Stefan Murry
Analyst · B. Riley
Thank you Thompson. As Thompson mentioned, while our revenue came in below our expectations, we delivered gross margin in line with our expectations and a smaller non-GAAP loss per share relative to our expectations. We’re encouraged by the robust demand in the CATV environment, the strength we are seeing in the telecom market and the early shipments of our 400G products. Our total revenue for the third quarter increased 6% year-over-year to $56.7 million, which was slightly below our guidance range of $57 million to $60 million, primarily due to a faster than anticipated decline in 40G sales. As Thompson mentioned and as you may have seen, on September 15th, we announced that we have entered into an agreement with Yuhan Optoelectronic Technology for the sale of our manufacturing facilities located in the People's Republic of China, and certain assets related to our transceiver business and multichannel optical subassembly products for the datacenter telecom and FTTH markets for a purchase price of $150 million, less a holdback amount that is variable depending on working capital and other conditions at the time of closing. Currently, it would be approximately $7 million, making the total cash consideration for the divestiture approximately $143 million. I will spend a few moments on today's call to provide more detail on the strategic rationale as well as to discuss what AOI looks like as a company post the close of the transaction. As a reminder, we continue to anticipate that the transaction will be completed in 2023, and is subject to customary closing conditions and regulatory approvals, including CFIUS and ODI. We believe that the transaction would have a number of benefits for AOI. First, it would allow us to concentrate our efforts on growing our higher margin optical component chip business. Currently, the vast majority of the optical components produced in our Texas fab are used in the internal production of our transceivers. There are a number of transceiver manufacturers who are currently competitors of ours that we feel could become customers for our optical component products once we no longer compete with them on transceiver production. If successful, we believe that this transaction would allow us to unlock an additional potential market for our optical component products, which typically earn significantly higher gross margins. Second, we believe that this transaction may also unlock potential new revenue in China. Due to tensions with the US, many Chinese companies have a high degree of sensitivity to purchasing key components like transceivers from US companies. We believe that putting our transceiver manufacturing business into the hands of a domestic Chinese owner should enable the new entity to gain additional business with domestic Chinese customers. The benefit to AOI is potentially greater sales of our optical component chips to be used in the production of transceivers for these new customers. Third, we believe that reducing our dependence as a company on operations in China, given recent ongoing events, is prudent. The business environment there for US companies has grown increasingly challenging and there is no assurance that these tensions will ease in the foreseeable future. Finally, the significant cash generated by the transaction would enable us to strengthen our balance sheet. It would also allow us to make investments in future product development in our existing markets, as well as potential new ones. After the close of the transaction, we would retain our manufacturing facilities in Taiwan and Sugar Land Texas. AOI would exit the datacenter transceiver market and instead we would focus our resources on our datacenter laser business, our CATV broadband business and manufacturing of optical components for other markets, such as FTTH and sensing. We believe that these remaining businesses should generate free cash flow and can achieve EBITDA breakeven once the transaction closes. Turning to what our revenue profile would look like once the transaction is closed. It is difficult to break out what percentage of our overall datacenter revenue is optical components versus transceivers, given that our optical components are used to manufacture our transceivers. However, based on our internal usage of in-house manufactured optical components, we estimate that roughly 15% of our datacenter revenue over the trailing 12 months ended September 30 is attributable to these optical components. In addition to this embedded component business, over the trailing 12 months, we've had direct sales of optical components of approximately $20 million. Post transaction as noted above we believe that there are significant opportunities to increase both our datacenter optical component revenue and our direct sales of optical components. Lastly, with respect to our margin profile, while we cannot estimate with precision our margin structure after the transaction closes, we believe that at close or within a few quarters afterwards, we can achieve gross margins in the upper 20% range, perhaps approaching 30%. Turning back to the quarter. We secured one new design, which is in our telecom segment. The single design win in the quarter is lower than is typical, but we continue to have a robust pipeline for new qualifications that we expect to be completed over the next few quarters. We continue to see good customer traction on 400G, as we expected orders begin to ramp up in third quarter and we expect continued growth in shipments in Q4. Turning to our third quarter results. 55% of our Q3 revenue was from our CATV products, 31% was from our datacenter products with the remaining 14% from FTTH telecom and other. In our CATV product segment, the overall demand environment remains robust as MSOs, particularly in North America, continue purchasing additional networking products in order to upgrade their networks. CATV revenue in the third quarter was the company record of $31.3 million, which was up 35% year-over-year and 32% sequentially. Further out, we continue to have good visibility with CATV orders as we see our backlog stretching into mid 2023. We have significantly increased production capacity for our CATV products demonstrated by our Q3 results, and we believe that we are well positioned to deliver on the demand that we are seeing. Our Q3 datacenter revenue came in at $17.7 million, down 26% year-over-year and 18% sequentially. In the third quarter, 72% of our datacenter revenue was from our 100G products, 13% was from our 40G transceiver products and 3% was from our 200G and 400G transceiver products. Now turning to our telecom segment. Revenue from our telecom products of $6.8 million was up 32% year-over-year and up 9% sequentially. Telecom revenue continues to be driven mostly by 5G related products, and we believe that revenue from these products will remain relatively consistent over the next few quarters. For the third quarter, our top 10 customers represented 86% of revenue, flat with Q3 of the prior year. We had two 10% or greater customers in the third quarter, one in the CATV market and one in the datacenter market. These customers contributed 50% and 16% of total revenue respectively. In Q3, we generated non-GAAP gross margin of 18%, which was at the high end of our guidance range of 16.5% to 18.5%, and was up from 16.7% in Q2 of 2022 and compared to 19.9% in Q3 of 2021. The increase in gross margin was driven mainly by the anticipated impact of the cost reduction efforts that we initiated early in the year. Total non-GAAP operating expenses in the third quarter are $19.4 million or 34.3% of revenue, down as a total percentage of revenue from $19.3 million or 36.3% of revenue in Q3 of the prior year. R&D expenses decreased 8% year over year to $8.9 million. Looking forward, we expect non-GAAP operating expenses to increase in Q4 by about $3 million. This increase is driven by approximately $3.3 million or approximately $0.12 per share of additional employee bonus accrual related to the China divestiture. This catch up accrual in Q4 is necessary to conform our total year end bonus accrual to current expectations after the announcement of the transaction, but it is not expected to recur after Q4. Looking ahead, we expect non-GAAP operating expenses to moderate next year to between $19 million and $20 million per quarter. Non-GAAP operating loss in the third quarter was $9.3 million compared to an operating loss of $8.7 million in Q3 in the prior year. GAAP net loss for Q3 was $15.6 million or a loss of $0.56 per basic share compared with a GAAP net loss of $15.8 million or a loss of $0.58 per basic share in Q3 of 2021. On a non-GAAP basis, net loss for Q3 was $7.1 million or a loss of $0.26 per basic share, which was better than our guidance range of a loss of $7.6 million to $9.1 million or a loss per share in the range of $0.27 to $0.32 per basic share and compares to a net loss of $5.3 million or a loss of $0.20 per basic share in Q3 of the prior year. The basic shares outstanding used for computing the net loss in Q3 were 27.8 million. Turning now to the balance sheet. We ended the third quarter with $34.6 million in total cash, cash equivalents, short term investments and restricted cash. This compares with $40.7 million at the end of the second quarter. We ended the quarter with total debt of $65.1 million, up from $63.8 million last quarter. As of September 30th, we had $94.3 million in inventory compared to $98.2 million at the end of Q2. Inventory decreased primarily due to utilization of inventory for larger shipments during the quarter. We made a total of $0.8 million in capital investments in the third quarter, almost all in construction and building improvements. Looking ahead for the year we expect between $4 million and $5 million in total CapEx. Moving now to our Q4 outlook. We expect Q4 revenue to be between $58 million and $54 million dollars and non-GAAP gross margin to be in the range of 17% to 19.5%. Non-GAAP net loss is expected to be in the range of $8.1 million to $9.8 million and non-GAAP loss per basic share between $0.28 and $0.34 using a weighted average basic share count of approximately 28.7 million shares. With that, I'll turn it back over to the operator for the Q&A session. Operator?