康姆泰克通讯 2025年季度报告

(Mark One) ☒Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period endedApril30, 2025 ☐Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number:0-7928 (Exact name of registrant as specified in its charter) (I.R.S. Employer Identification Number) Nasdaq Stock Market LLC Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data file required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smallerreporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☒Emerging growth companyNon-accelerated filer☐Smaller reporting company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐Yes☒No As of June3, 2025, the number of outstanding shares of Common Stock, par value $0.10 per share, of the registrant was29,395,263shares. COMTECH TELECOMMUNICATIONS CORP.INDEX PART I. FINANCIAL INFORMATION Item 1.Condensed Consolidated Financial Statements2Condensed Consolidated Balance Sheets - April 30, 2025 and July 31, 2024 (Unaudited)2Condensed Consolidated Statements of Operations - Three and Nine Months Ended April 30, 2025and 2024 (Unaudited)3Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity - Threeand Nine Months Ended April 30, 2025 and 2024 (Unaudited)4Condensed Consolidated Statements of Cash Flows - Nine Months Ended April 30, 2025 and 2024(Unaudited)6Notes to Condensed Consolidated Financial Statements (Unaudited)8Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations45Item 3.Quantitative and Qualitative Disclosures About Market Risk75Item 4.Controls and Procedures75 PART II. OTHER INFORMATION Item 1.Legal Proceedings78Item 1A.Risk Factors78Item 2.Unregistered Sales of Equity Securities and Use of Proceeds79Item 4.Mine Safety Disclosures79Item 5.Other Information79Item 6.Exhibits79Signature Page81 The accompanyingCondensed Consolidated Financial Statementsof Comtech Telecommunications Corp. and its subsidiaries("Comtech," "we," "us," or "our") as of and for the three and nine months ended April 30, 2025 and 2024 are unaudited. In theopinion of management, the information furnished reflects all material adjustments (which include normal recurringadjustments) necessary for a fair presentation of the results for the unaudited interim periods. Our results of operations forsuch periods are not necessarily indicative of the results of operations to be expected for the full fiscal year. The preparation of ourCondensed Consolidated Financial Statementsin conformity with accounting principles generallyaccepted in the United States of America requires us to make estimates and assumptions that affect the reported amount ofassets and liabilities, and disclosure of contingent assets and liabilities, at the date of theCondensed Consolidated FinancialStatements, and the reported amounts of net sales and expenses during the reported period. Actual results may differ fromthose estimates. OurCondensed Consolidated Financial Statementsshould be read in conjunction with our audited consolidated financialstatements, filed with the Securities and Exchange Commission ("SEC"), for the fiscal year ended July31, 2024 and the notesthereto contained in our Annual Report on Form 10-K, and all of our other filings with the SEC. During the nine months ended April 30, 2025, we reclassified warrant liabilities as of July 31, 2024 from"Other Liabilities"to "Warrant and Derivative Liabilities"on theCondensed Consolidated Balance Sheetsto conform to the current periodpresentation. Liquidity and Going Concern Pursuant to the requirements of ASC Topic 205-40,Disclosure of Uncertainties About an Entity’s Ability to Continue as aGoing Concern, we are required to evaluate whether there are conditi