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SkyWater Technology Reports Second Quarter 2025 Results

SkyWater Technology, Inc. (NASDAQ: SKYT), the trusted technology realization partner, today announced financial results for the second quarter 2025 ended June 29, 2025.

“We’re pleased to report second-quarter financial results at the upper end of our expectations entering the quarter and the completion of our acquisition of Infineon’s U.S. fab (Fab 25) in Austin, Texas,” commented Thomas Sonderman, SkyWater CEO. “This transformative acquisition was fully funded through a flexible new debt facility, empowering us with the financing agility to drive future growth. We expect Fab 25 to contribute at least $300 million in annual revenue and generate strong adjusted EBITDA and free cash flow, starting in the third quarter. With Fab 25, we’re answering an urgent and growing need for secure, U.S.-based semiconductor manufacturing—delivering open-access capability and high-value IP to support customers seeking to manufacture onshore.

“The federal budget for fiscal 2025 remains under a continuing resolution, and therefore we currently expect that the timing of funding for certain Department of Defense (DOD) programs we support will likely impact our expected return to ATS revenue growth this year,” continued Mr. Sonderman. “Meanwhile, we continue to build strong momentum in our emerging quantum computing and advanced packaging businesses, which combined with Fab 25’s contribution, altogether positions SkyWater for what we expect to be a strong growth year ahead in 2026.”

Recent Business Highlights:

  • On June 30, we completed our acquisition of Infineon’s flagship Fab 25 in Austin, TX, which was entirely funded by a new senior secured revolving credit facility providing borrowing capacity of up to $350 million. The transaction terms were modified since the February 2025 acquisition announcement, eliminating the $25 million payable at the conclusion of the supply agreement and increasing the purchase price payable at closing by $18 million. The final purchase price of approximately $93 million consisted of a $73 million cash payment at close plus an additional approximately $20 million payment for working capital, subject to adjustment.
  • Backed by a projected greater-than $1 billion multi-year supply agreement, we believe that Fab 25 offers the output scale and process flexibility needed to meet the evolving demands of foundational semiconductor markets, while being firmly aligned with secure, U.S.-based supply chain goals – advancing SkyWater’s mission to serve as an essential enabler of America’s semiconductor onshoring and industrial resilience strategy. We expect the strong financial contributions of Fab 25 to approximately double our annual levels of revenue and adjusted EBITDA, and generate immediate positive free cash flow.
  • We continue to build strong momentum in quantum computing, as we build on a solid foundation in this emerging market by expanding our capabilities in superconducting film development and chiplet integration, both critical building blocks for scalable quantum systems.
  • Strong progress achieved in Florida continued in the second quarter, as we approach a significant increase in the installation of new tooling while adding incremental capabilities into our Kissimmee operations in support of our Advanced Packaging platform, in preparation for an expected 2H-2025 revenue ramp.

Q2 2025 Financial Summary:

 

GAAP

 

 

 

 

 

 

 

 

 

In millions, except per share data

Q2 2025

 

Q2 2024

 

Y/Y *

 

Q1 2025

 

Q/Q *

 

 

 

 

 

 

 

 

 

 

ATS development revenue (1)

$52.6

 

$61.7

 

(15)%

 

$52.5

 

—%

Wafer Services revenue

$5.4

 

$5.8

 

(7)%

 

$7.5

 

(28)%

Combined ATS development and Wafer Services revenue

$58.0

 

$67.4

 

(14)%

 

$60.1

 

(3)%

Tools revenue (2)

$1.1

 

$25.9

 

(96)%

 

$1.2

 

(8)%

Total revenue *

$59.1

 

$93.3

 

(37)%

 

$61.3

 

(4)%

Gross profit

$10.9

 

$17.1

 

(36)%

 

$14.3

 

(24)%

Gross margin *

18.5%

 

18.3%

 

20 bps

 

23.3%

 

(480) bps

Net loss to shareholders

$(10.0)

 

$(1.9)

 

(426)%

 

$(7.3)

 

(37)%

Basic and diluted loss per share

$(0.21)

 

$(0.04)

 

(425)%

 

$(0.15)

 

(40)%

Net income (loss) margin to shareholders

(16.9)%

 

(2.0)%

 

(1,490) bps

 

(12.0)%

 

(490) bps

__________________

* Amounts calculated based on figures reported in thousands

Non-GAAP

 

 

 

 

 

 

 

 

 

In millions, except per share data

Q2 2025

 

Q2 2024

 

Y/Y *

 

Q1 2025

 

Q/Q *

 

 

 

 

 

 

 

 

 

 

Non-GAAP gross profit

$11.5

 

$17.6

 

(35)%

 

$14.8

 

(22)%

Non-GAAP gross margin *

19.5%

 

18.9%

 

60 bps

 

24.2%

 

(470) bps

Non-GAAP net income (loss) to shareholders

$(5.5)

 

$0.8

 

(675)%

 

$(3.7)

 

49%

Non-GAAP basic income (loss) per share

$(0.11)

 

$0.02

 

(600)%

 

$(0.08)

 

38%

Non-GAAP diluted income (loss) per share

$(0.11)

 

$0.02

 

(600)%

 

$(0.08)

 

38%

Adjusted EBITDA

$2.3

 

$8.1

 

(72)%

 

$4.0

 

(43)%

Adjusted EBITDA margin

3.9%

 

8.7%

 

(480) bps

 

6.6%

 

(270) bps

 

__________________

* Amounts calculated based on figures reported in thousands

(1)

ATS development revenue represents GAAP revenue primarily derived from process development services, tool installation and qualification services, facility and tool access, leases where SkyWater serves as lessor, and security services.

(2)

Tools revenue represents GAAP revenue primarily derived from the procurement and subsequent sale of equipment to our customers. While this equipment is owned by our customers, the equipment is retained in one of our fabs and is used to complete ATS customer programs.

Q2 2025 Results:

  • Revenue: Revenue of $59.1 million decreased (37)% compared to the second quarter of 2024. ATS development revenue of $52.6 million decreased (15)% compared to the second quarter of 2024. Wafer Services revenue of $5.4 million decreased (7)% compared to the second quarter of 2024. Tools revenue of $1.1 million decreased (96)% compared to the second quarter of 2024.
  • Gross Profit: GAAP gross profit was $10.9 million, or 18.5% of total revenue, compared to gross profit of $17.1 million, or 18.3% of total revenue, in the second quarter of 2024. Non-GAAP gross profit was $11.5 million, or 19.5% of total revenue, compared to non-GAAP gross profit of $17.6 million, or 18.9% of total revenue, in the second quarter of 2024. Tools revenue negatively impacted non-GAAP gross margin by 10 bps, compared to 570 bps in the second quarter of 2024.
  • Operating Expenses: GAAP operating expenses were $17.4 million, compared to $15.7 million in the second quarter of 2024. Non-GAAP operating expenses were $13.6 million, compared to $13.5 million in the second quarter of 2024.
  • Net Loss: GAAP net loss to shareholders was $10.0 million, or $(0.21) per diluted share, compared to a net loss to shareholders of $1.9 million, or $(0.04) per diluted share, in the second quarter of 2024. Non-GAAP net loss to shareholders was $5.5 million, or $(0.11) per diluted share, compared to non-GAAP net income to shareholders of $0.8 million, or $0.02 per diluted share, in the second quarter of 2024.
  • Adjusted EBITDA: Adjusted EBITDA was $2.3 million, or 3.9% of total revenue, compared to $8.1 million, or 8.7% of total revenue, in the second quarter of 2024.

A reconciliation between GAAP and non-GAAP financial measures is contained in the tables below in the section titled “Non-GAAP Financial Measures.”

Q3 2025 Financial Outlook:

Our current expectations of third-quarter financial results reflect the following low-end to high-end of these ranges:

Wafer Services revenue

 

 

 

 

Wafer Services revenue (MN)

 

$ 5,000

$ 6,000

Wafer Services revenue (TX)

 

$ 75,000

$ 80,000

Total Wafer Services revenue

 

$ 80,000

$ 86,000

ATS development revenue

 

$ 48,000

$ 52,000

Combined ATS development and Wafer Services revenue

 

$ 128,000

$ 138,000

Tools revenue

 

$ 2,000

$ 3,000

Total revenue

 

$ 130,000

$ 141,000

 

 

 

 

 

GAAP Gross Margin %

 

10.5%

13.5%

Non-GAAP Gross Margin %

 

11.0%

14.0%

 

 

 

 

 

GAAP Operating Expenses

 

$ 21,500

$ 23,500

Non-GAAP Operating Expenses

 

$ 18,000

$ 20,000

 

 

 

 

 

GAAP diluted loss per share

 

$ (0.28)

$ (0.22)

Non-GAAP diluted loss per share

 

$ (0.20)

$ (0.14)

 

 

 

 

 

This outlook for non‑GAAP gross margin, operating expenses, and diluted net loss per share excludes anticipated equity-based compensation expense of approximately $2.3 million, or $0.04 per share (with an estimated $1.5 million in operating expenses and the remainder in cost of revenue), and estimated transaction costs of approximately $2.0 million, or $0.04 per share (all of which is included in operating expenses). Non-GAAP diluted net loss per share should be considered in addition to, but not as a substitute for, our financial information presented in accordance with GAAP.

Investor Webcast

SkyWater will host a conference call today, Wednesday, August 6, 2025, at 3:30 p.m. CT (4:30 p.m. ET) to discuss its second quarter 2025 financial results. A live webcast of the call will be available online at IR.SkyWaterTechnology.com.

About SkyWater Technology

SkyWater (NASDAQ: SKYT) is a U.S.-based semiconductor manufacturer and a DMEA-accredited Category 1A Trusted Supplier. SkyWater’s Technology as a Service model streamlines the path to production for customers with development services, high-volume production and heterogeneous integration solutions in its U.S. facilities. This pioneering model enables innovators to co-create the next wave of technology within diverse categories including mixed-signal CMOS, read-out ICs, rad-hard ICs, MEMS, superconducting ICs, photonics and advanced packaging. SkyWater serves critical domestic markets including aerospace & defense, automotive, biomedical, industrial and quantum computing. For more information, visit: www.skywatertechnology.com.

Cautionary Statement Regarding Preliminary Results

The Company’s results for the second quarter and six months ended June 29, 2025 are preliminary, unaudited and subject to the finalization of the Company’s second quarter review and full-year audit and should not be viewed as a substitute for full financial statements prepared in accordance with GAAP. The Company cautions that actual results may differ materially from those described in this press release.

SkyWater Technology Forward-Looking Statements

This press release contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements that are based on the Company’s current expectations or forecasts of future events, rather than past events and outcomes, and such statements are not guarantees of future performance. Forward-looking statements include all statements other than statements of historical fact contained in this press release, including information or predictions concerning the Company’s future business, results of operations, financial performance, plans and objectives, competitive position, market trends, and potential growth and market opportunities. In some cases, you can identify forward-looking statements by words such as “intends,” “estimates,” “predicts,” “potential,” “continues,” “anticipates,” “plans,” “expects,” “believes,” “should,” “could,” “may,” “will,” “targets,” “projects,” “seeks” or the negative of these terms or other comparable terminology.

Forward-looking statements are subject to risks, uncertainties and assumptions, which may cause the Company’s actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. Key factors that could cause the Company’s actual results to be different than expected or anticipated include, but are not limited to: our goals and strategies; our future business development, financial condition and results of operations; our ability to continue operating our fabrication facilities at full capacity; our ability to appropriately respond to changing technologies on a timely and cost-effective basis; our customer relationships and our ability to retain and expand our customer relationships; our ability to accurately predict our future revenues for the purpose of appropriately budgeting and adjusting our expenses; our expectations regarding dependence on our largest customers; our ability to diversify our customer base and develop relationships in new markets; our ability to integrate the operations of the Fab 25 facility with our operations and risks associated with operating the Fab 25 facility; the performance and reliability of our third-party suppliers and manufacturers; our ability to procure tools, materials, and chemicals; our ability to control costs, including our operating and capital expenses; the size and growth potential of the markets for our solutions, and our ability to serve and expand our presence in those markets; the level of demand in our customers’ end markets; our ability to attract, train and retain key qualified personnel; adverse litigation judgments, settlements or other litigation-related costs; changes in trade policies, including the imposition of or increase in tariffs; our ability to raise additional capital or financing; our ability to accurately forecast demand; changes in local, regional, national and international economic or political conditions, including those resulting from increases in inflation and interest rates, a recession, or intensified international hostilities; the level and timing of U.S. government program funding; our ability to maintain compliance with certain U.S. government contracting requirements; regulatory developments in the United States and foreign countries; our ability to protect our intellectual property rights; and other factors discussed in the “Risk Factors” section of the Annual Report on Form 10-K the Company filed with the SEC on March 14, 2025 and in other documents that the Company files with the SEC, which are available at http://www.sec.gov. The Company assumes no obligation to update any forward-looking statements, which speak only as of the date of this press release.

Source String: SkyWater Technology (SKYT-IR)

SKYWATER TECHNOLOGY, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

 

June 29, 2025

 

December 29, 2024

 

 

 

 

 

(in thousands, except per share data)

Assets

 

 

 

Current assets

 

 

 

Cash and cash equivalents

$

49,373

 

 

$

18,844

 

Accounts receivable (net of allowance for credit losses of $125 and $398, respectively)

 

32,016

 

 

 

54,332

 

Contract assets (net of allowance for credit losses of $19 and $42, respectively)

 

19,250

 

 

 

20,890

 

Inventory

 

13,385

 

 

 

14,535

 

Prepaid expenses and other current assets

 

41,914

 

 

 

23,476

 

Total current assets

 

155,938

 

 

 

132,077

 

Property and equipment, net

 

161,582

 

 

 

165,431

 

Intangible assets, net

 

8,441

 

 

 

7,779

 

Other assets

 

8,732

 

 

 

8,488

 

Total assets

$

334,693

 

 

$

313,775

 

Liabilities and shareholders’ equity

 

 

 

Current liabilities

 

 

 

Current portion of long-term debt

$

6,752

 

 

$

5,073

 

Accounts payable

 

15,353

 

 

 

29,590

 

Accrued expenses

 

40,627

 

 

 

36,829

 

Short-term financing, net of unamortized debt issuance costs

 

23,614

 

 

 

27,669

 

Contract liabilities

 

61,250

 

 

 

55,166

 

Total current liabilities

 

147,596

 

 

 

154,327

 

Long-term liabilities

 

 

 

Long-term debt, less current portion and net of unamortized debt issuance costs

 

35,316

 

 

 

34,704

 

Long-term contract liabilities

 

90,887

 

 

 

51,901

 

Deferred income tax liability, net

 

604

 

 

 

632

 

Other long-term liabilities

 

8,324

 

 

 

8,721

 

Total long-term liabilities

 

135,131

 

 

 

95,958

 

Total liabilities

 

282,727

 

 

 

250,285

 

Shareholders’ equity

 

 

 

Preferred stock, $0.01 par value per share (80,000 shares authorized, zero shares issued and outstanding as of June 29, 2025 and December 29, 2024)

 

 

 

 

 

Common stock, $0.01 par value per share (200,000 shares authorized; 48,176 shares issued and outstanding as of June 29, 2025 and 47,704 shares issued and outstanding as of December 29, 2024, respectively)

 

485

 

 

 

478

 

Additional paid-in capital

 

194,070

 

 

 

189,132

 

Accumulated deficit

 

(149,319

)

 

 

(131,996

)

Total shareholders’ equity, SkyWater Technology, Inc.

 

45,236

 

 

 

57,614

 

Noncontrolling interests

 

6,730

 

 

 

5,876

 

Total shareholders’ equity

 

51,966

 

 

 

63,490

 

Total liabilities and shareholders’ equity

$

334,693

 

 

$

313,775

 

SKYWATER TECHNOLOGY, INC.

Condensed Consolidated Statements of Operations

(Unaudited)

 

 

Three-Month Period Ended

 

Six-Month Period Ended

 

June 29,

2025

 

March 30,

2025

 

June 30,

2024

 

June 29,

2025

 

June 30,

2024

 

 

 

 

 

 

 

 

 

 

 

(in thousands, except share data)

Revenue

$

59,063

 

 

$

61,296

 

 

$

93,329

 

 

$

120,359

 

 

$

172,965

 

Cost of revenue

 

48,164

 

 

 

47,039

 

 

 

76,215

 

 

 

95,203

 

 

 

142,871

 

Gross profit

 

10,899

 

 

 

14,257

 

 

 

17,114

 

 

 

25,156

 

 

 

30,094

 

Research and development expense

 

3,368

 

 

 

3,249

 

 

 

3,382

 

 

 

6,617

 

 

 

7,394

 

Selling, general, and administrative expense

 

14,009

 

 

 

15,030

 

 

 

12,332

 

 

 

29,038

 

 

 

23,502

 

Operating income (loss)

 

(6,478

)

 

 

(4,022

)

 

 

1,400

 

 

 

(10,499

)

 

 

(802

)

Interest expense

 

1,637

 

 

 

1,812

 

 

 

2,482

 

 

 

3,450

 

 

 

4,871

 

Income (loss) before income taxes

 

(8,115

)

 

 

(5,834

)

 

 

(1,082

)

 

 

(13,949

)

 

 

(5,673

)

Income tax expense (benefit)

 

742

 

 

 

384

 

 

 

(127

)

 

 

1,126

 

 

 

(86

)

Net income (loss)

 

(8,857

)

 

 

(6,218

)

 

 

(955

)

 

 

(15,075

)

 

 

(5,587

)

Less: net income attributable to noncontrolling interests

 

1,121

 

 

 

1,127

 

 

 

942

 

 

 

2,248

 

 

 

2,039

 

Net loss attributable to SkyWater Technology, Inc.

$

(9,978

)

 

$

(7,345

)

 

$

(1,897

)

 

$

(17,323

)

 

$

(7,626

)

Net loss per share attributable to common shareholders, basic and diluted

$

(0.21

)

 

$

(0.15

)

 

$

(0.04

)

 

$

(0.36

)

 

$

(0.16

)

Weighted average shares used in computing net loss per common share, basic and diluted

 

48,091

 

 

 

47,791

 

 

 

47,395

 

 

 

47,943

 

 

 

47,247

 

SKYWATER TECHNOLOGY, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

 

Six-Month Period Ended

 

June 29, 2025

 

June 30, 2024

 

 

 

 

 

(in thousands)

Cash flows from operating activities

 

 

 

Net loss

$

(15,075

)

 

$

(5,587

)

Adjustments to reconcile net loss to net cash flows provided by operating activities

 

 

 

Depreciation and amortization

 

9,044

 

 

 

9,129

 

Gain on sale of property and equipment

 

 

 

 

(78

)

Accretion of investment tax credits

 

(385

)

 

 

 

Amortization of debt issuance costs included in interest expense

 

484

 

 

 

880

 

Equity-based compensation expense

 

4,220

 

 

 

4,088

 

Deferred income taxes

 

(28

)

 

 

(115

)

Allowance for credit losses

 

289

 

 

 

203

 

Changes in operating assets and liabilities

 

 

 

Accounts receivable and contract assets

 

23,648

 

 

 

24,775

 

Inventory

 

1,151

 

 

 

727

 

Prepaid expenses, other current assets, and other assets

 

(18,665

)

 

 

(560

)

Accounts payable and accrued expenses

 

4,548

 

 

 

(18,529

)

Contract liabilities, current and long-term

 

45,069

 

 

 

(9,427

)

Income tax receivable and payable

 

 

 

 

(83

)

Net cash provided by operating activities

 

54,300

 

 

 

5,423

 

Cash flows from investing activities

 

 

 

Purchase of software and licenses

 

(1,366

)

 

 

(1,155

)

Proceeds from sale of property and equipment

 

 

 

 

23

 

Purchases of property and equipment

 

(17,407

)

 

 

(2,086

)

Net cash used in investing activities

 

(18,773

)

 

 

(3,218

)

Cash flows from financing activities

 

 

 

Proceeds from draws on the revolving line of credit

 

189,466

 

 

 

168,500

 

Repayment of draws on the revolving line of credit

 

(195,544

)

 

 

(163,900

)

Proceeds from tool financings

 

 

 

 

920

 

Repayment of tool financing advanced payments

 

 

 

 

(920

)

Proceeds from sale leaseback transaction

 

4,599

 

 

 

 

Principal payments on long-term debt

 

(2,479

)

 

 

(2,047

)

Cash paid for principal on finance leases

 

(371

)

 

 

(396

)

Proceeds from the issuance of common stock pursuant to equity compensation plans

 

725

 

 

 

1,260

 

Cash paid on licensed technology obligations

 

 

 

 

(2,000

)

Contributions from noncontrolling interest

 

626

 

 

 

323

 

Distributions to noncontrolling interest

 

(2,020

)

 

 

(3,965

)

Net cash used in financing activities

 

(4,998

)

 

 

(2,225

)

Net change in cash and cash equivalents

 

30,529

 

 

 

(20

)

Cash and cash equivalents, beginning of period

 

18,844

 

 

 

18,382

 

Cash and cash equivalents, end of period

$

49,373

 

 

$

18,362

 

Preliminary Supplemental Balance Sheet Information

 

 

June 29, 2025

Preliminary

Transaction

Adjustments

June 30, 2025

Cash and cash equivalents

$

49,373

$

7,000

$

56,373

Property and equipment, net (1)

$

161,582

$

364,000

$

525,582

 

 

 

 

Short term financing, net of unamortized debt issuance costs

$

23,614

$

113,400

$

137,014

Current portion of long-term debt

 

6,800

 

 

6,800

Long-term debt

 

35,316

 

 

35,316

Total debt

$

65,730

$

113,400

$

179,130

 

__________________

(1) The preliminary transaction adjustment specific to property and equipment, net is based on an initial draft valuation, which is subject to change.

Supplemental Financial Information by Quarter

 

 

Q2 2025

 

Q1 2025

 

Q4 2024

 

Q3 2024

 

Q2 2024

 

Q1 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

 

 

ATS development revenue (1)

$

52,605

 

$

52,535

 

$

59,401

 

$

56,390

 

 

$

61,669

 

$

61,185

Wafer Services revenue

 

5,411

 

 

7,527

 

 

4,371

 

 

6,718

 

 

 

5,780

 

 

9,992

Combined ATS development and Wafer Services revenue

 

58,016

 

 

60,062

 

 

63,772

 

 

63,108

 

 

 

67,449

 

 

71,177

Tools revenue (2)

 

1,047

 

 

1,234

 

 

11,715

 

 

30,709

 

 

 

25,880

 

 

8,459

Total revenue

$

59,063

 

$

61,296

 

$

75,487

 

$

93,817

 

 

$

93,329

 

$

79,636

 

 

 

 

 

 

 

 

 

 

 

 

Tools revenue (2)

$

1,047

 

$

1,234

 

$

11,715

 

$

30,709

 

 

$

25,880

 

$

8,459

Cost of tools revenue (2)

 

881

 

 

1,030

 

 

9,674

 

 

30,477

 

 

 

24,869

 

 

8,260

Tools gross profit

$

166

 

$

204

 

$

2,041

 

$

232

 

 

$

1,011

 

$

199

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue impact of modified customer contracts (3)

 

 

 

 

 

 

 

(5,616

)

 

 

 

 

Favorable gross profit impact of modified customer contracts

$

 

$

 

$

 

$

5,616

 

 

$

 

$

__________________

(1)

ATS development revenue represents GAAP revenue primarily derived from process development services, tool installation and qualification services, facility and tool access, leases where SkyWater serves as lessor, and security services.

(2)

Tools revenue and cost of tools revenue represents GAAP revenue and cost primarily derived from the procurement and subsequent sale of equipment to our customers. While this equipment is owned by our customers, the equipment is retained in one of our fabs and is used to complete ATS customer programs.

(3)

SkyWater accounts for the impacts of customer contract modifications in accordance with GAAP. Customer contract modifications that add or eliminate performance obligations and thereby change the scope of our customer programs often impact the revenue and/or cost of revenue associated with performance on customer programs. Significant impacts resulting from the effects of executed contract modifications include:

 

  • In the first quarter of 2024, we recorded a $8,004 charge to recognize future estimated losses for one significant customer program based on anticipated cost increases to complete the customer’s program. In the third quarter of 2024, we successfully modified the customer contract, which resulted in a decrease in our estimate of future costs to complete their program. The remaining $5,616 loss accrual recorded at the time the contract was modified was released, which reduced cost of revenue for the three-month period ended September 29, 2024.

Non-GAAP Financial Measures

We provide non-GAAP financial information that our management regularly evaluates to provide additional insight to investors and to supplement our results reported using U.S. generally accepted accounting principles (GAAP). We provide non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP gross margin, non-GAAP research and development expense, non-GAAP selling, general and administrative expense, non-GAAP net income (loss) to shareholders, non-GAAP net income (loss) to shareholders per basic share and non-GAAP net income (loss) per diluted share. Our management uses these non-GAAP financial measures to make informed operating decisions, complete strategic planning, prepare annual budgets, and evaluate Company and management performance. We believe these non-GAAP financial measures are useful performance measures to our investors because they provide a baseline for analyzing trends in our business and exclude certain items that may not be indicative of our core operating results. The non-GAAP financial measures disclosed in this earnings release should not be viewed as an alternative to, or more meaningful than, the reported results prepared in accordance with GAAP. In addition, because these non-GAAP financial measures are not determined in accordance with GAAP, other companies, including our peers, may calculate their non-GAAP financial measures differently than we do. As a result, the non-GAAP financial measures presented in this earnings release may not be directly comparable to similarly titled measures presented by other companies.

We also provide earnings before interest, income taxes, depreciation and amortization (EBITDA), adjusted EBITDA and adjusted EBITDA margin as supplemental non-GAAP measures. We define adjusted EBITDA as net income (loss) attributable to SkyWater Technology, Inc. before interest expense, income tax expense (benefit), depreciation and amortization, and certain other items that we do not view as indicative of our ongoing performance, including net income attributable to noncontrolling interests; equity-based compensation expense; management transition expense; and transaction costs. Our management uses EBITDA, adjusted EBITDA and adjusted EBITDA margin to make informed operating decisions, complete strategic planning, prepare annual budgets, and evaluate Company and management performance. We believe these non-GAAP financial measures are useful performance measures to our investors because they allow for an effective evaluation of our operating performance when compared to other companies, including our peers, without regard to financing methods or capital structures. We exclude the items listed above from net income (loss) in arriving at adjusted EBITDA and adjusted EBITDA margin because the amounts of these items can vary substantially within our industry depending on the accounting methods and policies used, book values of assets, capital structures, and the methods by which assets were acquired. These non-GAAP financial measures should not be considered as an alternative to, or more meaningful than, the reported results prepared in accordance with GAAP. Certain items excluded from these non-GAAP financial measures are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic cost bases of depreciable assets, none of which are reflected in these non-GAAP financial measures. Our presentation of these non-GAAP financial measures should not be construed as an indication that our results will be unaffected by the items excluded from adjusted EBITDA and adjusted EBITDA margin. In future fiscal periods, we may exclude such items and may incur income and expenses similar to these excluded items. Accordingly, the exclusion of these items, and other similar items, from these non-GAAP financial measures should not be interpreted as implying that these items are non-recurring, infrequent or unusual, unless otherwise expressly indicated.

The following tables present a reconciliation of the most directly comparable financial measures, calculated and presented in accordance with GAAP, to our non-GAAP financial measures.

SKYWATER TECHNOLOGY, INC.

Reconciliation of GAAP to Non-GAAP Financial Measures

(Unaudited)

 

 

Three-Month Period Ended

 

Six-Month Period Ended

 

June 29,

2025

 

March 30,

2025

 

June 30,

2024

 

June 29,

2025

 

June 30,

2024

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

GAAP revenue

$

59,063

 

 

$

61,296

 

 

$

93,329

 

 

$

120,359

 

 

$

172,965

 

 

 

 

 

 

 

 

 

 

 

GAAP cost of revenue

$

48,164

 

 

$

47,039

 

 

$

76,215

 

 

$

95,203

 

 

$

142,871

 

Equity-based compensation expense (1)

 

(626

)

 

 

(567

)

 

 

504

 

 

 

(1,193

)

 

 

(959

)

Non-GAAP cost of revenue

$

47,538

 

 

$

46,472

 

 

$

75,711

 

 

$

94,010

 

 

$

141,912

 

 

 

 

 

 

 

 

 

 

 

GAAP gross profit

$

10,899

 

 

$

14,257

 

 

$

17,114

 

 

$

25,156

 

 

$

30,094

 

GAAP gross margin

 

18.5

%

 

 

23.3

%

 

 

18.3

%

 

 

20.9

%

 

 

17.4

%

Equity-based compensation expense (1)

 

626

 

 

 

567

 

 

 

504

 

 

 

1,193

 

 

 

959

 

Non-GAAP gross profit

$

11,525

 

 

$

14,824

 

 

$

17,618

 

 

$

26,349

 

 

$

31,053

 

Non-GAAP gross margin

 

19.5

%

 

 

24.2

%

 

 

18.9

%

 

 

21.9

%

 

 

18.0

%

 

 

 

 

 

 

 

 

 

 

GAAP research and development expense

$

3,368

 

 

$

3,249

 

 

$

3,382

 

 

$

6,617

 

 

$

7,394

 

Equity-based compensation expense (1)

 

(113

)

 

 

(83

)

 

 

(90

)

 

 

(196

)

 

 

(197

)

Non-GAAP research and development expense

$

3,255

 

 

$

3,166

 

 

$

3,292

 

 

$

6,421

 

 

$

7,197

 

 

 

 

 

 

 

 

 

 

 

GAAP selling, general, and administrative expense

$

14,009

 

 

$

15,030

 

 

$

12,332

 

 

$

29,038

 

 

$

23,502

 

Equity-based compensation expense (1)

 

(1,543

)

 

 

(1,229

)

 

 

(1,422

)

 

 

(2,831

)

 

 

(2,932

)

Management transition expense (2)

 

 

 

 

 

 

 

(664

)

 

 

 

 

 

(664

)

Transaction costs (3)

 

(2,171

)

 

 

(1,810

)

 

 

 

 

 

(3,981

)

 

 

 

Non-GAAP selling, general, and administrative expense

$

10,295

 

 

$

11,991

 

 

$

10,246

 

 

$

22,226

 

 

$

19,906

 

 

 

 

 

 

 

 

 

 

 

GAAP net loss to shareholders

$

(9,978

)

 

$

(7,345

)

 

$

(1,897

)

 

$

(17,323

)

 

$

(7,626

)

Equity-based compensation expense (1)

 

2,282

 

 

 

1,879

 

 

 

2,016

 

 

 

4,220

 

 

 

4,088

 

Management transition expense (2)

 

 

 

 

 

 

 

664

 

 

 

 

 

 

664

 

Transaction costs (3)

 

2,171

 

 

 

1,810

 

 

 

 

 

 

3,981

 

 

 

 

Non-GAAP net income (loss) to shareholders

$

(5,525

)

 

$

(3,656

)

 

$

783

 

 

$

(9,122

)

 

$

(2,874

)

 

 

 

 

 

 

 

 

 

 

 

Three-Month Period Ended

 

Six-Month Period Ended

 

June 29,

2025

 

March 30,

2025

 

June 30,

2024

 

June 29,

2025

 

June 30,

2024

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

Equity-based compensation expense allocation in the consolidated statements of operations (1):

 

 

 

 

 

 

 

 

 

Cost of revenue

$

626

 

$

567

 

$

504

 

$

1,193

 

$

959

Research and development expense

 

113

 

 

83

 

 

90

 

 

196

 

 

197

Selling, general and administrative expenses

 

1,543

 

 

1,229

 

 

1,422

 

 

2,831

 

 

2,932

 

$

2,282

 

$

1,879

 

$

2,016

 

$

4,220

 

$

4,088

 

 

 

 

 

 

 

 

 

 

Management transition expense allocation in the consolidated statements of operations (2):

 

 

 

 

 

 

 

 

 

Cost of revenue

$

 

$

 

$

 

$

 

$

Research and development expense

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses

 

 

 

 

 

664

 

 

 

 

664

 

$

 

$

 

$

664

 

$

 

$

664

 

 

 

 

 

 

 

 

 

 

Transaction costs allocation in the consolidated statement of operations (3):

 

 

 

 

 

 

 

 

 

Cost of revenue

$

 

$

 

$

 

$

 

$

Research and development

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses

 

2,171

 

 

1,810

 

 

 

 

3,981

 

 

 

$

2,171

 

$

1,810

 

$

 

$

3,981

 

$

 

Three-Month Period Ended

June 29, 2025

 

Six-Month Period Ended

June 29, 2025

 

GAAP

 

Non-GAAP

 

GAAP

 

Non-GAAP

 

 

 

 

 

 

 

 

Computation of net loss per common share, basic and diluted:

(in thousands, except per share data)

Numerator:

 

 

 

 

 

 

 

Net loss attributable to SkyWater Technology, Inc.

$

(9,978

)

 

$

(5,525

)

 

$

(17,323

)

 

$

(9,122

)

Denominator:

 

 

 

 

 

 

 

Weighted-average common shares outstanding, basic and diluted

 

48,091

 

 

 

48,091

 

 

 

47,943

 

 

 

47,943

 

Net loss per common share, basic and diluted

$

(0.21

)

 

$

(0.11

)

 

$

(0.36

)

 

$

(0.19

)

 

 

 

 

 

 

 

 

 

Three-Month Period Ended

March 30, 2025

 

 

 

 

 

GAAP

 

Non-GAAP

 

 

 

 

 

 

 

 

 

 

 

 

Computation of net loss per common share, basic and diluted:

(in thousands, except per share data)

 

 

 

 

Numerator:

 

 

 

 

 

 

 

Net income (loss) attributable to SkyWater Technology, Inc.

$

(7,345

)

 

$

(3,656

)

 

 

 

 

Denominator:

 

 

 

 

 

 

 

Weighted-average common shares outstanding, basic and diluted

 

47,791

 

 

 

47,791

 

 

 

 

 

Net income (loss) per common share, basic

$

(0.15

)

 

$

(0.08

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three-Month Period Ended

June 30, 2024

 

Six-Month Period Ended

June 30, 2024

 

GAAP

 

Non-GAAP

 

GAAP

 

Non-GAAP

 

 

 

 

 

 

 

 

Computation of net (loss) income per common share, basic and diluted:

(in thousands, except per share data)

Numerator:

 

 

 

 

 

 

 

Net loss attributable to SkyWater Technology, Inc.

$

(1,897

)

 

$

783

 

 

$

(7,626

)

 

$

(2,874

)

Denominator:

 

 

 

 

 

 

 

Weighted-average common shares outstanding, basic and diluted

 

47,395

 

 

 

47,395

 

 

 

47,247

 

 

 

47,247

 

Net loss per common share, basic and diluted

$

(0.04

)

 

$

0.02

 

 

$

(0.16

)

 

$

(0.06

)

 

 

 

 

 

 

 

 

 

Three-Month Period Ended

 

Six-Month Period Ended

 

 

June 29,

2025

 

March 30,

2025

 

June 30,

2024

 

June 29,

2025

June 30,

2024

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

Net loss to shareholders (GAAP)

$

(9,978

)

 

$

(7,345

)

 

$

(1,897

)

 

$

(17,323

)

$

(7,626

)

 

Net income (loss) margin to shareholders

 

(16.9

)%

 

 

(12.0

)%

 

 

(2.0

)%

 

 

(14.4

)%

 

(4.4

)%

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

1,637

 

 

 

1,812

 

 

 

2,482

 

 

 

3,450

 

$

4,871

 

 

Income tax expense (benefit)

 

742

 

 

 

384

 

 

 

(127

)

 

 

1,126

 

 

(86

)

 

Depreciation and amortization, net

 

4,301

 

 

 

4,358

 

 

 

4,064

 

 

 

8,659

 

 

9,129

 

 

EBITDA

 

(3,298

)

 

 

(791

)

 

 

4,522

 

 

 

(4,088

)

 

6,288

 

 

 

 

 

 

 

 

 

 

 

 

Equity-based compensation expense (1)

 

2,282

 

 

 

1,879

 

 

 

2,016

 

 

 

4,220

 

 

4,088

 

 

Management transition expense (2)

 

 

 

 

 

 

 

664

 

 

 

 

 

664

 

 

Transaction costs (3)

 

2,171

 

 

 

1,810

 

 

 

 

 

 

3,981

 

 

 

 

Net income attributable to noncontrolling interests (4)

 

1,121

 

 

 

1,127

 

 

 

942

 

 

 

2,248

 

 

2,039

 

 

Adjusted EBITDA

$

2,276

 

 

$

4,025

 

 

$

8,144

 

 

$

6,361

 

$

13,079

 

 

Adjusted EBITDA margin

 

3.9

%

 

 

6.6

%

 

 

8.7

%

 

 

5.3

%

 

7.6

%

 

__________________

 

(1)

Represents non-cash equity-based compensation expense

 

 

(2)

Represents the cost of severance, separation, and other termination benefits related to the reorganization of the manufacturing, sales, marketing, and operations leadership team.

 

 

(3)

Represents costs associated with the Company's acquisition of Fab 25, including fees for consultants, professional services fees and other costs to effectuate the closing of the Transaction.

 

 

(4)

Represents net income attributable to noncontrolling interests arising from our variable interest entity (VIE), which was formed for the purpose of purchasing the land and building of our primary operating facility in Bloomington, Minnesota. Since interest expense is added back to net loss to shareholders in our adjusted EBITDA financial measure, we also add back the net income attributable to noncontrolling interests as its net income is derived from interest the VIE charges SkyWater.

 

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