ubnt-20241231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 001-35300

UBIQUITI INC.

(Exact name of registrant as specified in its charter)


Delaware						32-0097377
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

685 Third Avenue, 27th Floor, New York, NY 10017

(Address of principal executive offices, Zip Code)

(646) 780-7958

(Registrant’s telephone number, including area code)

N/A

(Former name , former address and former fiscal year , if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value per share	UI	New York Stock Exchange

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

☐

(Do not check if a smaller reporting company)

Smaller reporting company

☐

Emerging growth company

☐

Table of Contents

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 Exchange Act. ☐

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

As of February 6, 2025, 60,490,337 shares of Common Stock, par value $0.001, were issued and outstanding.

Table of Contents

UBIQUITI INC.

INDEX TO

QUARTERLY REPORT ON FORM 10-Q

FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2024


PART I: FINANCIAL INFORMATION			4
Item 1. Financial Statements (Unaudited)			4
Consolidated Balance Sheets			4
Consolidated Statements of Operations and Comprehensive Income			5
Consolidated Statements of Stockholders’ Equity (Deficit)			6
Consolidated Statements of Cash Flows			7
Notes to Consolidated Financial Statements			8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			19
Item 3. Quantitative and Qualitative Disclosures about Market Risk			29
Item 4. Controls and Procedures			29
PART II: OTHER INFORMATION			31
Item 1. Legal Proceedings			31
Item 1A. Risk Factors			31
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			54
Item 3. Defaults upon Senior Securities			54
Item 4. Mine Safety Disclosures			54
Item 5. Other Information			54
Item 6. Exhibits			55
Signatures			56

Table of Contents

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

UBIQUITI INC.

Consolidated Balance Sheets

(In thousands, except share and per share data)

(Unaudited)


	December 31, 2024		June 30, 2024
Assets
Current assets:
Cash and cash equivalents	$	133,088	$	126,342

Accounts receivable, net of allowance for doubtful accounts of $6,024 and $498 at December 31, 2024 and June 30, 2024, respectively	167,883		169,147
Inventories	537,344		462,032
Vendor deposits	73,707		123,461


Prepaid expenses and other current assets	49,639		35,031
Total current assets	961,661		916,013
Property and equipment, net	75,217		81,126
Operating lease right-of-use assets, net	42,727		47,768
Deferred tax assets	35,985		35,934

Other long-term assets	68,128		73,571
Total assets	$	1,183,718	$	1,154,412
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	122,001	$	51,095
Income taxes payable	32,019		23,475
Debt — short-term	24,410		36,508
Other current liabilities	253,864		173,713
Total current liabilities	432,294		284,791
Income taxes payable — long-term	28,355		53,599
Operating lease liabilities — long-term	32,721		37,176
Debt — long-term	381,104		669,878
Deferred tax liability — long-term	—		492
Other long-term liabilities	18,799		13,416
Total liabilities	893,273		1,059,352
Commitments and contingencies (Note 9)
Stockholders’ equity:
Preferred stock—$0.001 par value; 50,000,000 shares authorized; none issued	—		—
Common stock—$0.001 par value; 500,000,000 shares authorized:
60,470,517 and 60,462,539 issued and outstanding as of December 31, 2024 and June 30, 2024, respectively	60		60
Additional paid–in capital	13,811		10,645

Retained earnings	276,574		84,355
Total stockholders’ equity	290,445		95,060
Total liabilities and stockholders’ equity	$	1,183,718	$	1,154,412

See accompanying notes to consolidated financial statements (unaudited).

Table of Contents

UBIQUITI INC.

Consolidated Statements of Operations and Comprehensive Income

(In thousands, except per share amounts)

(Unaudited)


	Three Months Ended December 31,				Six Months Ended December 31,
	2024		2023		2024		2023
Revenues	$	599,879	$	464,954	$	1,150,223	$	928,032
Cost of revenues	352,649		287,307		671,375		566,510
Gross profit	247,230		177,647		478,848		361,522
Operating expenses:
Research and development	39,958		36,911		77,955		73,194
Sales, general and administrative	28,460		19,634		52,875		38,923

Total operating expenses	68,418		56,545		130,830		112,117
Income from operations	178,812		121,102