Washington, D.C. 20549

☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the quarterly period ended June 30, 2022
or
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from ___ to ___

Commission File Number 001-36632

(Exact name of registrant as specified in its charter)

2015 W. Chestnut Street, Alhambra, California, 91803

Registrant’s telephone number, including area code: (626) 293-3400

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. ☑ 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). ☑ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ☐ Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☑ Smaller reporting company ☐ Emerging growth company

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 financial accounting standards provided pursuant to Section 13(a) of the E change Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☑ No

As of August 5, 2022, the number of shares outstanding of our no par value common stock totaled 37,549,905.

•uncertainties regarding the effects of the COVID-19 pandemic and the impact of measures intended to reduce its spread on our business and operations, which is evolving and beyond our control;

•the effect of component shortages and any alternatives thereto;

•the rapidly evolving markets for our products and uncertainty regarding the development of these markets;

•our historical dependence on sales to a limited number of customers and fluctuations in the mix of products and customers in any period;

•delays and other difficulties in commercializing new products;

•the failure of new products: (a) to perform as expected without material defects, (b) to be manufactured at acceptable volumes, yields, and cost, (c) to be qualified and accepted by our customers, and (d) to successfully compete with products offered by our competitors;

•uncertainties concerning the availability and cost of commodity materials and specialized product components that we do not make internally;

•actions by competitors;

•risks and uncertainties related to applicable laws and regulations, including the impact of changes to applicable tax laws and tariff regulations;

•acquisition-related risks, including that (a) revenue and net operating results obtained from the Systron Donner Inertial, Inc. (“SDI”) business, the L3Harris Space and Navigation (“S&N”) business, or the Inertial Navigation business line acquired from KVH Industries, Inc. (the "KVH IN Business") may not meet our expectations, (b) the costs and cash expenditures for integration of the S&N business operations or the KVH IN Business may be higher than expected, (c) there could be losses and liabilities arising from the acquisition of SDI, S&N, or the KVH IN Business that we will not be able to recover from any source, (d) we may not recognize the anticipated synergies from the acquisition of SDI, S&N, or the KVH IN Business, and (e) we may not realize sufficient scale in our Navigation and Inertial Sensing product line from the SDI acquisition, the S&N acquisition, and the KVH IN Business acquisition and will need to take additional steps, including making additional acquisitions, to achieve our growth objectives for this product line;

•risks related to our ability to obtain capital;

•risks related to the transition of certain of our manufacturing operations from our Beijing facility to a contract manufacturer’s facility;

•risks and uncertainties related to manufacturing and production capacity and expansion plans related thereto; and

•other risks and uncertainties discussed in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended September 30, 2021, as such risk factors may be amended, supplemented, or superseded from time to time by our subsequent periodic reports we file with the Securities and Exchange Commission (“SEC”).

			For the Three Months Ended June 30,												For the Nine Months Ended June 30,
			2022						2021						2022						2021
Revenue			$	23,675					$	42,658					$	98,561					$	114,490
Cost of revenue			19,777						25,433						69,849						70,059
Gross profit			3,898						17,225						28,712						44,431
Operating expense:
Selling, general, and administrative			7,800						6,081						22,550						17,941
Research and development			4,513						4,500						13,675						12,567
Severance			—						—						1,318						—
(Gain) loss on sale of assets			(1,318)						250						(1,919)						439
Total operating expense			10,995						10,831						35,624						30,947
Operating (loss) income			(7,097)						6,394						(6,912)						13,484
Other (expense) income:
Gain on extinguishment of debt			—						6,561						—						6,561
Interest income (expense), net			9						579						(14)						481
Foreign exchange (loss) gain			(185)						87						(160)						256
Pension expense			(349)						—						(349)						—
Total other (expense) income			(525)						7,227						(523)						7,298
(Loss) income before income tax expense			(7,622)						13,621						(7,435)						20,782
Income tax expense			(27)						(6)						(25)						(214)
Net (loss) income			$	(7,649)					$	13,615					$	(7,460)					$	20,568
Foreign exchange translation adjustment			69						(5)						91						(26)
Comprehensive (loss) income			$	(7,580)					$	13,610					$	(7,369)					$	20,542
Per share data
Net (loss) income per basic share			$	(0.20)					$	0.37					$	(0.20)					$	0.62
Weighted-average number of basic shares outstanding			37,425						36,768						37,197						33,069
Net (loss) income per diluted share			$	(0.20)					$	0.35					$	(0.20)					$	0.59
Weighted-average number of diluted shares outstanding			37,425						38,893						37,197						34,777

			As of
			June 30, 2022						September 30, 2021
ASSETS
Current assets:
Cash and cash equivalents			$	74,609					$	71,621
Restricted cash			520						61
Accounts receivable, net of credit loss of $267 and $260, respectively			24,287						31,849
Contract assets			7,439						361
Inventory			29,206						32,309
Prepaid expenses and other current assets			6,471						6,877
Assets held for sale			480						1,241
Total current assets			143,012						144,319
Property, plant, and equipment, net			26,079						22,544
Goodwill			354						69
Operating lease right-of-use assets			20,938						13,489
Other intangible assets, net			1,548						167
Other non-current assets			1,592						225
Total assets			$	193,523					$	180,813
LIABILITIES and SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable			$	13,335					$	16,686
Accrued expenses and other current liabilities			11,651						9,568
Contract liabilities			9,042						368
Operating lease liabilities - current			2,156						1,198
Total current liabilities			36,184						27,820
Operating lease liabilities - non-current			19,240						12,684
Asset retirement obligations			4,516						2,049
Other long-term liabilities			9						794
Total liabilities			59,949						43,347
Commitments and contingencies (Note 11)
Shareholders’ equity:
Common stock, no par value, 50,000 shares authorized; 44,449 shares issued and 37,543 shares outstanding as of June 30, 2022; 43,890 shares issued and 36,984 shares outstanding as of September 30, 2021			785,743						782,266
Treasury stock at cost; 6,906 shares as of June 30, 2022 and September 30, 2021			(47,721)						(47,721)
Accumulated other comprehensive income			778						687
Accumulated deficit			(605,226)						(597,766)
Total shareholders’ equity			133,574						137,466
Total liabilities and shareholders’ equity			$	193,523					$	180,813

(unaudited)