☒
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Quantum Corporation
|
(Exact name of registrant as specified in its charter)
|
Delaware
|
|
94-2665054
|
||
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
||
|
|
|
||
224 Airport Parkway
|
Suite 550
|
|
|
|
San Jose
|
CA
|
|
95110
|
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
(408
|
)
|
944-4000
|
Registrant's telephone number, including area code
|
|
(Former name, former address and former fiscal year, if changed since last report)
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Title of each class
|
|
Trading Symbol
|
|
Name of each exchange on which registered
|
Common Stock, $0.001 par value per share
|
|
QMCO
|
|
OTC Markets
|
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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.
|
|
|
|
|
x
|
Yes
|
¨
|
No
|
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
|
|
|
|
|
x
|
Yes
|
¨
|
No
|
Large accelerated filer
|
o
|
Accelerated filer
|
o
|
Non-accelerated filer
|
x
|
Smaller reporting company
|
o
|
|
|
Emerging growth company
|
o
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
|
|
|
||
o
|
|
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
|
|
|
|
|
o
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Yes
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x
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No
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|
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Page
Number
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|
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Item 1.
|
|
|
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||
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||
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||
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||
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||
Item 2.
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||
Item 3.
|
||
Item 4.
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||
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Item 1.
|
||
Item 1A.
|
||
Item 6.
|
||
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|
|
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September 30, 2019
|
|
March 31, 2019
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
6,000
|
|
|
$
|
10,790
|
|
Restricted cash
|
936
|
|
|
1,065
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $275 and $68 as of September 30, 2019 and March 31, 2019, respectively
|
71,390
|
|
|
86,828
|
|
||
Manufacturing inventories
|
22,032
|
|
|
18,440
|
|
||
Service parts inventories
|
18,845
|
|
|
19,070
|
|
||
Other current assets
|
9,840
|
|
|
18,095
|
|
||
Total current assets
|
129,043
|
|
|
154,288
|
|
||
Property and equipment, net
|
8,606
|
|
|
8,437
|
|
||
Restricted cash
|
5,000
|
|
|
5,000
|
|
||
Right-of-use assets, net
|
11,933
|
|
|
—
|
|
||
Other long-term assets
|
3,678
|
|
|
5,146
|
|
||
Total assets
|
158,260
|
|
|
172,871
|
|
||
Liabilities and Stockholders’ Deficit
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
39,354
|
|
|
37,395
|
|
||
Deferred revenue
|
76,578
|
|
|
90,407
|
|
||
Accrued restructuring charges
|
299
|
|
|
2,876
|
|
||
Long-term debt
|
1,650
|
|
|
1,650
|
|
||
Accrued compensation
|
15,006
|
|
|
17,117
|
|
||
Other accrued liabilities
|
18,821
|
|
|
29,025
|
|
||
Total current liabilities
|
151,708
|
|
|
178,470
|
|
||
Deferred revenue
|
34,981
|
|
|
36,733
|
|
||
Long-term debt, net of current portion
|
153,600
|
|
|
145,621
|
|
||
Operating lease liabilities
|
9,848
|
|
|
—
|
|
||
Other long-term liabilities
|
11,233
|
|
|
11,827
|
|
||
Total liabilities
|
361,370
|
|
|
372,651
|
|
||
Commitments and contingencies (Note 6)
|
|
|
|
||||
Stockholders' deficit
|
|
|
|
||||
Common stock, $0.01 par value; 1,000,000 shares authorized; 36,717, and 36,040 shares issued and outstanding at September 30, 2019 and March 31, 2019, respectively
|
368
|
|
|
360
|
|
||
Additional paid-in capital
|
502,398
|
|
|
499,224
|
|
||
Accumulated deficit
|
(704,076
|
)
|
|
(697,954
|
)
|
||
Accumulated other comprehensive loss
|
(1,800
|
)
|
|
(1,410
|
)
|
||
Total stockholders’ deficit
|
(203,110
|
)
|
|
(199,780
|
)
|
||
Total liabilities and stockholders’ deficit
|
$
|
158,260
|
|
|
$
|
172,871
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
Product
|
$
|
68,130
|
|
|
$
|
51,622
|
|
|
$
|
133,926
|
|
|
$
|
118,491
|
|
Service
|
32,401
|
|
|
33,352
|
|
|
65,781
|
|
|
66,916
|
|
||||
Royalty
|
5,258
|
|
|
4,938
|
|
|
11,712
|
|
|
12,017
|
|
||||
Total revenue
|
105,789
|
|
|
89,912
|
|
|
211,419
|
|
|
197,424
|
|
||||
Cost of revenue:
|
|
|
|
|
|
|
|
||||||||
Product
|
49,467
|
|
|
41,319
|
|
|
96,666
|
|
|
86,756
|
|
||||
Service
|
12,799
|
|
|
13,066
|
|
|
25,404
|
|
|
28,802
|
|
||||
Total cost of revenue
|
62,266
|
|
|
54,385
|
|
|
122,070
|
|
|
115,558
|
|
||||
Gross profit
|
43,523
|
|
|
35,527
|
|
|
89,349
|
|
|
81,866
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
9,350
|
|
|
7,862
|
|
|
17,733
|
|
|
16,123
|
|
||||
Sales and marketing
|
14,824
|
|
|
16,682
|
|
|
30,680
|
|
|
35,807
|
|
||||
General and administrative
|
14,329
|
|
|
14,072
|
|
|
32,905
|
|
|
33,461
|
|
||||
Restructuring charges
|
821
|
|
|
294
|
|
|
1,084
|
|
|
4,201
|
|
||||
Total operating expenses
|
39,324
|
|
|
38,910
|
|
|
82,402
|
|
|
89,592
|
|
||||
Income (loss) from operations
|
4,199
|
|
|
(3,383
|
)
|
|
6,947
|
|
|
(7,726
|
)
|
||||
Other income (expense), net
|
76
|
|
|
(196
|
)
|
|
165
|
|
|
24
|
|
||||
Interest expense
|
(6,347
|
)
|
|
(4,636
|
)
|
|
(12,653
|
)
|
|
(8,571
|
)
|
||||
Loss on debt extinguishment, net
|
—
|
|
|
(12,425
|
)
|
|
—
|
|
|
(12,425
|
)
|
||||
Net loss before income taxes
|
(2,072
|
)
|
|
(20,640
|
)
|
|
(5,541
|
)
|
|
(28,698
|
)
|
||||
Income tax provision
|
243
|
|
|
977
|
|
|
581
|
|
|
402
|
|
||||
Net loss
|
$
|
(2,315
|
)
|
|
$
|
(21,617
|
)
|
|
$
|
(6,122
|
)
|
|
$
|
(29,100
|
)
|
|
|
|
|
|
|
|
|
||||||||
Loss per share - basic and diluted
|
$
|
(0.06
|
)
|
|
$
|
(0.61
|
)
|
|
$
|
(0.17
|
)
|
|
$
|
(0.82
|
)
|
Weighted average shares - basic and diluted
|
36,297
|
|
|
35,502
|
|
|
36,172
|
|
|
$
|
35,473
|
|
|||
|
|
|
|
|
|
|
|
||||||||
Net loss
|
$
|
(2,315
|
)
|
|
$
|
(21,617
|
)
|
|
$
|
(6,122
|
)
|
|
$
|
(29,100
|
)
|
Foreign currency translation adjustments, net
|
(474
|
)
|
|
(86
|
)
|
|
(390
|
)
|
|
(969
|
)
|
||||
Total comprehensive loss
|
$
|
(2,789
|
)
|
|
$
|
(21,703
|
)
|
|
$
|
(6,512
|
)
|
|
$
|
(30,069
|
)
|
Three Months Ended
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Loss
|
|
Total Stockholders' Deficit
|
|||||||||||||
|
|
Shares
|
|
Amount
|
|
|
|
|
|||||||||||||||
Balance, June 30, 2018
|
|
35,443
|
|
|
$
|
356
|
|
|
$
|
482,028
|
|
|
$
|
(662,642
|
)
|
|
$
|
(1,157
|
)
|
|
$
|
(181,415
|
)
|
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,617
|
)
|
|
—
|
|
|
(21,617
|
)
|
|||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(86
|
)
|
|
(86
|
)
|
|||||
Shares issued under employee incentive plans, net
|
|
38
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|||||
Warrants exercised related to long-term debt
|
|
75
|
|
|
—
|
|
|
175
|
|
|
—
|
|
|
—
|
|
|
176
|
|
|||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
1,291
|
|
|
—
|
|
|
—
|
|
|
1,291
|
|
|||||
Balance, September 30, 2018
|
|
35,556
|
|
|
$
|
356
|
|
|
$
|
483,496
|
|
|
$
|
(684,257
|
)
|
|
$
|
(1,243
|
)
|
|
$
|
(201,648
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance, June 30, 2019
|
|
36,046
|
|
|
$
|
360
|
|
|
$
|
500,211
|
|
|
$
|
(701,761
|
)
|
|
$
|
(1,326
|
)
|
|
$
|
(202,516
|
)
|
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,315
|
)
|
|
—
|
|
|
(2,315
|
)
|
|||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(474
|
)
|
|
(474
|
)
|
|||||
Shares issued under employee incentive plans, net
|
|
671
|
|
|
8
|
|
|
(178
|
)
|
|
—
|
|
|
—
|
|
|
(170
|
)
|
|||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
2,365
|
|
|
—
|
|
|
—
|
|
|
2,365
|
|
|||||
Balance, September 30, 2019
|
|
36,717
|
|
|
$
|
368
|
|
|
$
|
502,398
|
|
|
$
|
(704,076
|
)
|
|
$
|
(1,800
|
)
|
|
$
|
(203,110
|
)
|
Six Months Ended
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Loss
|
|
Total Stockholders' Deficit
|
|||||||||||||
|
|
Shares
|
|
Amount
|
|
|
|
|
|||||||||||||||
Balance, March 31, 2018
|
|
35,443
|
|
|
$
|
354
|
|
|
$
|
481,610
|
|
|
$
|
(655,157
|
)
|
|
$
|
(274
|
)
|
|
$
|
(173,467
|
)
|
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(29,100
|
)
|
|
—
|
|
|
(29,100
|
)
|
|||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(969
|
)
|
|
(969
|
)
|
|||||
Shares issued under employee incentive plans, net
|
|
38
|
|
|
1
|
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|||||
Warrants exercised related to long-term debt
|
|
75
|
|
|
1
|
|
|
175
|
|
|
—
|
|
|
—
|
|
|
176
|
|
|||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
1,718
|
|
|
—
|
|
|
—
|
|
|
1,718
|
|
|||||
Balance, September 30, 2018
|
|
35,556
|
|
|
$
|
356
|
|
|
$
|
483,496
|
|
|
$
|
(684,257
|
)
|
|
$
|
(1,243
|
)
|
|
$
|
(201,648
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance, March 31, 2019
|
|
36,040
|
|
|
$
|
360
|
|
|
$
|
499,224
|
|
|
$
|
(697,954
|
)
|
|
$
|
(1,410
|
)
|
|
$
|
(199,780
|
)
|
Net loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,122
|
)
|
|
—
|
|
|
(6,122
|
)
|
|||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(390
|
)
|
|
(390
|
)
|
|||||
Shares issued under employee incentive plans, net
|
|
677
|
|
|
8
|
|
|
(178
|
)
|
|
—
|
|
|
—
|
|
|
(170
|
)
|
|||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
3,352
|
|
|
—
|
|
|
—
|
|
|
3,352
|
|
|||||
Balance, September 30, 2019
|
|
36,717
|
|
|
$
|
368
|
|
|
$
|
502,398
|
|
|
$
|
(704,076
|
)
|
|
$
|
(1,800
|
)
|
|
$
|
(203,110
|
)
|
|
|
Page
Number
|
Note 1:
|
||
Note 2:
|
||
Note 3:
|
||
Note 4:
|
||
Note 5:
|
||
Note 6:
|
||
Note 7:
|
||
Note 8:
|
||
Note 9:
|
||
Note 10:
|
Level 1:
|
|
Unadjusted quoted prices in active markets for identical assets or liabilities.
|
Level 2:
|
|
Other than quoted prices that are observable in the market for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or model-derived valuations or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
|
Level 3:
|
|
Inputs are unobservable and reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability.
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||
Americas
|
|
|
|
|
|
|
|
||||||||
Primary storage systems
|
$
|
17,327
|
|
|
$
|
9,710
|
|
|
$
|
27,340
|
|
|
$
|
18,889
|
|
Secondary storage systems
|
15,029
|
|
|
9,731
|
|
|
38,726
|
|
|
28,743
|
|
||||
Device and media
|
9,348
|
|
|
7,629
|
|
|
18,019
|
|
|
17,912
|
|
||||
Service
|
20,366
|
|
|
21,552
|
|
|
41,936
|
|
|
43,241
|
|
||||
Total revenue
|
62,070
|
|
|
48,622
|
|
|
126,021
|
|
|
108,785
|
|
||||
|
|
|
|
|
|
|
|
||||||||
EMEA
|
|
|
|
|
|
|
|
||||||||
Primary storage systems
|
3,388
|
|
|
5,628
|
|
|
7,468
|
|
|
10,943
|
|
||||
Secondary storage systems
|
8,079
|
|
|
5,640
|
|
|
17,734
|
|
|
16,648
|
|
||||
Device and media
|
6,640
|
|
|
4,422
|
|
|
10,173
|
|
|
10,376
|
|
||||
Service
|
9,828
|
|
|
9,215
|
|
|
19,051
|
|
|
18,489
|
|
||||
Total revenue
|
27,935
|
|
|
24,905
|
|
|
54,426
|
|
|
56,456
|
|
||||
|
|
|
|
|
|
|
|
||||||||
APAC
|
|
|
|
|
|
|
|
||||||||
Primary storage systems
|
3,203
|
|
|
3,179
|
|
|
4,655
|
|
|
4,638
|
|
||||
Secondary storage systems
|
3,078
|
|
|
3,185
|
|
|
6,515
|
|
|
6,209
|
|
||||
Device and media
|
2,038
|
|
|
2,498
|
|
|
3,296
|
|
|
4,133
|
|
||||
Service
|
2,207
|
|
|
2,585
|
|
|
4,794
|
|
|
5,186
|
|
||||
Total revenue
|
10,526
|
|
|
11,447
|
|
|
19,260
|
|
|
20,166
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Consolidated
|
|
|
|
|
|
|
|
||||||||
Primary storage systems
|
23,918
|
|
|
18,517
|
|
|
39,463
|
|
|
34,470
|
|
||||
Secondary storage systems
|
26,186
|
|
|
18,556
|
|
|
62,975
|
|
|
51,600
|
|
||||
Device and media
|
18,026
|
|
|
14,549
|
|
|
31,488
|
|
|
32,421
|
|
||||
Service
|
32,401
|
|
|
33,352
|
|
|
65,781
|
|
|
66,916
|
|
||||
Royalty*
|
5,258
|
|
|
4,938
|
|
|
11,712
|
|
|
12,017
|
|
||||
Total revenue
|
$
|
105,789
|
|
|
$
|
89,912
|
|
|
$
|
211,419
|
|
|
$
|
197,424
|
|
*
|
Royalty revenue is not allocable to geographic regions.
|
|
|
September 30, 2019
|
||
Contract liabilities (deferred revenue)
|
|
$
|
111,559
|
|
Revenue recognized in the period from amounts included in contract liabilities at the beginning of the period
|
|
$
|
51,850
|
|
|
|
Current
|
|
Non-Current
|
|
Total
|
||||||
As of September 30, 2019
|
|
$
|
92,610
|
|
|
$
|
45,896
|
|
|
$
|
138,506
|
|
|
Warrant liability
|
||
As of March 31, 2018
|
$
|
272
|
|
Issuances
|
2,784
|
|
|
Settlements
|
(176
|
)
|
|
Changes in fair value
|
164
|
|
|
As of September 30, 2018
|
$
|
3,044
|
|
|
September 30, 2019
|
|
March 31, 2019
|
||||
Finished goods:
|
|
|
|
|
|
||
Manufactured finished goods
|
$
|
10,015
|
|
|
$
|
8,160
|
|
Distributor inventory
|
1,445
|
|
|
3,345
|
|
||
Total finished goods
|
11,460
|
|
|
11,505
|
|
||
Work in progress
|
1,084
|
|
|
107
|
|
||
Raw materials
|
9,488
|
|
|
6,828
|
|
||
Total manufacturing inventories
|
$
|
22,032
|
|
|
$
|
18,440
|
|
|
September 30, 2019
|
|
March 31, 2019
|
||||
Finished goods
|
$
|
14,146
|
|
|
$
|
13,437
|
|
Component parts
|
4,699
|
|
|
5,633
|
|
||
Total service inventories
|
$
|
18,845
|
|
|
$
|
19,070
|
|
Lease Cost
|
|
Three Months Ended September 30, 2019
|
|
Six Months Ended September 30, 2019
|
||||
|
|
|
|
|
||||
Operating lease cost
|
|
$
|
1,304
|
|
|
$
|
2,576
|
|
Variable lease cost
|
|
147
|
|
|
212
|
|
||
Short-term lease cost
|
|
29
|
|
|
31
|
|
||
Total lease cost
|
|
$
|
1,480
|
|
|
$
|
2,819
|
|
Maturity of Lease Liabilities
|
|
Operating Leases
|
||
Six months ended March 31, 2020
|
|
$
|
2,286
|
|
For the fiscal year ended March 31,
|
|
|
||
2021
|
|
4,233
|
|
|
2022
|
|
3,388
|
|
|
2023
|
|
2,366
|
|
|
2024
|
|
2,127
|
|
|
Thereafter
|
|
3,870
|
|
|
Total lease payments
|
|
$
|
18,270
|
|
Less: Imputed interest
|
|
(5,218
|
)
|
|
Present value of lease liabilities
|
|
$
|
13,052
|
|
Lease Term and Discount Rate
|
|
September 30, 2019
|
|
Weighted average remaining operating lease term (years)
|
|
4.85
|
|
Weighted average discount rate for operating leases
|
|
14.03
|
%
|
|
|
Severance and Benefits
|
|
Facilities
|
|
Total
|
||||||
Balance as of March 31, 2019
|
|
$
|
—
|
|
|
$
|
2,876
|
|
|
$
|
2,876
|
|
Restructuring costs
|
|
—
|
|
|
826
|
|
|
826
|
|
|||
Adjustments to prior estimates
|
|
—
|
|
|
258
|
|
|
258
|
|
|||
Cash payments
|
|
—
|
|
|
(3,661
|
)
|
|
(3,661
|
)
|
|||
Balance as of September 30, 2019
|
|
$
|
—
|
|
|
$
|
299
|
|
|
299
|
|
|
|
|
|
|
|
|
|
||||||
Balance as of March 31, 2018
|
|
$
|
1,430
|
|
|
$
|
4,389
|
|
|
$
|
5,819
|
|
Restructuring costs
|
|
3,607
|
|
|
48
|
|
|
3,655
|
|
|||
Adjustments to prior estimates
|
|
—
|
|
|
546
|
|
|
546
|
|
|||
Cash payments
|
|
(4,592
|
)
|
|
(991
|
)
|
|
(5,583
|
)
|
|||
Balance as of September 30, 2018
|
|
$
|
445
|
|
|
$
|
3,992
|
|
|
$
|
4,437
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2019
|
|
September 30, 2018
|
||||
8,625
|
|
|
2,121
|
|
|
6,860
|
|
|
1,694
|
|
|
As of
|
||||||
|
September 30, 2019
|
|
March 31, 2019
|
||||
Senior Secured Term Loan
|
$
|
163,763
|
|
|
$
|
164,588
|
|
Amended PNC Credit Facility
|
6,976
|
|
|
—
|
|
||
Less: current portion
|
(1,650
|
)
|
|
(1,650
|
)
|
||
Less: unamortized debt issuance costs (1)
|
(15,489
|
)
|
|
(17,317
|
)
|
||
Long-term debt, net
|
$
|
153,600
|
|
|
$
|
145,621
|
|
•
|
although depreciation and amortization expense are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements;
|
•
|
Adjusted EBITDA does not reflect: (1) interest and tax payments that may represent a reduction in cash available to us; (2) capital expenditures, future requirements for capital expenditures or contractual commitments; (3) changes in, or cash requirements for, working capital needs; (4) the potentially dilutive impact of stock-based compensation; (5) potential ongoing costs related to the financial restatement and related activities; or (6) potential future strategic and financial restructuring expenses; and
|
•
|
Adjusted Net Income (Loss) does not reflect: (1) potential future restructuring activities; (2) the potentially dilutive impact of stock-based compensation; (3) potential ongoing costs related to the financial restatement and related activities; or (4) potential future strategic and financial restructuring expenses; and
|
•
|
other companies, including companies in our industry, may calculate Adjusted EBITDA, Adjusted Net Income (Loss) or similarly titled measures differently, which reduces its usefulness as a comparative measure.
|
Adjusted EBITDA (in thousands)
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||
U.S. GAAP net loss
|
$
|
(2,315
|
)
|
|
$
|
(21,617
|
)
|
|
$
|
(6,122
|
)
|
|
$
|
(29,100
|
)
|
Interest expense, net
|
6,347
|
|
|
4,636
|
|
|
12,653
|
|
|
8,571
|
|
||||
Provision for income taxes
|
243
|
|
|
977
|
|
|
581
|
|
|
402
|
|
||||
Depreciation and amortization expense
|
1,013
|
|
|
1,051
|
|
|
2,034
|
|
|
2,181
|
|
||||
Stock-based compensation expense
|
2,365
|
|
|
1,291
|
|
|
3,352
|
|
|
1,718
|
|
||||
Restructuring charges
|
821
|
|
|
294
|
|
|
1,084
|
|
|
4,201
|
|
||||
Loss on debt extinguishment
|
—
|
|
|
12,425
|
|
|
—
|
|
|
12,425
|
|
||||
Cost related to financial restatement and related activities
|
4,188
|
|
|
3,324
|
|
|
12,179
|
|
|
8,445
|
|
||||
Other non-recurring expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
749
|
|
||||
Adjusted EBITDA
|
$
|
12,662
|
|
|
$
|
2,381
|
|
|
$
|
25,761
|
|
|
$
|
9,592
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Adjusted Net Income (Loss) (in thousands)
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||
U.S. GAAP net loss
|
$
|
(2,315
|
)
|
|
$
|
(21,617
|
)
|
|
$
|
(6,122
|
)
|
|
$
|
(29,100
|
)
|
Restructuring charges
|
821
|
|
|
294
|
|
|
1,084
|
|
|
4,201
|
|
||||
Loss on debt extinguishment
|
—
|
|
|
12,425
|
|
|
—
|
|
|
12,425
|
|
||||
Stock-based compensation
|
2,365
|
|
|
—
|
|
|
3,352
|
|
|
—
|
|
||||
Cost related to financial restatement and related activities
|
4,188
|
|
|
3,324
|
|
|
12,179
|
|
|
8,445
|
|
||||
Other non-recurring expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
749
|
|
||||
Adjusted Net Income (Loss)
|
$
|
5,059
|
|
|
$
|
(5,574
|
)
|
|
$
|
10,493
|
|
|
$
|
(3,280
|
)
|
|
|
|
|
|
|
|
|
||||||||
Adjusted Net Income (Loss) per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.14
|
|
|
$
|
(0.16
|
)
|
|
$
|
0.29
|
|
|
$
|
(0.09
|
)
|
Diluted
|
$
|
0.11
|
|
|
$
|
(0.16
|
)
|
|
$
|
0.24
|
|
|
$
|
(0.09
|
)
|
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
36,297
|
|
|
35,502
|
|
|
36,172
|
|
|
35,473
|
|
||||
Diluted
|
44,923
|
|
|
35,502
|
|
|
43,032
|
|
|
35,473
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
(in thousands)
|
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||
Total revenue
|
$
|
105,789
|
|
|
$
|
89,912
|
|
|
$
|
211,419
|
|
|
$
|
197,424
|
|
Total cost of revenue (1)
|
62,266
|
|
|
54,385
|
|
|
122,070
|
|
|
115,558
|
|
||||
Gross margin
|
43,523
|
|
|
35,527
|
|
|
89,349
|
|
|
81,866
|
|
||||
Operating expenses
|
|
|
|
|
|
|
|
||||||||
Research and development (1)
|
9,350
|
|
|
7,862
|
|
|
17,733
|
|
|
16,123
|
|
||||
Sales and marketing (1)
|
14,824
|
|
|
16,682
|
|
|
30,680
|
|
|
35,807
|
|
||||
General and administrative (1)
|
14,329
|
|
|
14,072
|
|
|
32,905
|
|
|
33,461
|
|
||||
Restructuring charges
|
821
|
|
|
294
|
|
|
1,084
|
|
|
4,201
|
|
||||
Total operating expenses
|
39,324
|
|
|
38,910
|
|
|
82,402
|
|
|
89,592
|
|
||||
Income (loss) from operations
|
4,199
|
|
|
(3,383
|
)
|
|
6,947
|
|
|
(7,726
|
)
|
||||
Other income (expense)
|
76
|
|
|
(196
|
)
|
|
165
|
|
|
24
|
|
||||
Interest expense
|
(6,347
|
)
|
|
(4,636
|
)
|
|
(12,653
|
)
|
|
(8,571
|
)
|
||||
Loss on debt extinguishment, net
|
—
|
|
|
(12,425
|
)
|
|
—
|
|
|
(12,425
|
)
|
||||
Loss before income taxes
|
(2,072
|
)
|
|
(20,640
|
)
|
|
(5,541
|
)
|
|
(28,698
|
)
|
||||
Income tax provision
|
243
|
|
|
977
|
|
|
581
|
|
|
402
|
|
||||
Net loss
|
$
|
(2,315
|
)
|
|
$
|
(21,617
|
)
|
|
$
|
(6,122
|
)
|
|
$
|
(29,100
|
)
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
(in thousands)
|
September 30, 2019
|
|
September 30, 2018
|
|
September 30, 2019
|
|
September 30, 2018
|
||||||||
Cost of revenue
|
$
|
81
|
|
|
$
|
111
|
|
|
$
|
173
|
|
|
$
|
186
|
|
Research and development
|
143
|
|
|
131
|
|
|
265
|
|
|
217
|
|
||||
Sales and marketing
|
291
|
|
|
215
|
|
|
408
|
|
|
67
|
|
||||
General and administrative
|
1,850
|
|
|
834
|
|
|
2,506
|
|
|
1,248
|
|
||||
Total
|
$
|
2,365
|
|
|
$
|
1,291
|
|
|
$
|
3,352
|
|
|
$
|
1,718
|
|
|
Three Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue |
|
$ Change
|
|
% Change
|
|||||||||
Product revenue
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Primary storage systems
|
$
|
23,918
|
|
|
23
|
%
|
|
$
|
18,517
|
|
|
21
|
%
|
|
$
|
5,401
|
|
|
29
|
%
|
Secondary storage systems
|
26,186
|
|
|
25
|
%
|
|
18,556
|
|
|
21
|
%
|
|
7,630
|
|
|
41
|
%
|
|||
Devices and media
|
18,026
|
|
|
17
|
%
|
|
14,549
|
|
|
16
|
%
|
|
3,477
|
|
|
24
|
%
|
|||
Total product revenue
|
$
|
68,130
|
|
|
64
|
%
|
|
$
|
51,622
|
|
|
58
|
%
|
|
$
|
16,508
|
|
|
32
|
%
|
Service revenue
|
32,401
|
|
|
31
|
%
|
|
33,352
|
|
|
37
|
%
|
|
(951
|
)
|
|
(3
|
)%
|
|||
Royalty revenue
|
5,258
|
|
|
5
|
%
|
|
4,938
|
|
|
5
|
%
|
|
320
|
|
|
6
|
%
|
|||
Total revenue
|
$
|
105,789
|
|
|
100
|
%
|
|
$
|
89,912
|
|
|
100
|
%
|
|
$
|
15,877
|
|
|
18
|
%
|
|
Three Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
Gross
margin % |
|
September 30, 2018
|
|
Gross
margin % |
|
$ Change
|
|
Basis point change
|
|||||||||
Product gross profit
|
$
|
18,663
|
|
|
27.4
|
%
|
|
$
|
10,303
|
|
|
20.0
|
%
|
|
$
|
8,360
|
|
|
740
|
|
Service gross profit
|
19,602
|
|
|
60.5
|
%
|
|
20,286
|
|
|
60.8
|
%
|
|
(684
|
)
|
|
(30
|
)
|
|||
Royalty gross profit
|
5,258
|
|
|
100.0
|
%
|
|
4,938
|
|
|
100.0
|
%
|
|
320
|
|
|
—
|
|
|||
Gross profit
|
$
|
43,523
|
|
|
41.1
|
%
|
|
$
|
35,527
|
|
|
39.5
|
%
|
|
$
|
7,996
|
|
|
160
|
|
|
Three Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue |
|
$ Change
|
|
% Change
|
|||||||||
Research and development
|
$
|
9,350
|
|
|
9
|
%
|
|
$
|
7,862
|
|
|
9
|
%
|
|
$
|
1,488
|
|
|
19
|
%
|
Sales and marketing
|
14,824
|
|
|
14
|
%
|
|
16,682
|
|
|
19
|
%
|
|
(1,858
|
)
|
|
(11
|
)%
|
|||
General and administrative
|
14,329
|
|
|
14
|
%
|
|
14,072
|
|
|
16
|
%
|
|
257
|
|
|
2
|
%
|
|||
Restructuring charges
|
821
|
|
|
1
|
%
|
|
294
|
|
|
—
|
%
|
|
527
|
|
|
179
|
%
|
|||
Total operating expenses
|
$
|
39,324
|
|
|
37
|
%
|
|
$
|
38,910
|
|
|
43
|
%
|
|
$
|
414
|
|
|
1
|
%
|
|
Three Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue |
|
$ Change
|
|
% Change
|
|||||||||
Other income (expense)
|
$
|
76
|
|
|
0
|
%
|
|
$
|
(196
|
)
|
|
(0
|
)%
|
|
$
|
272
|
|
|
(139
|
)%
|
Interest expense
|
(6,347
|
)
|
|
(6
|
)%
|
|
(4,636
|
)
|
|
(5
|
)%
|
|
(1,711
|
)
|
|
37
|
%
|
|
Three Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue |
|
$ Change
|
|
% Change
|
|||||||||
Income tax provision
|
$
|
243
|
|
|
—
|
%
|
|
$
|
977
|
|
|
1
|
%
|
|
$
|
(734
|
)
|
|
(75
|
)%
|
|
Six Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue |
|
$ Change
|
|
% Change
|
|||||||||
Product revenue
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Primary storage systems
|
$
|
39,463
|
|
|
19
|
%
|
|
$
|
34,470
|
|
|
17
|
%
|
|
$
|
4,993
|
|
|
14
|
%
|
Secondary storage systems
|
62,975
|
|
|
30
|
%
|
|
51,600
|
|
|
26
|
%
|
|
11,375
|
|
|
22
|
%
|
|||
Devices and media
|
31,488
|
|
|
15
|
%
|
|
32,421
|
|
|
16
|
%
|
|
(933
|
)
|
|
(3
|
)%
|
|||
Total product revenue
|
$
|
133,926
|
|
|
63
|
%
|
|
$
|
118,491
|
|
|
60
|
%
|
|
$
|
15,435
|
|
|
13
|
%
|
Service revenue
|
65,781
|
|
|
31
|
%
|
|
66,916
|
|
|
34
|
%
|
|
(1,135
|
)
|
|
(2
|
)%
|
|||
Royalty revenue
|
11,712
|
|
|
6
|
%
|
|
12,017
|
|
|
6
|
%
|
|
(305
|
)
|
|
(3
|
)%
|
|||
Total revenue
|
$
|
211,419
|
|
|
100
|
%
|
|
$
|
197,424
|
|
|
100
|
%
|
|
$
|
13,995
|
|
|
7
|
%
|
|
Six Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
Gross
margin %
|
|
September 30, 2018
|
|
Gross
margin %
|
|
$ Change
|
|
Basis point change
|
|||||||||
Product gross profit
|
$
|
37,260
|
|
|
27.8
|
%
|
|
$
|
31,735
|
|
|
26.8
|
%
|
|
$
|
5,525
|
|
|
100
|
|
Service gross profit
|
40,377
|
|
|
61.4
|
%
|
|
38,114
|
|
|
57.0
|
%
|
|
2,263
|
|
|
440
|
|
|||
Royalty gross profit
|
11,712
|
|
|
100.0
|
%
|
|
12,017
|
|
|
100.0
|
%
|
|
(305
|
)
|
|
—
|
|
|||
Gross profit
|
$
|
89,349
|
|
|
42.3
|
%
|
|
$
|
81,866
|
|
|
41.5
|
%
|
|
$
|
7,483
|
|
|
80
|
|
|
Six Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue |
|
$ Change
|
|
% Change
|
|||||||||
Research and development
|
$
|
17,733
|
|
|
8
|
%
|
|
$
|
16,123
|
|
|
8
|
%
|
|
$
|
1,610
|
|
|
10
|
%
|
Sales and marketing
|
30,680
|
|
|
15
|
%
|
|
35,807
|
|
|
18
|
%
|
|
(5,127
|
)
|
|
(14
|
)%
|
|||
General and administrative
|
32,905
|
|
|
16
|
%
|
|
33,461
|
|
|
17
|
%
|
|
(556
|
)
|
|
(2
|
)%
|
|||
Restructuring charges
|
1,084
|
|
|
1
|
%
|
|
4,201
|
|
|
2
|
%
|
|
(3,117
|
)
|
|
(74
|
)%
|
|||
Total operating expenses
|
$
|
82,402
|
|
|
39
|
%
|
|
$
|
89,592
|
|
|
45
|
%
|
|
$
|
(7,190
|
)
|
|
(8
|
)%
|
|
Six Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue
|
|
$ Change
|
|
% Change
|
|||||||||
Other income (expense)
|
$
|
165
|
|
|
0
|
%
|
|
$
|
24
|
|
|
0
|
%
|
|
$
|
141
|
|
|
588
|
%
|
Interest expense
|
(12,653
|
)
|
|
(6
|
)%
|
|
(8,571
|
)
|
|
(4
|
)%
|
|
(4,082
|
)
|
|
48
|
%
|
|||
Loss on debt extinguishment, net
|
—
|
|
|
—
|
%
|
|
(12,425
|
)
|
|
(6
|
)%
|
|
(12,425
|
)
|
|
100
|
%
|
|
Six Months Ended
|
|
|
|
|
|||||||||||||||
(dollars in thousands)
|
September 30, 2019
|
|
% of
revenue |
|
September 30, 2018
|
|
% of
revenue
|
|
$ Change
|
|
% Change
|
|||||||||
Income tax provision
|
$
|
581
|
|
|
—
|
%
|
|
$
|
402
|
|
|
—
|
%
|
|
$
|
(179
|
)
|
|
(45
|
)%
|
|
Six Months Ended September 30,
|
||||||
(Dollars in thousands)
|
2019
|
|
2018
|
||||
Cash provided by (used in):
|
|
|
|
||||
Operating activities
|
$
|
(9,656
|
)
|
|
$
|
2,711
|
|
Investing activities
|
(1,315
|
)
|
|
(1,331
|
)
|
||
Financing activities
|
5,980
|
|
|
(6,622
|
)
|
||
Effect of exchange rate changes
|
72
|
|
|
(137
|
)
|
||
Net increase (decrease) in cash and cash equivalents and restricted cash
|
$
|
(4,919
|
)
|
|
$
|
(5,379
|
)
|
(a)
|
Evaluation of disclosure controls and procedures. We evaluated the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act as of the end of the period covered by the Quarterly Report on Form 10-Q. This control evaluation was performed under the supervision and with the participation of management, including our CEO and our CFO. Disclosure controls and procedures are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act, such as this Quarterly Report on Form 10-Q, is recorded, processed, summarized and reported within the time periods specified by the SEC. Disclosure controls are also designed to ensure that such information is accumulated and communicated to our management, including the CEO and CFO, as appropriate, to allow timely decisions regarding the required disclosure. Based on this evaluation, management, including our Chief Executive Officer and our Chief Financial Officer, concluded as of September 30, 2019 that our disclosure controls and procedures were not effective because of material weaknesses in our internal control over financial reporting. We had concluded that our internal control over financial reporting and disclosure controls and procedures was not effective as of March 31, 2019, as described in Item 9A, “Controls and Procedures” of our most recently filed Annual Report on Form 10-K for the year ended March 31, 2019, for which remediation efforts are ongoing.
|
(b)
|
Changes in internal control over financial reporting. Other than the changes described above in Item 9A, “Controls and Procedures” of our most recently filed Annual Report on Form 10-K for the year ended March 31, 2019, there were no other changes in our internal control over financial reporting that occurred during the six months ended September 30, 2019 covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
|
Exhibit
Number
|
|
Exhibit Description
|
10.1*
|
|
|
31.1
|
|
|
31.2
|
|
|
32.1
|
|
|
32.2
|
|
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
QUANTUM CORPORATION
|
|
|
|
|
|
/s/ MICHAEL DODSON
|
|
J. Michael Dodson
|
|
Chief Financial Officer
|
|
(Principal Financial Officer)
|
|
Date: November 5, 2019
|
1)
|
I have reviewed this quarterly report on Form 10-Q of Quantum Corporation;
|
2)
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3)
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4)
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5)
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
|
|
/s/ JAMES J. LERNER
|
|
James J. Lerner
|
|
Chairman of the Board of Directors,
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
|
Date: November 5, 2019
|
1)
|
I have reviewed this quarterly report on Form 10-Q of Quantum Corporation;
|
2)
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3)
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4)
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5)
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ J. MICHAEL DODSON
|
|
J. Michael Dodson
|
|
Chief Financial Officer
|
|
(Principal Financial Officer)
|
|
Date: November 5, 2019
|
|
|
|
QUANTUM CORPORATION
|
|
|
|
/s/ JAMES J. LERNER
|
|
James J. Lerner
|
|
Chairman of the Board of Directors,
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
|
Date: November 5, 2019
|
|
|
|
QUANTUM CORPORATION
|
|
|
|
/s/ J. MICHAEL DODSON
|
|
J. Michael Dodson
|
|
Chief Financial Officer
|
|
(Principal Financial Officer)
|
|
Date: November 5, 2019
|