XML 37 R21.htm IDEA: XBRL DOCUMENT
v3.25.3

Segment Information | 12 Months Ended
--- | ---
Jul. 31, 2025
Segment Reporting [Abstract] |
Segment Information | Segment Information Reportable operating segments are determined based on Comtech’s management approach. The management approach, as defined by FASB ASC 280 "Segment Reporting" ("ASC 280") is based on the way that the CODM organizes the segments within an enterprise for making decisions about resources to be allocated and assessing their performance. On January 13, 2025, the Board of Directors appointed Kenneth H. Traub as President and Chief Executive Officer in addition to his role as Chairman. Mr. Traub is our CODM for purposes of ASC 280. Our two reportable operating segments are described below. Our Satellite and Space Communications reportable operating segment is organized into four technology areas: satellite modem and amplifier technologies, troposcatter technologies, cybersecurity training (formerly, known as government services) and space components. This segment offers customers: satellite ground infrastructure technologies, services and system integration that facilitate the transmission of voice, video and data over GEO, MEO and LEO satellite constellations, including traveling wave tube power amplifiers, satellite modems, VSAT platforms and frequency converters; over-the-horizon microwave solutions that can transmit digitized voice, video, and data over distances up to 200 miles using the troposphere and diffraction; advanced cybersecurity training in support of U.S. government and certain commercial and university customers; and procurement and supply chain management of high reliability Electrical, Electronic and Electromechanical ("EEE") parts for satellite, launch vehicle and manned space applications. Our Allerium reportable operating segment (formerly, Terrestrial and Wireless Networks) is organized into three service areas: next generation 911 and call delivery, call handling solutions, and trusted location and messaging solutions. This segment offers customers: Wireless/VolP 911 location and routing services to connect emergency calls to Public Safety Answering Points ("PSAPs"); SMS text to 911 services; next generation 911 solutions, providing emergency call routing, location validation, and policy-based routing rules, logging and security functionality; Emergency Services IP Network transport infrastructure for emergency services communications and support of next generation 911 services; call handling applications for PSAPs; wireless emergency alert solutions for network operators; and software and equipment for location-based and text messaging services for various applications, including for public safety, commercial and government services. The rebranding to Allerium did not change the composition of this reportable operating segment. In connection with our adoption of ASU No. 2023-07 in fiscal 2025, and considering our transformation plan and most recent CODM's increased focus on profitability and cash flow generation on a GAAP basis, our CODM determined to use GAAP operating income to measure our reportable operating segments' performance and to make decisions about resources to be allocated to each segment. Accordingly, the segment tables below have been recast on that basis. The CODM uses GAAP operating income to assess the results of each reportable operating segment against their respective plans and forecasts and, more generally, to peers and competitors in the markets in which we operate. The CODM also uses this metric to make decisions about allocating capital and personnel resources to the segments, evaluating which project(s) to undertake and or to prioritize, and determining the compensation of employees. The amounts shown for segment GAAP operating income include expenses which are directly attributable to the segment and considers both cash and non-cash expenses such as: depreciation, amortization of intangibles, impairment of long-lived assets, including goodwill, amortization of cost to fulfill assets, restructuring costs and strategic emerging technology costs (for next-generation satellite technology). Our GAAP operating income metric for each segment does not include the allocation of any indirect expenses which are unrelated to the segment's operations. Reportable operating segment information, along with a reconciliation of segment GAAP operating income to consolidated income (loss) before income taxes is presented in the tables below:
|  | Fiscal Year Ended July 31, 2025
|  | Satellite and Space Communications |  | Allerium |  | Total
Net sales |  | $ | 269,265,000 |  |  | 230,263,000 |  |  | $ | 499,528,000 |
Cost of sales |  | 227,786,000 |  |  | 143,475,000 |  |  |
Selling, general and administrative |  | 60,699,000 |  |  | 36,602,000 |  |  |
Research and development |  | 5,590,000 |  |  | 11,570,000 |  |  |
Amortization of intangibles |  | 7,254,000 |  |  | 14,469,000 |  |  |
Impairment of long-lived assets, including goodwill |  | 79,555,000 |  |  | — |  |  |
Segment operating (loss) income |  | $ | (111,619,000) |  |  | 24,147,000 |  |  | $ | (87,472,000) |
Unallocated corporate expenses |  |  |  |  |  | 46,827,000 |
Proxy solicitation costs |  |  |  |  |  | 2,682,000 |
CEO transition costs |  |  |  |  |  | 2,117,000 |
Interest expense |  |  |  |  |  | 45,650,000 |
Interest (income) and other |  |  |  |  |  | 155,000 |
Write-off of deferred financing costs |  |  |  |  |  | 8,977,000 |
Change in fair value of warrants and derivatives |  |  |  |  |  | (38,498,000) |
Loss before income taxes |  |  |  |  |  | $ | (155,382,000) |
Purchases of property, plant and equipment |  | $ | 338,000 |  |  | 7,816,000 |  |  | $ | 8,154,000 |
Unallocated purchases of property, plant and equipment |  |  |  |  |  | 411,000 |
Consolidated purchases of property, plant and equipment |  |  |  |  |  | $ | 8,565,000 |
Depreciation expense |  | $ | 8,300,000 |  |  | 3,010,000 |  |  | $ | 11,310,000 |
Unallocated depreciation expense |  |  |  |  |  | 488,000 |
Consolidated depreciation expense |  |  |  |  |  | $ | 11,798,000 |
Total segment assets as of July 31, 2025 |  | $ | 249,465,000 |  |  | 454,200,000 |  |  | $ | 703,665,000 |
Unallocated assets as of July 31, 2025 |  |  |  |  |  | 37,170,000 |
Consolidated assets as of July 31, 2025 |  |  |  |  |  | $ | 740,835,000 |
|  | Fiscal Year Ended July 31, 2024
|  | Satellite and Space Communications |  | Allerium |  | Total
Net sales |  | $ | 324,069,000 |  |  | 216,334,000 |  |  | $ | 540,403,000 |
Cost of sales |  | 245,346,000 |  |  | 137,100,000 |  |  |
Selling, general and administrative |  | 48,799,000 |  |  | 32,475,000 |  |  |
Research and development |  | 12,916,000 |  |  | 10,620,000 |  |  |
Amortization of intangibles |  | 6,685,000 |  |  | 14,469,000 |  |  |
Impairment of long-lived assets, including goodwill |  | 64,525,000 |  |  | — |  |  |
Segment operating (loss) income |  | $ | (54,202,000) |  |  | 21,670,000 |  |  | $ | (32,532,000) |
Unallocated corporate expenses |  |  |  |  |  | 44,442,000 |
CEO transition costs |  |  |  |  |  | 2,916,000 |
Interest expense |  |  |  |  |  | 22,153,000 |
Interest (income) and other |  |  |  |  |  | 678,000 |
Write-off of deferred financing costs |  |  |  |  |  | 1,832,000 |
Change in fair value of warrants and derivatives |  |  |  |  |  | (4,273,000) |
Loss before income taxes |  |  |  |  |  | $ | (100,280,000) |
Purchases of property, plant and equipment |  | $ | 2,890,000 |  |  | 8,569,000 |  |  | $ | 11,459,000 |
Unallocated purchases of property, plant and equipment |  |  |  |  |  | 1,624,000 |
Consolidated purchases of property, plant and equipment |  |  |  |  |  | $ | 13,083,000 |
Depreciation expense |  | $ | 3,867,000 |  |  | 7,927,000 |  |  | $ | 11,794,000 |
Unallocated depreciation expense |  |  |  |  |  | 365,000 |
Consolidated depreciation expense |  |  |  |  |  | $ | 12,159,000 |
Total segment assets as of July 31, 2024 |  | $ | 421,780,000 |  |  | 456,425,000 |  |  | $ | 878,205,000 |
Unallocated assets as of July 31, 2024 |  |  |  |  |  | 34,229,000 |
Consolidated assets as of July 31, 2024 |  |  |  |  |  | $ | 912,434,000 |
|  | Fiscal Year Ended July 31, 2023
|  | Satellite and Space Communications |  | Allerium |  | Total
Net sales |  | $ | 337,756,000 |  |  | 212,238,000 |  |  | $ | 549,994,000 |
Cost of sales |  | 241,544,000 |  |  | 123,670,000 |  |  |
Selling, general and administrative |  | 51,505,000 |  |  | 36,920,000 |  |  |
Research and development |  | 22,354,000 |  |  | 25,241,000 |  |  |
Amortization of intangibles |  | 7,312,000 |  |  | 14,084,000 |  |  |
Segment operating income |  | $ | 15,041,000 |  |  | 12,323,000 |  |  | $ | 27,364,000 |
Unallocated corporate expenses |  |  |  |  |  | 32,934,000 |
CEO transition costs |  |  |  |  |  | 9,090,000 |
Interest expense |  |  |  |  |  | 14,961,000 |
Interest (income) and other |  |  |  |  |  | 1,226,000 |
Loss before income taxes |  |  |  |  |  | $ | (30,847,000) |
Purchases of property, plant and equipment |  | $ | 7,244,000 |  |  | 10,075,000 |  |  | $ | 17,319,000 |
Unallocated purchases of property, plant and equipment |  |  |  |  |  | 992,000 |
Consolidated purchases of property, plant and equipment |  |  |  |  |  | $ | 18,311,000 |
Depreciation expense |  | $ | 4,121,000 |  |  | 7,637,000 |  |  | $ | 11,758,000 |
Unallocated depreciation expense |  |  |  |  |  | 164,000 |
Consolidated depreciation expense |  |  |  |  |  | $ | 11,922,000 |
Total segment assets as of July 31, 2023 |  | $ | 515,449,000 |  |  | 460,034,000 |  |  | $ | 975,483,000 |
Unallocated assets as of July 31, 2023 |  |  |  |  |  | 20,754,000 |
Consolidated assets as of July 31, 2023 |  |  |  |  |  | $ | 996,237,000 |
Unallocated expenses result from corporate expenses, such as executive compensation, accounting, legal and other regulatory compliance related costs and also includes all of our amortization of stock-based compensation. During fiscal 2025, 2024 and 2023, our Unallocated segment incurred $9,512,000, $8,043,000 and $3,907,000, respectively, of restructuring costs primarily focused on legal and other expenses related to strategic alternatives and divestiture activities, as well as other initiatives to streamline our operations, align our cost structure with our future anticipated business and improve our liquidity. During fiscal 2025, our Unallocated segment incurred $2,682,000 of proxy solicitation costs, consisting principally of legal and advisory fees. In November 2024, we entered into a cooperation agreement (the “Cooperation Agreement”) with Fred Kornberg, Michael Porcelain and Oleg Timoshenko (collectively the “Investor Group”). Pursuant to the Cooperation Agreement, our Board appointed Michael J. Hildebrandt to serve on the Board and agreed to nominate, support and recommend Mr. Hildebrandt for election at our Fiscal 2024 Annual Meeting of Stockholders (the "2024 Annual Meeting"). Also, we agreed not to renominate two incumbent directors for election at the 2024 Annual Meeting and the Investor Group agreed to withdraw its nomination of candidates for election to the Board at the 2024 Annual Meeting to, instead, support our slate of directors for election. Pursuant to the Cooperation Agreement, we and the Investor Group will cooperate to identify an additional candidate to be appointed to the Board at a later date as an independent director. In September 2025, we provided notice to the Investor Group regarding our renomination of Mr. Hildebrandt at the Fiscal 2025 Annual Meeting of Stockholders. Accordingly, the Cooperation Agreement was extended until 30 days prior to the nomination deadline of our Fiscal 2026 Annual Meeting of Stockholders. During fiscal 2025, 2024 and 2023, our Unallocated segment incurred $2,117,000, $2,916,000 and $9,090,000, respectively, of CEO transition costs. See Note (2) - CEO Transition Costs for further information. Interest expense in the above tables includes accreted interest related to our Subordinated Credit Facility, the amortization of deferred financing costs and debt discounts related to both credit facilities and the immediate expensing of certain financing fees related to refinancing and or amending our credit facilities. See Note (8) - Credit Facility and Note (9) - Subordinated Credit Facility for further discussion. Intersegment sales in fiscal 2025, 2024 and 2023 between the Satellite and Space Communications segment and the Allerium segment were nominal. All intersegment sales are eliminated in consolidation and are excluded from the tables above. Unallocated assets at July 31, 2025 consist principally of cash and cash equivalents, income taxes receivable, corporate property, plant and equipment and deferred financing costs. The large majority of our long-lived assets are located in the U.S.

X
- References No definition available. + Details
Name: | us-gaap_SegmentReportingAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 21 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-21 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 21 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-21 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-32 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-31 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 15 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-15 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 42 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-42 Reference 7: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 48 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482785/280-10-55-48 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-32 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 270 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (i) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482964/270-10-50-1 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (ee) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-32 Reference 11: http://fasb.org/us-gaap/role/ref/otherTransitionRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-32 Reference 12: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 54 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482785/280-10-55-54 Reference 13: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 47 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482785/280-10-55-47 Reference 14: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 54 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482785/280-10-55-54 Reference 15: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 47 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482785/280-10-55-47 Reference 16: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 54 -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482785/280-10-55-54 Reference 17: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 47 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482785/280-10-55-47 Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-22 Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 34 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-34 Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 26C -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-26C Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 26B -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-26B Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 40 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-40 Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/280/tableOfContent Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 26 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-26 Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 41 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482810/280-10-50-41 + Details
Name: | us-gaap_SegmentReportingDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration