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Digi International(DGII) - 2025 Q4 - Annual Report

Supply Chain and Operational Risks - The company experienced significant supply chain disruptions, leading to elevated inventory levels compared to historical norms[52] - The company’s operations may be adversely affected by potential new international tariffs, impacting supply chains and product competitiveness[65] - The company is reliant on third-party manufacturers in countries such as Mexico, Thailand, Taiwan, and China, which may face disruptions affecting timely product delivery[99] - The company is exposed to risks from natural disasters and geopolitical events that could disrupt supply chains and negatively impact revenue[105] - The lengthy sales cycle for certain products complicates revenue forecasting and can materially affect operating results if orders are delayed[53] Customer and Revenue Concentration Risks - A distributor customer represented 13% of consolidated revenue for the twelve months ended September 30, 2025, indicating customer concentration risk[58] - The company acquired Ventus in fiscal 2022, which has historically concentrated its business on fewer than twenty customers, posing risks to revenue stability[56] - The company relies on third-party distributors for a substantial portion of revenue, increasing vulnerability to their sales performance[64] - The company’s revenue may fluctuate significantly based on large project-based purchases, which are not consistently repeated[90] Financial Performance and Metrics - Consolidated revenue for fiscal 2025 was $430 million, representing a 1% increase from $424 million in fiscal 2024[148] - Net income rose by 81% to $41 million, with net income per diluted share increasing by 77% to $1.08[148] - Annual Recurring Revenue (ARR) reached over $152 million, a 31% increase from $116 million in fiscal 2024[148] - Operating income for fiscal 2025 was $56 million, a 17% increase from $48 million in fiscal 2024, with an operating margin of 13.1%[150] - Operating expenses increased by 6.2% to $214 million, primarily due to a rise in labor and non-labor expenses[156] Research and Development - The company intends to allocate significant resources to research and development, with expenses projected at 14.8%, 14.2%, and 13.2% of revenue for fiscal years 2025, 2024, and 2023 respectively[101] - The company is investing in new product development to address declining demand in mature markets, but long-term revenue generation remains uncertain[92] - The company’s research and development efforts may not yield successful products, potentially harming revenue and business prospects[101] Cybersecurity and Regulatory Risks - Cybersecurity risks are present, with potential vulnerabilities in products and reliance on cloud-based technologies increasing operational risks[70] - The company faces increasing costs and potential revenue loss due to cybersecurity risks, including legal liabilities and regulatory compliance challenges[74] - The company may face challenges in complying with evolving regulatory requirements related to foreign operations, which could adversely affect revenue[80] - The company has established processes for managing cybersecurity risks and has implemented ongoing training and security measures[125] Market and Competitive Landscape - The company’s ability to compete effectively is threatened by established competitors with greater resources and technological advantages[81] - The company’s future growth is dependent on successfully navigating economic downturns and credit conditions that may impact customer spending[89] - The company is considering incorporating artificial intelligence into its product offerings, which may present regulatory and competitive challenges[76] - The company’s reliance on new product introductions and technological advancements makes it susceptible to market fluctuations and potential loss of market share[83] Acquisitions and Financial Agreements - The company completed the acquisition of Jolt in August 2025, which significantly contributed to the increase in ARR[145] - The company has entered into a credit agreement providing a $250 million senior secured revolving credit facility, with an additional borrowing capacity of up to $95 million or 100% of trailing twelve-month adjusted EBITDA[107] - A total of $215 million was borrowed under the new credit facility to repay obligations under the previous credit agreement, which consisted of a $350 million term loan and a $35 million revolving credit facility[108] - The company completed the acquisition of Jolt Software, Inc. for $148.5 million on August 18, 2025, allocating $99 million to a customer relationship intangible asset[216] Stockholder and Market Information - The company’s common stock is listed on the Nasdaq Global Select Market under the symbol DGII, with 94 stockholders of record as of November 14, 2025[133] - The stock price of the company fluctuated between $23.13 and $38.11 per share during fiscal 2025, closing at $38.38 on November 14, 2025[121] - The company’s stockholders' return from September 30, 2019, to September 30, 2025, showed a cumulative return of $233.27 compared to the Nasdaq U.S. Benchmark TR Index's return of $209.01[138] Goodwill and Impairment - The company reported a potential impairment of goodwill if stock prices decline over a sustained period or if acquired businesses do not meet anticipated results[122] - As of June 30, 2025, the company reported a total goodwill of $175.5 million for the IoT Products & Services reporting unit and $167.6 million for the IoT Solutions reporting unit, with no impairment recorded[196] - Goodwill impairment tests conducted on June 30 for the years 2023, 2024, and 2025 indicated no impairment[249] - No additional goodwill impairment assessment was deemed necessary as of September 30, 2025[249]