The following discussion should be read in conjunction with the consolidated
financial statements and related notes.
Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to assist the reader in better understanding our business, results of operations, financial condition, changes in financial condition, critical accounting policies and estimates, and significant developments. MD&A is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and the accompanying notes appearing elsewhere in this filing. This section is organized as follows: • Business Overview
• Results of Continuing Operations - an analysis and comparison of our
consolidated results of operations for the fiscal years ended
June 2, 2012, and May 28, 2011, as reflected in our
statements of comprehensive income (loss). • Liquidity, Financial Position, and Capital Resources - a discussion of
our primary sources and uses of cash for the fiscal years ended
June 1, 2013, June 2, 2012, and May 28, 2011, and a discussion of changes in our financial position.
Richardson Electronics, Ltd.("we", "us", "the Company", and "our") is incorporated in the state of Delaware. We are a leading global provider of engineered solutions, power grid and microwave tubes and related components, and customized display solutions, serving customers in the alternative energy, aviation, broadcast, communications, industrial, marine, medical, military, scientific, and semiconductor markets. Our strategy is to provide specialized technical expertise and "engineered solutions" based on our core engineering and manufacturing capabilities. We provide solutions and add value through design-in support, systems integration, prototype design and manufacturing, testing, logistics, and aftermarket technical service and repair.
Our products include electron tubes and related components, microwave generators, subsystems used in semiconductor manufacturing, and visual technology solutions. These products are used to control, switch or amplify electrical power signals, or are used as display devices in a variety of industrial, commercial, medical, and communication applications.
March 1, 2011, we completed the sale of the assets primarily used or held for use in, and certain liabilities of, our RF, Wireless and Power Division ("RFPD"), as well as certain other Company assets, including our information technology assets, to Arrow Electronics, Inc. ("Arrow") in exchange for $238.8 million, which included an estimated pre-closing working capital adjustment of approximately $27.0 million("the Transaction"). During the fourth quarter of fiscal 2011, we recorded a working capital adjustment of $4.2 millionin our results from discontinued operations. During the second quarter of fiscal 2012, we paid Arrow $3.9 millionto settle the agreed upon working capital adjustment. On September 5, 2011, we acquired the assets of Powerlink Specialist Electronics Support Limited("Powerlink") for approximately $2.3 million. Powerlink, a UK-based technical service company with locations in Londonand Dubai, services traveling wave tube ("TWT") amplifiers and related equipment for the Satellite Communicationsmarket throughout Europeand the Middle East.