Allegro MicroSystems · Earnings release · 8-K Exhibit 99

Allegro MicroSystems Reports Fourth Quarter and Fiscal Year 2025 Results

T1Fourth Quarter Sales Increased 8% Sequentially to $193 Million

Manchester, NH, May 8, 2025 – Allegro MicroSystems, Inc. (“Allegro” or the “Company”) (Nasdaq: ALGM), a global leader in power and sensing semiconductor solutions for motion control and energy efficient systems, today announced financial results for its fourth quarter and full fiscal year ended March 28, 2025.

“During the fourth quarter, we delivered on our commitments with sales of $193 million, up 8% sequentially, and T2non-GAAP EPS of $0.06,” said Mike Doogue, President and CEO of Allegro. “T3While the environment remains dynamic, we are encouraged by the positive momentum we are seeing across the business and the signals we are seeing from our customers. We are taking actions to accelerate growth in strategic focus areas, secure important customer wins and drive operating efficiencies, while improving profitability. As Allegro’s CEO, I am excited to leverage the breadth and depth of my experience to help accelerate our path toward our target financial model and unlock additional shareholder value.”

Fourth Quarter and Full Fiscal Year 2025 Financial Highlights:

In thousands, except per share data

Three-Month Period Ended

Twelve-Month Period Ended

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

Net Sales

Automotive

$

$

$

$

$

Industrial and other

Total net sales

$

$

$

$

$

GAAP Financial Measures

Gross margin %

%

%

%

%

%

Operating margin %

)%

)%

%

)%

%

Diluted EPS

$

)

$

)

$

)

$

)

$

Non-GAAP Financial Measures

Gross margin %

%

%

%

%

%

Operating margin %

%

%

%

%

%

Diluted EPS

$

$

$

$

$

Business Outlook

For the first quarter of fiscal year 2026 ending June 27, 2025, the Company T4expects total net sales to be in the range of $192 million to $202 million. At the mid-point of this range, it implies net sales growth of 18% year-over-year.

The Company also estimates the following results on a non-GAAP basis:

•

T5Gross Margin is expected to be between 46% and 48%,

•

Interest expense of approximately $5 million inclusive of a $25 million voluntary debt payment made on April 30, and

•

Diluted Earnings per Share are expected to be between $0.06 and $0.10.

Allegro has not provided a reconciliation of its first fiscal quarter outlook for non-GAAP Gross Margin, non-GAAP Operating Expenses, non-GAAP Interest Expense, and non-GAAP Diluted Earnings per Share because estimates of all of the reconciling items cannot be provided without unreasonable efforts. It is difficult to reasonably provide a forward-looking estimate between such forward-looking non-GAAP measures and the comparable forward-looking U.S. generally accepted accounting principles (“GAAP”) measures. Certain factors that are materially significant to Allegro’s ability to estimate these items are out of its control and/or cannot be reasonably predicted.

Earnings Webcast

A webcast will be held on Thursday, May 8, 2025 at 8:30 a.m., Eastern Time. Michael C. Doogue, President and Chief Executive Officer, and Derek P. D’Antilio, Executive Vice President and Chief Financial Officer, will discuss Allegro’s business and financial results.

The webcast will be available on the Investor Relations section of the Company’s website at investors.allegromicro.com. A recording of the webcast will be posted in the same location shortly after the call concludes and will be available for at least 90 days.

About Allegro MicroSystems

Allegro MicroSystems, Inc. is leveraging more than three decades of expertise in magnetic sensing and power ICs, to propel automotive, clean energy and industrial automation forward with solutions that enhance efficiency, performance and sustainability. Allegro’s commitment to quality drives transformation across industries, reinforcing our status as a pioneer in “automotive grade” technology and a partner in our customers' success. For additional information, please visit https://www.allegromicro.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, contained in this press release including statements regarding our future results of operations and financial position, business strategy, prospective products and the plans and objectives of management for future operations, including, among others, statements regarding the liquidity, growth and profitability strategies and factors affecting our business are forward-looking statements.

These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

Without limiting the foregoing, in some cases, you can identify forward-looking statements by terms such as “aim,” “may,” “will,” “should,” “expect,” “exploring,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “would,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” “seek,” or “continue” or the negative of these terms or other similar expressions, although not all forward-looking statements contain these words. No forward-looking statement is a guarantee of future results, performance or achievements, and one should avoid placing undue reliance on such statements.

Forward-looking statements are based on our management’s current expectations, beliefs and assumptions and on information currently available to us. Such beliefs and assumptions may or may not prove to be correct. Additionally, such forward-looking statements are subject to a number of known and unknown risks, uncertainties and assumptions, and actual results may differ materially from those expressed or implied in the forward-looking statements due to various factors, including, but not limited to, those identified in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended March 29, 2024, as any such factors may be updated from time to time in our Quarterly Reports on Form 10-Q and our other filings with the Securities and Exchange Commission (the “SEC”).

These risks and uncertainties include, but are not limited to: downturns or volatility in general economic conditions; our ability to compete effectively, expand our market share and increase our net sales and profitability; our reliance on a limited number of third-party semiconductor wafer fabrication facilities and suppliers of other materials; any failure to adjust purchase commitments and inventory management based on changing market conditions or customer demand; shifts in our product mix, customer mix or channel mix, which could negatively impact our gross margin; the cyclical nature of the semiconductor industry, including the analog segment in which we compete; any downturn or disruption in the automotive market or industry; our ability to successfully integrate the acquisition of other companies or technologies and products into our business; our ability to compensate for decreases in average selling prices of our products and increases in input costs; our ability to manage any sustained yield problems or other delays at our third-party wafer fabrication facilities or in the final assembly and test of our products; our ability to accurately predict our quarterly net sales and operating results and meet the expectations of investors; our dependence on manufacturing operations in the Philippines; our reliance on distributors to generate sales; events beyond our control impacting us, our key suppliers or our manufacturing partners; our ability to develop new product features or new products in a timely and cost-effective manner; any slowdown in the growth of our end markets; the loss of one or more significant customers; our ability to meet customers’ quality requirements; uncertainties related to the design win process and our ability to recover design and development expenses and to generate timely or sufficient net sales or margins; changes in government trade policies, including the imposition of export restrictions and tariffs; our exposures to warranty claims, product liability claims and product recalls; our dependence on international customers and operations; the availability of rebates, tax credits and other financial incentives on end-user demands for certain products; risks, liabilities, costs and obligations related to governmental regulations and other legal obligations, including export/trade control, privacy, data protection, information security, cybersecurity, consumer protection, environmental and occupational health and safety, antitrust, anti-corruption and anti-bribery, product safety, environmental protection, employment matters and tax; the risk of unsolicited acquisition proposals; the volatility of currency exchange rates; our ability to raise capital to support our growth strategy; our indebtedness may limit our flexibility to operate our business; our ability to retain key and highly skilled personnel; the impact of restructuring activities on our business and operating results; our ability to protect our proprietary technology and inventions through patents or trade secrets; our ability to commercialize our products without infringing third-party intellectual property rights; disruptions or breaches of our information technology systems or confidential

information or those of our third-party service providers; any failure to design, implement or maintain effective internal control over financial reporting; changes in tax rates or the adoption of new tax legislation; the negative impacts of sustained inflation on our business; the physical, transition and litigation risks presented by climate change; risks related to ESG matters; and other events beyond our control. Moreover, we operate in an evolving environment. New risk factors and uncertainties may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties.

You should read this press release and the documents that we reference completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements. All forward-looking statements speak only as of the date of this press release, and except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements, whether as a result of any new information, future events, changed circumstances or otherwise.

This press release includes certain non-GAAP financial measures as defined by the SEC rules. These non-GAAP financial measures are provided in addition to, and not as a substitute for or superior to measures of, financial performance prepared in accordance with GAAP. There are a number of limitations related to the use of these non-GAAP financial measures versus their most directly comparable GAAP equivalents. For example, other companies may calculate non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of the presented non-GAAP financial measures as tools for comparison.

This press release may not be reproduced, forwarded to any person or published, in whole or in part.

ALLEGRO MICROSYSTEMS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(Unaudited)

Three-Month Period Ended

Twelve-Month Period Ended

Net sales

$

$

$

$

Cost of goods sold

Gross profit

Operating expenses:

Research and development

Selling, general and administrative

Impairment of long-lived assets

—

—

Total operating expenses

Operating (loss) income

)

)

Interest and other (expense) income

)

)

)

Loss on change in fair value of forward repurchase contract

—

—

)

—

(Loss) income before income taxes

)

)

Income tax (benefit) provision

)

)

Net (loss) income

)

)

)

Net income attributable to non-controlling interests

Net (loss) income attributable to Allegro MicroSystems, Inc.

$

)

$

)

$

)

$

Net (loss) income per common share attributable to Allegro MicroSystems, Inc.:

Basic

$

)

$

)

$

)

$

Diluted

$

)

$

)

$

)

$

Weighted average shares outstanding:

Basic

Diluted

Supplemental Schedule of Total Net Sales

The following table summarizes total net sales by market within the Company’s unaudited condensed consolidated statements of operations:

Three-Month Period Ended

Change

Twelve-Month Period Ended

Change

Amount

%

Amount

%

(Dollars in thousands)

(Dollars in thousands)

Automotive

$

$

$

)

)%

$

$

$

)

)%

Industrial and other

)

)%

)

)%

Total net sales

$

$

$

)

)%

$

$

$

)

)%

ALLEGRO MICROSYSTEMS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(Unaudited)

Assets

Current assets:

Cash and cash equivalents

$

$

Restricted cash

Trade accounts receivable, net

Inventories

Prepaid income taxes

Prepaid expenses and other current assets

Current portion of related party notes receivable

—

Assets held for sale

—

Total current assets

Property, plant and equipment, net

Deferred income tax assets

Goodwill

Intangible assets, net

Related party notes receivable, less current portion

—

Equity investment in related party

Other assets

Total assets

$

$

Liabilities, Non-Controlling Interests and Stockholders’ Equity

Current liabilities:

Trade accounts payable

$

$

Amounts due to related party

Accrued expenses and other current liabilities

Current portion of long-term debt

Total current liabilities

Long-term debt

Other long-term liabilities

Total liabilities

Commitments and contingencies

Stockholders’ Equity:

Preferred stock

—

—

Common stock

Additional paid-in capital

(Accumulated deficit) retained earnings

)

Accumulated other comprehensive loss

)

)

Equity attributable to Allegro MicroSystems, Inc.

Non-controlling interests

Total stockholders’ equity

Total liabilities, non-controlling interests and stockholders’ equity

$

$

ALLEGRO MICROSYSTEMS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

Three-Month Period Ended

Twelve-Month Period Ended

Cash flows from operating activities:

Net (loss) income

$

)

$

)

$

)

$

Adjustments to reconcile net (loss) income to net cash provided by operating activities:

Depreciation and amortization

Amortization of deferred financing costs

Deferred income taxes

)

)

)

Stock-based compensation

Loss on change in fair value of forward repurchase contract

—

—

—

Provisions for inventory and expected credit losses

Change in fair value of marketable securities

—

—

—

Impairment of long-lived assets

—

—

Other non-cash reconciling items

Changes in operating assets and liabilities:

Trade accounts receivable

)

)

)

Inventories

)

)

Prepaid expenses and other assets

)

)

)

)

Trade accounts payable

)

)

)

Due to and from related parties

)

Accrued expenses and other current and long-term liabilities

)

)

)

Net cash provided by operating activities

Cash flows from investing activities:

Purchases of property, plant and equipment

)

)

)

)

Purchases of intangible assets

)

—

)

—

Acquisition of business, net of cash acquired and working capital adjustment

—

—

)

Sales of marketable securities

—

—

—

Net cash used in investing activities

)

)

)

)

Cash flows from financing activities:

Net proceeds from Refinanced 2023 Term Loan Facility

)

—

—

Repayment of 2023 Term Loan Facility

)

)

)

)

Borrowings of senior secured debt, net of deferred financing costs

—

—

—

Repayment of 2020 Term Loan Facility

—

—

—

)

Repayments of other debt

—

)

—

)

Finance lease payments

)

)

)

)

Receipts on related party notes receivable

—

Payments for taxes related to net share settlement of equity awards

)

)

)

)

Proceeds from issuance of common stock under employee stock purchase plan

Repurchases of common stock

—

—

)

—

Net proceeds from issuance of common stock

—

—

—

Dividends paid to non-controlling interest

)

—

)

—

Payment of debt issuance costs

—

—

—

)

Net cash (used in) provided by financing activities

)

)

Effect of exchange rate changes on cash and cash equivalents and restricted cash

)

)

)

Net decrease in cash and cash equivalents and restricted cash

)

)

)

)

Cash and cash equivalents and restricted cash at beginning of period

Cash and cash equivalents and restricted cash at end of period:

$

$

$

$

Non-GAAP Financial Measures

In addition to the measures presented in our condensed consolidated financial statements, we regularly review other measures, defined as non-GAAP financial measures by the SEC, to evaluate our business, measure our performance, identify trends, prepare financial forecasts and make strategic decisions. The key measures we consider are non-GAAP Gross Profit, non-GAAP Gross Margin, non-GAAP Operating Expenses, non-GAAP Operating Income, non-GAAP Operating Margin, EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, non-GAAP Profit before Tax, non-GAAP Income Tax Provision, non-GAAP Effective Tax Rate, non-GAAP Net Income Attributable to Allegro MicroSystems, Inc, non-GAAP Basic and Diluted Earnings per Share, non-GAAP Free Cash Flow, and non-GAAP Free Cash Flow as percentage of net sales (collectively, the “Non-GAAP Financial Measures”).

These Non-GAAP Financial Measures provide supplemental information regarding our operating performance on a non-GAAP basis that excludes certain gains, losses and charges of a non-cash nature or that occur relatively infrequently and/or that management considers to be unrelated to our core operations, and in the case of non-GAAP Income Tax Provision, management believes that this non-GAAP measure of income taxes provides it with the ability to evaluate the non-GAAP Income Tax Provision across different reporting periods on a consistent basis, independent of special items and discrete items, which may vary in size and frequency. These Non-GAAP Financial Measures are used by both management and our board of directors, together with the comparable GAAP information, in evaluating our current performance and planning our future business activities.

The Non-GAAP Financial Measures are supplemental measures of our performance that are neither required by, nor presented in accordance with, GAAP. These Non-GAAP Financial Measures should not be considered as substitutes for GAAP financial measures, such as gross profit, gross margin, net income or any other performance measures derived in accordance with GAAP. Also, in the future we may incur expenses or charges, such as those being adjusted in the calculation of these Non-GAAP Financial Measures. Our presentation of these Non-GAAP Financial Measures should not be construed as an inference that future results will be unaffected by unusual or nonrecurring items. These Non-GAAP Financial Measures exclude costs related to acquisition and related integration expenses, amortization of acquired intangible assets, stock-based compensation, restructuring actions, related-party activities and other non-operational costs.

Non-GAAP Income Tax Provision

In calculating non-GAAP Income Tax Provision, we have added back the following to GAAP Income Tax Provision:

•

Tax effect of adjustments to GAAP results—Represents the estimated income tax effect of the adjustments to non-GAAP Profit before Tax described below and elimination of discrete tax adjustments.

Reconciliation of Non-GAAP Gross Profit and Non-GAAP Gross Margin

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP Gross Profit

$

$

$

$

$

GAAP Gross Margin (% of net sales)

%

%

%

%

%

Non-GAAP adjustments

Transaction-related costs

—

5

Purchased intangible amortization

Restructuring costs

1

Stock-based compensation

Total Non-GAAP Adjustments

$

$

$

$

$

Non-GAAP Gross Profit

$

$

$

$

$

Non-GAAP Gross Margin (% of net sales)

%

%

%

%

%

Reconciliation of Non-GAAP Operating Expenses

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP Operating Expenses

$

$

$

$

$

Research and Development Expenses

GAAP Research and Development Expenses

Non-GAAP adjustments

Transaction-related costs

3

Restructuring costs

Stock-based compensation

Other costs(1)

—

—

—

3

—

Non-GAAP Research and Development Expenses

Selling, General and Administrative Expenses

GAAP Selling, General and Administrative Expenses

Non-GAAP adjustments

Transaction-related costs

Purchased intangible amortization

Restructuring costs

Stock-based compensation

Other costs(1)

Non-GAAP Selling, General and Administrative Expenses

Impairment of long-lived assets

—

—

—

Total Non-GAAP Adjustments

Non-GAAP Operating Expenses

$

$

$

$

$

(1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure, such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions.

Reconciliation of Non-GAAP Operating Income and Non-GAAP Operating Margin

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP Operating (Loss) Income

$

)

$

)

$

$

)

$

GAAP Operating Margin (% of net sales)

)%

—

%

%

)%

%

Transaction-related costs

Impairment of long-lived assets

—

—

—

Purchased intangible amortization

Restructuring costs

Stock-based compensation

Other costs(1)

Total Non-GAAP Adjustments

$

$

$

$

$

Non-GAAP Operating Income

$

$

$

$

$

Non-GAAP Operating Margin (% of net sales)

%

%

%

%

%

(1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions.

Reconciliation of EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP Net (Loss) Income

$

)

$

)

$

)

$

)

$

GAAP Net (Loss) Income Margin (% of net sales)

)%

)%

)%

)%

%

Interest expense

Interest income

)

)

)

)

)

Income tax (benefit) provision

)

)

)

Depreciation & amortization

EBITDA

$

$

$

$

$

Transaction-related costs

Impairment of long-lived assets

—

—

—

Restructuring costs

Stock-based compensation

Loss on change in fair value of forward repurchase contract

—

—

—

—

Other costs(1)

)

Adjusted EBITDA

$

$

$

$

$

Adjusted EBITDA Margin (% of net sales)

%

%

%

%

%

(1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions and income (loss) in earnings of equity investments.

Reconciliation of Non-GAAP Profit before Tax

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP (Loss) Income before Income Taxes

$

)

$

)

$

$

)

$

Transaction-related costs

Transaction-related interest

Impairment of long-lived assets

—

—

—

Purchased intangible amortization

Restructuring costs

Stock-based compensation

Loss on change in fair value of forward repurchase contract

—

—

—

—

Other costs(1)

)

Total Non-GAAP Adjustments

$

$

$

$

$

Non-GAAP Profit before Tax

$

$

$

$

$

(1) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure such as project evaluation costs, which consist of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions and income (loss) in earnings of equity investments.

Reconciliation of Non-GAAP Income Tax Provision and Non-GAAP Effective Tax Rate

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP Income Tax (Benefit) Provision

$

)

$

)

$

$

)

$

GAAP effective tax rate

%

%

%

%

%

Tax effect of adjustments to GAAP results

)

)

Non-GAAP Income Tax (Benefit) Provision

$

$

)

$

$

$

Non-GAAP effective tax rate

%

)%

%

%

%

Reconciliation of Non-GAAP Net Income Attributable to Allegro MicroSystems, Inc. and Non-GAAP Earnings per Share

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP Net (Loss) Income Attributable to Allegro MicroSystems, Inc.(1)

$

)

$

)

$

)

$

)

$

GAAP Basic weighted average common shares

GAAP Diluted weighted average common shares

GAAP Basic (Loss) Earnings per Share

$

)

$

)

$

)

$

)

$

GAAP Diluted (Loss) Earnings per Share

$

)

$

)

$

)

$

)

$

Transaction-related costs

Transaction-related interest

Impairment of long-lived assets

—

—

—

Purchased intangible amortization

Restructuring costs

Stock-based compensation

Loss on change in fair value of forward repurchase contract

—

—

—

—

Other costs(2)

)

Total Non-GAAP Adjustments

Tax effect of adjustments to GAAP results(3)

)

)

)

Non-GAAP Net Income Attributable to Allegro MicroSystems, Inc.

$

$

$

$

$

Basic weighted average common shares

Diluted weighted average common shares

Non-GAAP Basic Earnings per Share

$

$

$

$

$

Non-GAAP Diluted Earnings per Share

$

$

$

$

$

(1) GAAP Net (Loss) Income Attributable to Allegro MicroSystems, Inc. represents GAAP Net (Loss) Income adjusted for Net Income Attributable to non-controlling interests.

(2) Included in non-GAAP other costs are non-recurring charges that are individually immaterial for separate disclosure, such as project evaluation costs, which consists of costs and estimated costs incurred in connection with debt and equity financings or other non-recurring transactions, income (loss) in earnings of equity investments, and unrealized losses (gains) on investments.

(3) To calculate the tax effect of adjustments to GAAP results, the Company considers each Non-GAAP adjustment by tax jurisdiction and reverses all discrete items to calculate an annual non-GAAP effective tax rate (“NG ETR”). This NG ETR is then applied to Non-GAAP Profit Before Tax to arrive at the tax effect of adjustments to GAAP results.

Reconciliation of Non-GAAP Free Cash Flow and Non-GAAP Free Cash Flow as Percentage of Net Sales

Three-Month Period Ended

Twelve-Month Period Ended

(Dollars in thousands)

(Dollars in thousands)

GAAP Operating Cash Flow

$

$

)

$

$

$

GAAP Operating Cash Flow (% of net sales)

%

%

%

%

%

Non-GAAP adjustments

Purchases of property, plant and equipment

)

)

)

)

)

Non-GAAP Free Cash Flow

$

$

)

$

)

$

$

Non-GAAP Free Cash Flow (% of net sales)

%

)%

)%

%

%

Investor Contact:

Jalene Hoover

VP of Investor Relations & Corporate Communications

jhoover@allegromicro.com