Commitments and Contingencies
Letters of Credit, Bank Guarantees, and Other Commitments
The Company maintains letters of credit, bank guarantees, and performance bonds. Together, these totaled $11,408 and $13,174 at March 31, 2026 and 2025, respectively, and are described further below.
We had $5,751 and $7,867 of outstanding letters of credit issued to customers at March 31, 2026 and 2025, respectively. This amount includes $1,417 and $789 at March 31, 2026 and 2025, respectively, in cash‑secured bank guarantees, as described in Note 1, “Organization and Summary of Significant Accounting Policies.” The remaining balance consists of $1,013 and $2,108 in letters of credit that reduce the borrowing capacity under our Revolving Credit Facility and $3,322 and $4,670 in letters of credit that do not affect borrowing capacity and do not require restricted cash at March 31, 2026 and 2025, respectively.
We had $5,657 and $5,307 of outstanding performance bonds primarily related to the Company's engineered solutions and related projects.
In addition to the $11,408 and $13,174 described above, our Indian subsidiary also had $3,866 and $4,247 of non‑collateralized customs bonds outstanding to support customs and duties obligations in India, at March 31, 2026 and 2025, respectively.
In connection with the Merger with CECO, the Company has entered into an engagement with Morgan Stanley for financial advisory and related services, pursuant to which fees of approximately $33,136 may become payable in connection with the successful completion of the Merger. As of the reporting date, no liability has been recorded for these fees, as the services giving rise to the obligation had not yet been rendered.
The Company has entered into information technology service agreements with several vendors. The service fees expense amounted to $5,075, $4,857, and $4,018 in fiscal 2026, 2025, 2024, respectively. The future annual service fees under the service agreements are as follows for the fiscal years ended March 31:
| | | | | |
| 2027 | $ | 956 | |
| 2028 | 346 | |
| 2029 | 346 | |
| 2030 | 91 | |
| 2031 | — | |
| Thereafter | — | |
| Total | $ | 1,739 | |
Changes in the Company's warranty reserve are as follows:
| | | | | | |
| Balance at March 31, 2024 | | $ | 978 | |
| Reserve for warranties issued during the period | | 3,165 | |
| Settlements made during the period | | (1,378) | |
| Balance at March 31, 2025 | | $ | 2,765 | |
| Reserve for warranties issued during the period | | 2,241 | |
| Settlements made during the period | | (2,579) | |
| Balance at March 31, 2026 | | $ | 2,427 | |
Legal Proceedings
We are involved in various legal and administrative proceedings that arise from time to time in the ordinary course of doing business. Some of these proceedings may result in fines, penalties or judgments being assessed against us, which may adversely affect our financial results. In addition, from time to time, we are involved in various disputes, which may or may not be settled prior to legal proceedings being instituted and which may result in losses in excess of accrued liabilities, if any, relating to such unresolved disputes. As of March 31, 2026, we have established an estimated liability associated with the aforementioned disputes. Expenses related to litigation reduce operating income. We do not believe that the outcome of any of these proceedings or disputes would have a material adverse effect on our financial position, long-term results of operations, or cash flows. It is possible, however, that charges related to these matters could be significant to our results of operations or cash flows in any one reporting period. Refer to Note 10, "Accrued Liabilities" for more information regarding our accruals related to these proceedings.