has established a foreign currency risk management policy to mitigate exposure to exchange rate fluctuations [411]. - A 10% appreciation or depreciation of the U.S. dollar is not expected to materially affect the company's financial position or results in the near term [412]. - The company is restricted by the Tax Matters Agreement from taking certain actions that could adversely affect tax treatment related to the Spin Distribution or the Merger [278].