ALLEGRO MICROSYSTEMS, INC. Income Taxes Disclosure
The components of (loss) income before income taxes include the following:
|
|
Fiscal Year Ended |
|
|||||||||
|
|
March 27, |
|
|
March 28, |
|
|
March 29, |
|
|||
(Loss) income before income taxes |
|
|
|
|
|
|
|
|
|
|||
Domestic operations |
|
$ |
(28,405 |
) |
|
$ |
(106,576 |
) |
|
$ |
183,524 |
|
Foreign operations |
|
|
13,504 |
|
|
|
20,880 |
|
|
|
11,273 |
|
Total |
|
$ |
(14,901 |
) |
|
$ |
(85,696 |
) |
|
$ |
194,797 |
|
Significant components of the income tax (benefit) provision are as follows:
|
|
Fiscal Year Ended |
|
|||||||||
|
|
March 27, |
|
|
March 28, |
|
|
March 29, |
|
|||
Current: |
|
|
|
|
|
|
|
|
|
|||
Federal |
|
$ |
5,569 |
|
|
$ |
(2,047 |
) |
|
$ |
16,086 |
|
State |
|
|
650 |
|
|
|
325 |
|
|
|
1,319 |
|
Foreign |
|
|
5,527 |
|
|
|
5,090 |
|
|
|
43,117 |
|
Total current |
|
|
11,746 |
|
|
|
3,368 |
|
|
|
60,522 |
|
Deferred: |
|
|
|
|
|
|
|
|
|
|||
Federal |
|
|
(10,406 |
) |
|
|
(15,272 |
) |
|
|
10,721 |
|
State |
|
|
(140 |
) |
|
|
(231 |
) |
|
|
(131 |
) |
Foreign |
|
|
(1,448 |
) |
|
|
(798 |
) |
|
|
(29,203 |
) |
Total deferred |
|
|
(11,994 |
) |
|
|
(16,301 |
) |
|
|
(18,613 |
) |
Total income tax (benefit) provision |
|
$ |
(248 |
) |
|
$ |
(12,933 |
) |
|
$ |
41,909 |
|
As detailed in Note 2 “Summary of Significant Accounting Policies” the Company elected to prospectively adopt the guidance in ASU 2023-09. The following table is a reconciliation of the U.S. federal statutory income tax rate to the Company’s effective tax rate for the fiscal year ended March 27, 2026 in accordance with the guidance in ASU 2023-09:
|
|
March 27, |
|
|||||
|
|
$ |
|
|
% |
|
||
U.S. federal statutory tax rate |
|
$ |
(3,129 |
) |
|
|
21.0 |
% |
State and local income tax, net of federal income tax effect1 |
|
|
364 |
|
|
|
(2.4 |
)% |
Foreign tax effects |
|
|
1,714 |
|
|
|
(11.5 |
)% |
Effect of cross-border tax laws: |
|
|
|
|
|
|
||
Foreign-derived intangible income benefit |
|
|
(3,903 |
) |
|
|
26.2 |
% |
Subpart F, GILTI and other inclusions, net of foreign tax credits |
|
|
(122 |
) |
|
|
0.8 |
% |
Other |
|
|
867 |
|
|
|
(5.8 |
)% |
Tax credits |
|
|
|
|
|
|
||
R&D credits |
|
|
(2,179 |
) |
|
|
14.6 |
% |
Changes in valuation allowances |
|
|
1,339 |
|
|
|
(9.0 |
)% |
Nontaxable or nondeductible items: |
|
|
|
|
|
|
||
Stock-based compensation |
|
|
2,438 |
|
|
|
(16.4 |
)% |
162(m) limitation |
|
|
2,626 |
|
|
|
(17.6 |
)% |
Other |
|
|
173 |
|
|
|
(1.1 |
)% |
Changes in unrecognized tax benefits |
|
|
(436 |
) |
|
|
2.9 |
% |
Effective tax rate |
|
$ |
(248 |
) |
|
|
1.7 |
% |
The following table shows the difference between the income tax (benefit) provision at the statutory federal tax rate and the (benefit) provision for income taxes for the fiscal years ended March 28, 2025 and March 29, 2024, using the methodology in place prior to the adoption of ASU 2023-09:
|
|
Fiscal Year Ended |
|
|||||
|
|
March 28, |
|
|
March 29, |
|
||
Income tax (benefit) provision at U.S. statutory rate |
|
$ |
(17,996 |
) |
|
$ |
40,907 |
|
State income taxes, net of federal benefit |
|
|
266 |
|
|
|
1,106 |
|
Foreign derived intangible income |
|
|
(2,037 |
) |
|
|
(25,612 |
) |
Research and development tax credit |
|
|
(3,644 |
) |
|
|
(6,188 |
) |
Stock-based compensation |
|
|
2,094 |
|
|
|
(956 |
) |
Cumulative provision-to-return |
|
|
(2,035 |
) |
|
|
(1,147 |
) |
Subpart F and GILTI, net of credits |
|
|
640 |
|
|
|
(168 |
) |
Provision for uncertain tax positions |
|
|
(586 |
) |
|
|
827 |
|
162(m) limitation |
|
|
3,542 |
|
|
|
3,010 |
|
Foreign tax rate |
|
|
(235 |
) |
|
|
2,632 |
|
Transaction costs |
|
|
91 |
|
|
|
1,848 |
|
BEAT alternative minimum tax |
|
|
1,454 |
|
|
|
— |
|
Entity restructuring |
|
|
(1,188 |
) |
|
|
25,921 |
|
Nondeductible - loss on forward repurchase contract |
|
|
7,298 |
|
|
|
— |
|
Refund interest and other |
|
|
(597 |
) |
|
|
(271 |
) |
Total income tax (benefit) provision |
|
$ |
(12,933 |
) |
|
$ |
41,909 |
|
Entity restructurings are the net tax effect of transactions undertaken to streamline business operations, including the termination of a related party distributor and worthless stock deductions for our photonics subsidiaries, which fully ceased operating during the fiscal year ended March 28, 2025. The March 29, 2024 entity restructuring relates to post-acquisition integrations to align business operations and integrate Crocus’s assets and workforce into the Company’s existing affiliates. The Company engaged in an intra-entity asset sale that resulted in a taxable gain reduced by net operating losses (“NOL”) in France and the generation and utilization of foreign tax credits in the U.S. Assets were transferred at fair market value pursuant to a valuation. The entity restructuring increased the effective tax rate primarily because a deferred tax liability was established on the difference between the fair market value and book value of Crocus’s intellectual property transferred to the U.S.
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows:
|
|
March 27, |
|
|
March 28, |
|
||
Deferred income tax assets: |
|
|
|
|
|
|
||
Capitalized research and development costs |
|
$ |
92,034 |
|
|
$ |
87,759 |
|
Accrued bonuses, sales commissions and other compensation |
|
|
10,456 |
|
|
|
6,502 |
|
Inventory and sales related |
|
|
18,574 |
|
|
|
15,629 |
|
Stock-based compensation |
|
|
4,651 |
|
|
|
3,780 |
|
Tax credits |
|
|
3,290 |
|
|
|
3,154 |
|
Lease liabilities |
|
|
3,960 |
|
|
|
2,442 |
|
Property, plant and equipment, net |
|
|
1,923 |
|
|
|
1,918 |
|
Other accruals and reserves |
|
|
1,359 |
|
|
|
3,753 |
|
NOL carryforwards |
|
|
4,314 |
|
|
|
5,255 |
|
Equity method and other investments |
|
|
1,352 |
|
|
|
— |
|
Gross deferred income tax assets |
|
|
141,913 |
|
|
|
130,192 |
|
Valuation allowance for deferred income tax assets |
|
|
(5,779 |
) |
|
|
(4,250 |
) |
Total deferred income tax assets |
|
|
136,134 |
|
|
|
125,942 |
|
Deferred income tax liabilities: |
|
|
|
|
|
|
||
Equity method and other investments |
|
|
— |
|
|
|
(641 |
) |
Intangibles assets, net |
|
|
(38,349 |
) |
|
|
(42,623 |
) |
Property, plant and equipment, net |
|
|
(15,099 |
) |
|
|
(12,108 |
) |
Right-of-use assets |
|
|
(2,465 |
) |
|
|
(2,042 |
) |
Total deferred income tax liabilities |
|
|
(55,913 |
) |
|
|
(57,414 |
) |
Net deferred income tax assets |
|
$ |
80,221 |
|
|
$ |
68,528 |
|
The Tax Cuts and Jobs Act of 2017 (“TCJA”) required the capitalization and amortization of domestic and foreign research and development (“R&D”) expenditures over five and 15 years, respectively. On July 4, 2025, the OBBB was enacted and restored immediate expensing for domestic R&D and provided a one-time Accelerated R&D Amortization Election to deduct previously capitalized domestic R&D over two years. In addition, Section 59(e) of the Internal Revenue Code of 1986, as amended (the “IRC”), allows an annual election to capitalize and amortized domestic R&D expenditures over ten-years. The capitalized research and development costs deferred tax asset above represents the tax effect of the remaining cost to be amortized.
The Company acquired NOL and research and development tax credit (“R&D Credit”) carryforwards that are subject to limitations and valuation allowances. The IRC provides for a limitation of the annual use of NOLs, R&D Credits, and other tax attributes following certain ownership changes that limit the ability to utilize NOL and R&D Credit carryforwards. Under IRC Sections 382 and 383, an ownership change is generally defined as a greater than 50% change (by value) in its equity ownership over a three-year period.
NOLs and capital losses may be available to reduce future taxable income. As of March 27, 2026, the Company had net Federal NOLs of $2,857 that were generated after December 31, 2017, and therefore carryforward indefinitely. State NOL carryforwards have been fully utilized. As of March 27, 2026, the Company had deferred tax assets (“DTAs”) related to capital losses, equity method of accounting, and state R&D Credit carryforwards of $1,457, $1,352, and $3,290, respectively. The Company has established valuation allowances of $5,779 to fully offset the capital losses and equity method of accounts DTAs and most of the state R&D Credit.
As of March 27, 2026, the Company had net income taxes refunded for the year was $27,081, which consisted of a $30,889 federal refund offset by $3,324 in net foreign payments (including $2,217 paid to the Philippines) and $484 in net state payments.
The Company’s intent is to permanently reinvest and use its existing foreign cash to fund its subsidiaries’ working capital needs, short-term and long-term capital projects, and to make investments and acquisitions.
The Company filed carryback claims allowable under the Coronavirus Aid, Relief and Economic Security Act (“the CARES Act”) to utilize NOLs and carryover credits generated during fiscal year 2021. As of March 27, 2026, the Company has $11,468 tax receivables, primarily related to the CARES Act, of which $7,375 is classified as current.
Uncertain Tax Positions
As of March 27, 2026, March 28, 2025 and March 29, 2024, the Company had gross uncertain tax positions which would impact the effective tax rate, if recognized. These amounts are recorded as a long-term liability, as the Company does not anticipate payment within one year.
|
|
Fiscal Year Ended |
|
|||||||||
|
|
March 27, |
|
|
March 28, |
|
|
March 29, |
|
|||
Beginning balance |
|
$ |
4,797 |
|
|
$ |
4,980 |
|
|
$ |
2,408 |
|
Gross increases - tax positions for prior periods |
|
|
— |
|
|
|
— |
|
|
|
2,210 |
|
Gross increases - tax positions for current period |
|
|
— |
|
|
|
149 |
|
|
|
378 |
|
Gross decreases lapse of applicable statutes of limitations |
|
|
(118 |
) |
|
|
(332 |
) |
|
|
(16 |
) |
Ending balance |
|
$ |
4,679 |
|
|
$ |
4,797 |
|
|
$ |
4,980 |
|
The Company believes that all tax positions are adequately provided for; amounts asserted by tax authorities could be greater or less than the accrued position. Accordingly, the Company’s provisions for federal, state and foreign tax related matters to be recorded in the future might change as revised estimates are made, or the underlying matters are settled or otherwise resolved.
The Company’s policy is to classify interest expense and penalties, if any, as components of the income tax (benefit) provision in the consolidated statements of operations. The Company recorded net increases of $305, $323 and $826 in interest, penalties and releases during fiscal years 2026, 2025 and 2024, respectively. As of March 27, 2026 and March 28, 2025, the amount of accrued interest and penalties totaled approximately $1,534 and $1,230, respectively.
Examinations by Tax Authorities
The Company and its subsidiaries are routinely subject to examination by taxing authorities in the United States and the foreign jurisdictions in which it does business. Currently, the Internal Revenue Service is auditing the CARES Act carryback claim for fiscal years 2016 through 2021, and the Bureau of Internal Revenue is auditing our Philippine subsidiary for tax year 2019. U.S. and material foreign jurisdictions statutes of limitation remain open as of 2016.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2026 | May 21, 2026 | Showing above |
| 2025 | May 22, 2025 | |
| 2024 | May 23, 2024 | |
| 2023 | May 25, 2023 | |
| 2022 | May 18, 2022 | |
| 2021 | May 19, 2021 | |
About Income Taxes Disclosures
The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.
Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.