SKYWATER TECHNOLOGY, INC, 10-K filed on 3/14/2025
Annual Report
v3.25.0.1
Cover - USD ($)
$ in Millions
 12 Months Ended
Dec. 29, 2024
Mar. 12, 2025
Jun. 28, 2024
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 29, 2024    
Current Fiscal Year End Date --12-29    
Document Transition Report false    
Entity File Number 001-40345    
Entity Registrant Name SkyWater Technology, Inc.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 37-1839853    
Entity Address, Address Line One 2401 East 86th Street    
Entity Address, City or Town Bloomington    
Entity Address, State or Province MN    
Entity Address, Postal Zip Code 55425    
City Area Code 952    
Local Phone Number 851-5200    
Title of 12(b) Security Common stock, par value $0.01 per share    
Trading Symbol SKYT    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Accelerated Filer    
Entity Small Business true    
Entity Emerging Growth Company true    
Entity Ex Transition Period false    
ICFR Auditor Attestation Flag false    
Document Financial Statement Error Correction false    
Entity Shell Company false    
Entity Public Float     $ 207.5
Entity Common Stock, Shares Outstanding (in shares)   47,995,078  
Documents Incorporated by Reference Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the close of its fiscal year ended December 29, 2024 are incorporated by reference in Part III of this Annual Report on Form 10-K.    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Entity Central Index Key 0001819974    
Amendment Flag false    
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Audit Information
 12 Months Ended
Dec. 29, 2024
Auditor Information [Abstract]  
Auditor Firm ID 185
Auditor Name KPMG LLPWe have served as the Company’s auditor since 2024.
Auditor Location Minneapolis, Minnesota
v3.25.0.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Current assets    
Cash and cash equivalents $ 18,844 $ 18,382
Accounts receivable (net of allowance for credit losses of $398 and $180, respectively) 54,332 65,961
Contract assets (net of allowance for credit losses of $42 and $99, respectively) 20,890 29,666
Inventory 14,535 15,341
Prepaid expenses and other current assets 23,476 17,025
Total current assets 132,077 146,375
Property and equipment, net 165,431 159,367
Intangible assets, net 7,779 5,672
Other assets 8,488 5,342
Total assets 313,775 316,756
Current liabilities    
Current portion of long-term debt 5,073 3,976
Accounts payable 29,590 19,614
Accrued expenses 36,829 48,291
Short-term financing, net of unamortized debt issuance costs 27,669 22,765
Contract liabilities 55,166 49,551
Total current liabilities 154,327 144,197
Long-term liabilities    
Long-term debt, less current portion and net of unamortized debt issuance costs 34,704 36,098
Long-term contract liabilities 51,901 65,754
Deferred income tax liability, net 632 679
Other long-term liabilities 8,721 9,327
Total long-term liabilities 95,958 111,858
Total liabilities 250,285 256,055
Commitments and contingencies (Note 12)
Shareholders’ equity    
Preferred stock, $0.01 par value per share (80,000 shares authorized; zero shares issued and outstanding as of December 29, 2024 and December 31, 2023) 0 0
Common stock, $0.01 par value per share (200,000 shares authorized; 47,704 and 47,028 shares issued and outstanding as of December 29, 2024 and December 31, 2023, respectively) 478 470
Additional paid-in capital 189,132 178,473
Accumulated deficit (131,996) (125,203)
Total shareholders’ equity, SkyWater Technology, Inc. 57,614 53,740
Noncontrolling interests 5,876 6,961
Total shareholders' equity 63,490 60,701
Total liabilities and shareholders’ equity $ 313,775 $ 316,756
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Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Statement of Financial Position [Abstract]      
Accounts receivable, allowance for credit loss $ 398 $ 180 $ 1,638
Contract with customer, asset, allowance for credit loss $ 42 $ 99  
Preferred stock, par value per share (in USD per share) $ 0.01 $ 0.01  
Preferred stock, shares authorized (in shares) 80,000,000 80,000,000  
Preferred stock, shares issued (in shares) 0 0  
Preferred stock, shares outstanding (in shares) 0 0  
Common stock, par value per share (in USD per share) $ 0.01 $ 0.01  
Common stock, shares authorized (in shares) 200,000,000 200,000,000  
Common stock, shares issued (in shares) 47,704,000 47,028,000  
Common stock, shares outstanding (in shares) 47,704,000 47,028,000  
v3.25.0.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Income Statement [Abstract]      
Revenue $ 342,269 $ 286,682 $ 212,941
Cost of revenue 272,643 227,390 186,974
Gross profit 69,626 59,292 25,967
Research and development expense 15,040 10,169 9,431
Selling, general, and administrative expense 48,026 63,911 46,303
Operating income (loss) 6,560 (14,788) (29,767)
Other expense      
Loss on debt extinguishment 0 0 1,101
Interest expense 8,837 10,826 5,194
Total other expense 8,837 10,826 6,295
Loss before income taxes (2,277) (25,614) (36,062)
Income tax expense (benefit) 240 (521) 809
Net loss (2,517) (25,093) (36,871)
Less: Net income attributable to noncontrolling interests 4,276 5,663 2,722
Net loss attributable to SkyWater Technology, Inc. $ (6,793) $ (30,756) $ (39,593)
Net loss per share attributable to common shareholders, basic (in USD per share) $ (0.14) $ (0.68) $ (0.97)
Net loss per share attributable to common shareholders, diluted (in USD per share) $ (0.14) $ (0.68) $ (0.97)
Weighted average shares outstanding, basic (in shares) 47,396 45,507 40,835
Weighted average shares outstanding, diluted (in shares) 47,396 45,507 40,835
v3.25.0.1
Consolidated Statements of Shareholders’ Equity - USD ($)
$ in Thousands
Total
Cumulative Effect, Period of Adoption, Adjustment
ATM
Secondary Stock Offering
Total Shareholders’ Equity, SkyWater Technology, Inc.
Total Shareholders’ Equity, SkyWater Technology, Inc.
Cumulative Effect, Period of Adoption, Adjustment
Total Shareholders’ Equity, SkyWater Technology, Inc.
ATM
Total Shareholders’ Equity, SkyWater Technology, Inc.
Secondary Stock Offering
Preferred Stock
Common Stock
Common Stock
ATM
Common Stock
Secondary Stock Offering
Additional Paid-in Capital
Additional Paid-in Capital
ATM
Additional Paid-in Capital
Secondary Stock Offering
Accumulated Deficit
Accumulated Deficit
Cumulative Effect, Period of Adoption, Adjustment
Non-controlling Interests
Preferred stock, balance at the beginning (in shares) at Jan. 02, 2022                 0                  
Balance at the beginning at Jan. 02, 2022 $ 59,927       $ 61,127       $ 0 $ 398     $ 115,208     $ (54,479)   $ (1,200)
Common stock, balance at the beginning (in shares) at Jan. 02, 2022                   39,836,000                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                    
Issuance of common stock (in shares)                     912,000 1,917,000            
Issuance of common stock     $ 3,489 $ 15,803     $ 3,489 $ 15,803     $ 9 $ 19   $ 3,480 $ 15,784      
Issuance of common stock pursuant to equity compensation plans (in shares)                   1,040,000                
Issuance of common stock pursuant to equity compensation plans 4,499       4,499         $ 11     4,488          
Equity-based compensation 8,344       8,344               8,344          
Distribution to noncontrolling interest (1,214)                                 (1,214)
Net income (loss) (36,871)       (39,593)                     (39,593)   2,722
Preferred stock, balance at the end (in shares) at Jan. 01, 2023                 0                  
Balance at the end at Jan. 01, 2023 53,977 $ (375)     53,669 $ (375)     $ 0 $ 437     147,304     (94,072) $ (375) 308
Common stock, balance at the end (in shares) at Jan. 01, 2023                   43,705,000                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                    
Issuance of common stock (in shares)                     2,040,000              
Issuance of common stock     $ 20,398       $ 20,398       $ 20     $ 20,378        
Issuance of common stock pursuant to equity compensation plans (in shares)                   1,283,000                
Issuance of common stock pursuant to equity compensation plans 3,944       3,944         $ 13     3,931          
Equity-based compensation 6,860       6,860               6,860          
Contribution from noncontrolling interest 990                                 990
Net income (loss) $ (25,093)       (30,756)                     (30,756)   5,663
Preferred stock, balance at the end (in shares) at Dec. 31, 2023 0               0                  
Balance at the end at Dec. 31, 2023 $ 60,701       53,740       $ 0 $ 470     178,473     (125,203)   6,961
Common stock, balance at the end (in shares) at Dec. 31, 2023 47,028,000                 47,028,000                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                    
Issuance of common stock pursuant to equity compensation plans (in shares)                   676,000                
Issuance of common stock pursuant to equity compensation plans $ 2,499       2,499         $ 8     2,491          
Equity-based compensation 8,168       8,168               8,168          
Contribution from noncontrolling interest 260                                 260
Distribution to noncontrolling interest (5,621)                                 (5,621)
Net income (loss) $ (2,517)       (6,793)                     (6,793)   4,276
Preferred stock, balance at the end (in shares) at Dec. 29, 2024 0               0                  
Balance at the end at Dec. 29, 2024 $ 63,490       $ 57,614       $ 0 $ 478     $ 189,132     $ (131,996)   $ 5,876
Common stock, balance at the end (in shares) at Dec. 29, 2024 47,704,000                 47,704,000                
v3.25.0.1
Consolidated Statements of Cash Flows - USD ($)
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Cash flows from operating activities      
Net loss $ (2,517,000) $ (25,093,000) $ (36,871,000)
Adjustments to reconcile net loss to net cash flows provided by (used in) operating activities      
Depreciation and amortization 18,693,000 28,930,000 28,192,000
Accretion of investment tax credits (449,000) 0 0
Equity-based compensation expense 8,168,000 6,860,000 8,610,000
Amortization of debt issuance costs included in interest expense 1,676,000 1,755,000 909,000
Cash paid for contingent consideration in excess of initial valuation 0 0 (816,000)
Deferred income taxes (47,000) (560,000) 244,000
Provision for credit losses 203,000 38,000 1,638,000
Loss on debt extinguishment 0 0 1,101,000
Gain on sale of property and equipment (55,000) 0 (3,000)
Write-off of capital projects in process 0 1,262,000 0
Changes in operating assets and liabilities      
Accounts receivable and contract assets, net 20,202,000 (33,371,000) (11,596,000)
Inventory 805,000 (1,944,000) (9,225,000)
Prepaid expenses and other current assets (9,595,000) (8,221,000) (4,712,000)
Accounts payable and accrued expenses (10,387,000) 21,273,000 20,981,000
Contract liabilities, current and long-term (8,237,000) 19,152,000 (12,749,000)
Net cash provided by (used in) operating activities 18,460,000 10,081,000 (14,297,000)
Cash flows from investing activities      
Purchase of software and technology licenses (3,319,000) (1,871,000) (400,000)
Proceeds from sale of property and equipment 55,000 0 0
Purchases of property and equipment (7,941,000) (8,618,000) (17,053,000)
Net cash used in investing activities (11,205,000) (10,489,000) (17,453,000)
Cash flows from financing activities      
Proceeds from draws on the revolving line of credit 346,500,000 259,350,000 63,006,000
Repayment of draws on the revolving line of credit (342,329,000) (297,649,000) 0
Net repayment on Revolver 0 0 (26,220,000)
Proceeds from tool financings 1,298,000 9,012,000 0
Repayment of tool financing advanced payments (920,000) 0 0
Principal payments on long-term debt (4,834,000) (2,356,000) (1,224,000)
Cash paid for debt issuance costs 0 0 (4,168,000)
Cash paid for principal on finance leases (646,000) (935,000) (1,603,000)
Cash paid for offering costs 0 0 (456,000)
Proceeds from the issuance of common stock pursuant to equity compensation plans 2,499,000 2,305,000 1,800,000
Cash paid on licensed technology obligations (3,001,000) (2,350,000) (1,150,000)
Contributions from noncontrolling interest 260,000 1,098,000 0
Distributions to noncontrolling interest (5,621,000) (108,000) (1,214,000)
Net cash (used in) provided by financing activities (6,794,000) (11,235,000) 48,858,000
Net change in cash and cash equivalents 462,000 (11,643,000) 17,108,000
Cash and cash equivalents - beginning of fiscal year 18,382,000 30,025,000 12,917,000
Cash and cash equivalents - end of fiscal year 18,844,000 18,382,000 30,025,000
Cash paid during the fiscal year for:      
Interest 6,548,000 8,762,000 4,437,000
Income taxes 112,000 6,000 3,000
Noncash investing and financing activity:      
Capital expenditures incurred, not yet paid 16,067,000 175,000 1,638,000
Common stock issuance costs incurred, not yet paid 0 0 305,000
Intangible assets acquired, not yet paid 262,000 2,000,000 2,350,000
Equipment acquired through finance lease obligations 0 662,000 9,128,000
Investment tax credit not received 4,824,000 0 0
Secondary Stock Offering      
Cash flows from financing activities      
Proceeds from issuance of common stock 0 0 16,168,000
ATM      
Cash flows from financing activities      
Proceeds from issuance of common stock $ 0 $ 20,398,000 $ 3,919,000
v3.25.0.1
Nature of Business
 12 Months Ended
Dec. 29, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Nature of Business Nature of Business
SkyWater Technology, Inc., together with its consolidated subsidiaries (collectively, “SkyWater,” the “Company,” “it,” or “its”), is a U.S.-based, independent, pure-play technology foundry that offers advanced semiconductor development and manufacturing services from its fabrication facility, or fab, in Minnesota and advanced packaging services from its Florida facility. SkyWater’s technology-as-a-service model leverages a strong foundation of proprietary technology to co-develop process technology intellectual property with its customers that enables disruptive concepts through its Advanced Technology Services (“ATS”) for diverse microelectronics (integrated circuits, or “ICs”) and related micro- and nanotechnology applications. In addition to these differentiated technology development services, SkyWater supports customers with volume production of ICs for high-growth markets through its Wafer Services.
Emerging Growth Company Status
SkyWater is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new, or revised, accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. SkyWater has elected to use this extended transition period for complying with new, or revised, accounting standards that have different effective dates for public and private companies until the earlier of the date that it (1) is no longer an emerging growth company; or (2) has affirmatively and irrevocably opted out of the extended transition period provided in the JOBS Act. As a result, the consolidated financial statements may not be comparable to companies that comply with the new, or revised, accounting standards as of public company effective dates.
SkyWater will remain an emerging growth company until the earliest of (1) the last day of the first fiscal year (A) following the fifth anniversary of the completion of its initial public offering; (B) in which the Company's total annual gross revenue exceeds $1.235 billion; or (C) when the Company is deemed to be a large accelerated filer, which means the market value of the Company’s common stock that is held by non-affiliates exceeds $700 million as of the prior June 30th; or (2) the date on which the Company has issued more than $1 billion in non-convertible debt securities during the prior three-year period.
v3.25.0.1
Basis of Presentation and Principles of Consolidation
 12 Months Ended
Dec. 29, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation and Principles of Consolidation Basis of Presentation and Principles of Consolidation
The consolidated financial statements are presented in thousands of U.S. dollars (except per share information) and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Principles of Consolidation
The consolidated financial statements include the Company’s assets, liabilities, revenues, and expenses, as well as the assets, liabilities, revenues, and expenses of subsidiaries in which it has a controlling financial interest, SkyWater Technology Foundry, Inc. (“SkyWater Technology Foundry”), SkyWater Federal, LLC (“SkyWater Federal”), and SkyWater Florida, Inc. (“SkyWater Florida”), as well as Oxbow Realty Partners, LLC (“Oxbow Realty”), a variable interest entity (“VIE”) for which SkyWater is the primary beneficiary and an affiliate of the Company’s principal stockholder. The Company reports noncontrolling interests for amounts that are attributable to ownership interests other than the Company’s common shareholders. All intercompany accounts and transactions have been eliminated in consolidation.
The consolidated statements of operations, shareholders’ equity and cash flows are for the fiscal years ended December 29, 2024, December 31, 2023 and January 1, 2023. The Company’s fiscal year ends on the Sunday closest to the end of the calendar year. The fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 each contained 52 weeks.
Liquidity and Cash Requirements
For the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, the Company incurred net losses attributable to SkyWater Technology, Inc. of $6,793, $30,756, and $39,593, respectively. As of December 29, 2024 and December 31, 2023, the Company held cash and cash equivalents of $18,844 and $18,382, respectively.
SkyWater’s ability to execute its operating strategy is dependent on its ability to maintain liquidity and continue to access capital through the Revolver (as defined in Note 6 – Debt), and other sources of financing. The current business plans indicate that the Company maintains sufficient liquidity to continue its operations and maintain compliance with financial covenants for the next twelve months from the date the consolidated financial statements are issued. As a result of amendments made on November 19, 2024, the Revolver matures on December 31, 2028 and provides for a maximum revolving facility amount of $130,000. The Company has also obtained a support letter from Oxbow Industries, LLC (“Oxbow Industries”), an affiliate of the Company’s principal stockholder, to provide funding in an amount up to $12,500, if necessary, to enable the Company to meet its obligations as they become due through March 18, 2026. Based upon SkyWater’s operational forecasts, cash and cash equivalents on hand, available borrowings on the Revolver, and the support letter from Oxbow Industries, as needed, management believes SkyWater will have sufficient liquidity to fund its operations for the next twelve months from the date these consolidated financial statements are issued.
Use of Estimates
The preparation of the consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the fiscal years then ended. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations, and various other assumptions that management believes are reasonable under the circumstances. Actual results could differ from those estimates.
Net Loss Per Share
Basic net loss per common share is calculated by dividing the net loss attributable to SkyWater Technology, Inc. by the weighted-average number of shares outstanding during the reporting periods, without consideration for potentially dilutive securities. Diluted net loss per common share is computed by dividing the net loss attributable to SkyWater Technology, Inc. by the weighted-average number of shares and potentially dilutive securities outstanding during the reporting periods determined using the treasury-stock method. Because the Company reported a net loss attributable to SkyWater Technology, Inc. for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share because the potentially dilutive shares would have been anti-dilutive if included in the calculation. At December 29, 2024, December 31, 2023, and January 1, 2023, there were restricted stock units and stock options totaling 1,269,134, 2,294,000 and 2,209,000, respectively, excluded from the computation of diluted weighted-average shares outstanding because their inclusion would have been anti-dilutive.
The following table sets forth the computation of basic and diluted net loss per common share for the fiscal years ended December 29, 2024, December 31, 2023 and January 1, 2023:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
(in thousands, except per share data)
Numerator: Net loss attributable to SkyWater Technology, Inc. $(6,793)$(30,756)$(39,593)
Denominator: Weighted-average common shares outstanding, basic and diluted
47,396 45,507 40,835 
Net loss per common share, basic and diluted
$(0.14)$(0.68)$(0.97)

Reportable Segment and Geographic Information
Reportable segments are identified as components of an enterprise about which separate financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. SkyWater operates and manages its business as one reportable segment. See Note 17 - Reportable Segment and Geographic Information for segment and geography-specific disclosures.
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Summary of Significant Accounting Policies
 12 Months Ended
Dec. 29, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Recently Adopted Accounting Standards
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (ASU No. 2023-07”). The amendments in this update improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. SkyWater adopted ASU 2023-07 on January 1, 2024 as shown in its annual consolidated financial statements for its fiscal year ending December 29, 2024. See Note 17 - Reportable Segment and Geographic Information for further information. Prior period information has been updated to reflect the new disclosure requirements.
Recently Issued Accounting Standards Not Yet Adopted
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (“ASU 2023-09”). The amendments in this update improve existing income tax disclosures, notably with respect to the income tax rate reconciliation and income taxes paid disclosures, and are effective for annual periods beginning after December 15, 2025. As an emerging growth company, SkyWater will adopt the amendments in ASU 2023-09 for its fiscal year ending January 3, 2027. The Company is evaluating the impacts of the amendments on its consolidated financial statements and the accompanying notes to the financial statements.
In November of 2024, the FASB issued ASU No. 2024-03, Income Statement — Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”). The amendments in this update require disaggregated disclosure of income statement expenses for public business entities. The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. The amendments in ASU 2024-03 are effective for annual periods beginning after December 15, 2026. SkyWater will adopt the amendments in this update for its fiscal year ending January 2, 2028. The Company is evaluating the impacts of the amendments on its consolidated financial statements and the accompanying notes to the financial statements.
Cash and Cash Equivalents
All highly liquid debt instruments purchased with an original maturity of three months or less are considered to be cash equivalents. The Company maintains its cash in bank deposit accounts which, at times, may exceed federally insured limits. The Company has not experienced any losses in its deposit accounts.
Accounts Receivable
Accounts receivable are carried at original invoiced amounts, less an estimate made for expected credit losses based on the Company’s expectation of losses to be incurred. Management determines the need for an allowance for credit losses through the review of its historical write-offs and recoveries and assessment of current and future economic conditions. Accounts receivable are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received.
Contract Assets
Contract assets represent SkyWater’s rights to payments for services it has transferred to its customers but has not yet billed to its customers.
Inventory
Inventory consist of raw materials, work in process, and finished goods. Cost is determined on the first-in, first-out basis. Raw materials are stated at weighted-average cost, while work in process and finished goods inventory is stated at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated selling costs. When net realizable value (which requires projecting future average selling prices, sales volumes, and costs to complete work in process) is below cost, the Company records a charge to cost of revenue to write down inventory to its estimated net realizable values in advance of when the inventory is actually sold.
Supplies and spare parts are measured at weighted-average cost and expensed when utilized. Supplies and spare parts are classified as inventory if expected to be used within one year. Supplies and spare parts not expected to be used within one year are classified as other assets in the Company’s consolidated balance sheets.
Property and Equipment
Property and equipment is recorded at cost when acquired. The costs of additions and improvements are capitalized. The cost of repairs and maintenance are expensed in the period incurred. When equipment is sold or retired, the related net carrying amount of the equipment is de-recognized and a gain or loss is recorded in the consolidated statements of operations based on the proceeds received from the disposition. Depreciation expense is computed using the straight-line attribution method and recognized over the estimated useful lives of the assets assigned for accounting purposes, which are generally seven to ten years for machinery and equipment, ten years for building improvements, and 25 years for buildings.
Intangible Assets
Intangible assets consist of payments made under software and technology licensing arrangements with third-parties. These intangible assets are amortized over their identified finite lives.
Impairment of Long-Lived Assets
SkyWater assesses long-lived assets, including property and equipment, lease right-of-use assets and intangible assets with definite lives, for impairment using a two-step process whenever events or changes in circumstances indicate that the asset group’s carrying amount may not be recoverable. In the first step, SkyWater assesses the recoverability of the asset group by comparing the carrying amount of the asset group against the sum of the undiscounted future cash flows expected to be generated by the asset group. If the sum of undiscounted future cash flows expected to be generated by an asset group exceed the carrying amount of the asset group, the carrying amount of the asset group is recoverable and not impaired; the second step of the assessment is not completed. If the carrying amount of the asset group exceeds the sum of the undiscounted future cash flows expected to be generated by the asset group, SkyWater completes a second step and determines the fair value of the asset group. If the fair value of the asset group exceeds the carrying amount of the asset group, the asset group is not impaired. If the carrying amount of the asset group exceeds the fair value of the asset group, an impairment loss is recognized in the consolidated statement of operations to the extent the carrying amount of the asset group exceeds the fair value of the asset group, not to exceed the carrying amount of the asset group.
Due to SkyWater’s history of operating losses, it estimated the fair value of its long-lived assets as of December 29, 2024. As of December 29, 2024, the estimated fair value of the Company’s asset group significantly exceeded its carrying amount. There have been no impairments of long-lived assets during the fiscal years ended December 29, 2024, December 31, 2023, or January 1, 2023.

Leases
The Company leases certain property and equipment, such as its Minnesota facility, its office location in Florida, and certain production equipment under finance leases. It also leases its manufacturing location in Florida and warehouse space in Minnesota under operating leases. The Company applies the provisions of ASC Topic 842, Leases (“Topic 842”) to determine if an arrangement is, or contains, a lease at contract inception. The Company applies many of the exemptions allowed in Topic 842, notably the Company (1) excludes leases with an initial term of twelve months or less from its lease accounting and (2) accounts for lease and nonlease components as a single component (only for equipment leases). Lease expense for operating lease payments is recognized on a straight-line basis over the lease term.
Pursuant to Topic 842, the Company recognizes right-of-use assets (“ROU”) and lease liabilities for operating leases on its balance sheet. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease ROU assets are recognized at the inception of a lease based on the present value of lease payments over the lease term. For leases that do not provide an implicit rate, the Company uses its incremental borrowing rate at the lease inception date in determining the present value of lease payments. Some of the Company’s leases include options to extend or cancel the lease term, which is only included in the lease liability and right-of-use assets calculation when it is reasonably certain the Company will exercise that option at the inception of the lease. As of December 29, 2024, the Company did not intend to exercise its lease extension or cancellation options.
Deferred Debt Issuance Costs
Deferred debt issuance costs consist of costs incurred in relation to obtaining the Company’s financing and revolving credit facility. These costs are amortized over the life of the related agreements using the effective interest method for its financing and the straight-line method for its revolving credit facilities. The amortization of these costs is included in interest expense. The unamortized debt issuance costs and debt discount are presented as a reduction of the outstanding borrowings in the consolidated balance sheets. Unamortized deferred debt issuance costs and debt discount at the time of an extinguishment of debt are charged to interest expense, as are third-party costs of a modification.
Contingent Consideration
In connection with SkyWater’s acquisition of the business from Cypress Semiconductor Corporation (“Cypress”), the purchase price of the acquisition was allocated to assets acquired and liabilities assumed, at fair value, and did not result in any goodwill being recorded. The Company recorded a contingent consideration liability of $24,900 for the future estimated earn-out/royalties owed on ATS revenue, at fair value as of the acquisition date in March 2017. For each reporting period thereafter, the Company revalued future estimated earn-out payments and recorded the changes in fair value of the liability in the consolidated statements of operations.
The contingent consideration represented a declining percentage of ATS revenue through 2023, and were paid quarterly. No contingent consideration was paid during the fiscal years ended December 29, 2024 and December 31, 2023, and contingent consideration of $816 was paid during the fiscal year ended January 1, 2023. No contingent consideration expenses were recorded in the years ended December 29, 2024, December 31, 2023 or January 1, 2023.
Variable Interest Entities
The Company evaluates whether an entity is a VIE based on the sufficiency of the entity’s equity at risk and by determining whether the equity holders have the characteristics of a controlling financial interest. If an entity is a VIE, SkyWater determines if it is the primary beneficiary of the VIE by assessing whether it has the power to direct the activities that most significantly impact the economic performance of the VIE, as well as the obligation to absorb losses, or the right to receive benefits, that may be significant to the VIE. These determinations require management to make judgments and assumptions about the VIE’s forecasted financial performance and the volatility inherent in those forecasted results. The Company regularly reviews its arrangements and agreements and assesses whether events or conditions may exist that result in an entity becoming a VIE, or the Company becoming the primary beneficiary of an existing VIE - see Note 15 – Variable Interest Entity. Non-controlling interests reported in shareholders’ equity on the consolidated balance sheets represent the ownership interests in the consolidated VIE held by entities or persons other than SkyWater.
Revenue Recognition
Revenue is recognized when control of promised goods or services are transferred to the Company’s customers, in amounts that reflect the consideration the Company expects to be entitled to in exchange for those goods or services. To recognize revenue, the Company applies a five-step process to evaluate customer arrangements as follow: (1) it identifies the customer contract; (2) it identifies the performance obligations within the customer contract; (3) it determines the transaction price; (4) it allocates the transaction price to the performance obligations within the contract; and (5) it recognizes revenues when, or as, it satisfies the performance obligations within the contract. The Company accounts for a contract when it has approval and commitment from all parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of the transaction price is reasonably assured. At contract inception, the Company applies judgment in determining the customer’s ability and intention to pay amounts to which the Company is entitled as they become due based on a variety of factors including the customer’s historical payment experience. See below and Note 4 – Revenue, for further discussion of SkyWater’s revenue.
ATS development - ATS development contracts are focused on the performance of process development services, the output of which is a manufacturing plan that defines the steps and activities needed to produce customer wafers at high volumes and with high yields. Wafer manufacturing development services do not include services to manufacture customer wafers at scale. ATS development contracts are complex and wafer manufacturing development services are often either the lone performance obligation in an ATS development contract, or the performance obligation to which the majority of the contract value is allocated. The Company has fixed price, time-and-materials and cost-plus-fixed-fee contracts with its ATS development customers. The Company’s ATS development customers receive the benefits of these services, and revenue from performance of these services are largely recognized over time as they are performed.
Revenue on fixed price contracts is recognized using either an output or input method based upon the method that best measures the value of the services performed for the Company’s customers. Whether an input or output method is selected requires judgment and is subject to thorough analysis of the terms of each fixed price contract. The Company consistently uses either its output method or input method for similar performance obligations and in similar circumstances.
The Company’s output method of revenue recognition evaluates the steps and activities needed to complete manufacturing development services and relies on surveys of steps and activities completed as of the reporting date in relation to the then current manufacturing development plans to measure the level of progress on the service. There are many steps and activities included in the Company’s manufacturing development plans. The time and effort to complete the steps and activities are very similar, which demonstrates a level of uniformity. This uniformity accurately conveys the steps and activities successfully validated during development in relation to the development plan and therefore provides a faithful representation of the progress achieved on wafer manufacturing development services. Based on the level of progress, the Company records the proportion of the transaction price allocated to wafer manufacturing development services as revenue in the period. Manufacturing development plans are subject to change as data is analyzed and the plans are revised. Development of production plans are technical endeavors and adjustment to manufacturing development plans may impact the percentage of progress achieved and result in cumulative adjustments of revenue.
The Company uses the input method of revenue recognition for larger customer programs that are focused on development of new applications, or whose manufacturing processes will rely on new or emerging technologies. Wafer manufacturing development services for these customers is inherently more complex and requires more changes to manufacturing development plans over the period of service performance. Given the level of technical complexity and the expectation that there will be more changes to manufacturing plans as compared to other customer programs, the Company measures progress by comparing costs incurred to date to estimated total cost required to complete wafer manufacturing development services. The Company records that proportion of the transaction price allocated to wafer manufacturing development services as revenue in the period. Costs include labor costs, manufacturing costs, material costs, and other direct costs incurred while performing the services. The estimation of total costs requires significant judgment and any adjustment to estimates of total cost may impact the percentage of progress achieved and could result in cumulative adjustments of revenue.
When contracts are fixed price, the Company completes an evaluation of onerous ATS development contracts as of the reporting date for each separate contract, not for separate performance obligations in each contract. The Company recognizes losses on onerous ATS development contracts depending on whom the customer is based on the following:
•U.S. Federal Government – The Company designates all ATS development contracts with the U.S. Federal Government as production-type service contracts; accordingly, it accrues liabilities for onerous contracts in the period it becomes evident the contract will result in a loss.
•Customers other than the U.S. Federal Government – As the Company generally develops wafer manufacturing plans for its customers under ATS development contracts, ATS development contracts with non-U.S. Federal Government ATS development customers do not represent production-type service contracts; accordingly, the Company recognizes losses as the losses are incurred; it does not accrue liabilities for anticipated future losses.
In addition, ATS development revenue includes lease revenue consistent with Topic 842. SkyWater executed a contract with a customer that includes an operating lease for the right to use a specified portion of the Company’s Minnesota facility to produce wafers using the customer’s equipment. The contractual amounts that relate to revenue from an operating lease are recorded as deferred revenue, and are recognized over the estimated lease term.
Wafer Services - Wafers are goods that are generally customer specific, highly customized and have no alternative use to the Company. Wafer Services customers contract with the Company to manufacture wafers based on their manufacturing design specifications. The terms of Wafer Services contracts dictate when control over wafers is transferred to the Company's customers.
For contracts where orders are non-cancelable and the Company thereby maintain enforceable rights to customer performance, including rights to payment for partially completed wafers at reasonable margins, control over wafers transfers to its customers as wafers are manufactured. For these contracts, the Company recognizes revenue using an input method. This method measures the percentage of completion of wafers still in the manufacturing process by comparing total costs incurred to date to the total estimated costs to manufacture the wafers. The Company records that proportion of the transaction price as revenue in the period. The input method provides the best method of progress as it considers the steps and activities needed to manufacture a wafer and the costs associated with those steps. Costs include labor costs, manufacturing costs, material costs, and other direct costs required to manufacture the customer’s wafers. The estimation of total costs requires judgment and any adjustment to estimates of cost to complete manufacturing may impact the percentage of completion achieved and could result in cumulative adjustments of revenue.
When the Company’s contracts allow for orders to be canceled and do not maintain enforceable rights to customer performance on canceled orders, including a right to payment for partially completed wafers at reasonable margins, control of wafers transfers to its customers at the point in time when wafer manufacturing is complete, and control of the wafers transfers to the customer pursuant to the customer contract and shipping terms.
The Company has a long-standing relationship with a significant Wafer Services customer. The terms and conditions of this relationship have evolved over time and have impacted the manner in which the Company has recognized revenue. In March 2022, the Company signed a new contract with this customer pursuant to which orders are non-cancelable and the customer maintains obligations to specific performance, including an enforceable obligation to payment for the cost of partially completed orders plus a reasonable profit margin. Given that the wafers produced for this customer are for customer-specific applications with no alternative use to the Company, control of the wafers transfers to the customer over time as the wafers are manufactured.
Prior to March 2022, this customer’s agreement allowed it to operate under a bill and hold arrangement where completed wafers it purchased were shipped to them at a later date of their choosing. Pursuant to the terms of this arrangement, transfer of control of the wafers, and revenue recognition occurred as wafers completed post-manufacturing electrical testing and became available for shipment to the customer. Prior to March 2022, wafers manufactured while bill and hold provisions were in place, were separately identified as belonging to this customer, the wafers were denoted as ready for shipment to this customer in their then current form, and the Company did not have the ability to direct or sell the wafers to different customers. Upon completion of post-manufacturing electrical testing, the Company had the right to invoice this customer. This customer also obtained legal title and the risks and rewards of ownership at that point.
In March 2022 as a result of entering into the new contract with this customer, the Company transitioned away from its point in time method of revenue recognition to its over-time input method of revenue recognition and recorded a one-time, cumulative adjustment to revenue of $8,290 for wafers still being manufactured at the time the new contract became enforceable.
Tools - The Company procures tools on behalf of certain customers. Tool revenue is recognized at the point in time when control of the tool transfers to the customer. The point in time when control of a tool transfers to the customer is determined by customer contract terms. For some customers, control transfers when the tool is shipped or delivered to a SkyWater facility, while for other customers, control transfers when the tool is installed, qualified, and placed into service at a SkyWater facility.
Research and Development Expense
Research and development costs are expensed as incurred. Research and development expense include all costs incurred related to internal technology and process improvements and non-customer funded technology transfers.
Licensed Technology
The Company licenses technology and pays royalties based on the revenue of the related products or services sold by the Company. Royalties are expensed as incurred and included in cost of revenue in the consolidated statements of operations.
Equity-Based Compensation
Compensation associated with the Company’s equity-based compensation plans are measured at fair value as of the grant date based on the terms of the award granted. As the Company’s awards are tied to service conditions, compensation expense is recognized over the requisite service period. Forfeitures reduce compensation expense for non-vested awards in the period a forfeiture occurs. The Black-Scholes Option-Pricing Model (the “Black-Scholes Model”) is used to measure the grant-date-fair-value of awards. The Black-Scholes Model requires certain assumptions to determine an award’s fair value, including expected term, risk-free interest rate, expected volatility, expected dividend yield, and fair value of underlying share of equity to which the award relates.

Investment Tax Credits and Government Assistance
The Company recognizes the benefits of government assistance it receives, or expects to receive, only when there is reasonable assurance that the Company will (1) comply with the conditions attached to government assistance; and (2) the government assistance will be received or paid. The Company receives government assistance in the form of refundable investment tax credits available under Section 48D of the Creating Helpful Incentives to Produce Semiconductors for America Act of 2022 (“CHIPS Act”) for eligible capital expenditures. Upon completing all necessary registrations, the Company recognized during its fiscal year ended December 29, 2024 , an income tax receivable of $4,824 for eligible capital expenditures arising from its 2023 and 2024 tax years. As the Section 48 investment tax credit is asset-based, the deferred benefit from the credit has been recorded as a reduction of the cost basis in the underlying equipment from which the tax credit was derived and will be recognized as a reduction of the assets’ depreciation expense over their useful lives. For the fiscal year ended December 29, 2024, $449 of deferred gain was recognized as a reduction of depreciation expense in cost of revenues on the consolidated statement of operations.
Income Taxes
Income taxes are accounted for under the liability method. Deferred taxes are provided on an asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, operating loss carryforwards, and tax credit carryforwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences represent the tax-effected differences between the GAAP and tax bases of the Company’s assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date the laws are enactment. Interest and penalties are recognized within interest expense and income tax expense (benefit), respectively, in the consolidated statement of operations.
v3.25.0.1
Revenue
 12 Months Ended
Dec. 29, 2024
Revenue from Contract with Customer [Abstract]  
Revenue Revenue
Disaggregated Revenue
The Company recognizes ATS development, tools, and Wafer Services revenues pursuant to its revenue recognition policies as described in Note 3 – Summary of Significant Accounting Policies. The following tables disclose revenue by product type and the timing of recognition of revenue for transfer of goods and services to customers:
Fiscal Year Ended December 29, 2024
Topic 606 Revenue
Lease Revenue Per Topic 842
Point-in-TimeOver TimeTotal Revenue
ATS development
Time-and-materials and cost-plus-fixed-fee contracts$— $140,482 $— $140,482 
Fixed price contracts12,665 80,830 — 93,495 
Other— — 4,668 4,668 
Total ATS development12,665 221,312 4,668 238,645 
Wafer Services
1,803 25,058 — 26,861 
Combined ATS development and Wafer Services14,468 246,370 4,668 265,506 
Tools
76,763 — — 76,763 
Total$91,231 $246,370 $4,668 $342,269 

Fiscal Year Ended December 31, 2023
Topic 606 Revenue
Lease Revenue Per Topic 842
Point-in-TimeOver TimeTotal Revenue
ATS development
Time-and-materials and cost-plus-fixed-fee contracts— $122,343 — $122,343 
Fixed price contracts— 83,893 — 83,893 
Other— — 4,668 4,668 
Total ATS development— 206,236 4,668 210,904 
Wafer Services
7,564 53,563 — 61,127 
Combined ATS development and Wafer Services7,564 259,799 4,668 272,031 
Tools14,651 — — 14,651 
Total$22,215 $259,799 $4,668 $286,682 

Fiscal Year Ended January 1, 2023
Topic 606 Revenue
Lease Revenue Per Topic 842
Point-in-TimeOver TimeTotal Revenue
ATS development
Time-and-materials and cost-plus-fixed-fee contracts$— $85,294 $— $85,294 
Fixed price contracts— 47,938 — 47,938 
Other— — 4,668 4,668 
Total ATS development— 133,232 4,668 137,900 
Wafer Services (1)
20,212 53,283 $— $73,495 
Combined ATS development and Wafer Services20,212 186,515 4,668 211,395 
Tools1,546 — — 1,546 
Total$21,758 $186,515 $4,668 $212,941 

__________________
(1)As discussed in Note 3 – Summary of Significant Accounting Policies, in March 2022, the Company signed a new contract with a significant Wafer Services customer that resulted in a change from the point in time revenue recognition method to the over-time, input revenue recognition method. As a result of the transition, the Company recognized a one-time, cumulative adjustment to Wafer Services revenue of $8,290 for wafers still being manufactured at the time the new contract became enforceable. For the fiscal year ended January 1, 2023, $11,049 of Wafer Services revenues were recognized using the point in time method related to the period before the new contract was enforceable and $48,798 of Wafer Services revenues, inclusive of the one-time, cumulative adjustment, were recognized using the over-time, input method after the contract was enforceable.

Deferred Contract Costs
The Company recognizes an asset for the incremental costs of obtaining a contract with a customer (i.e., deferred contract costs) when costs are considered recoverable and the duration of the contract is in excess of one year. Deferred costs are amortized as the related revenue is recognized. The Company recognized amortization of deferred contract costs totaling $172, $847, and $1,885 for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, respectively. There were no deferred contract costs capitalized as of December 29, 2024.
Contract Assets
Contract assets represent SkyWater’s rights to payments for services it has transferred to its customers, but has not yet billed to its customers. Contract assets were $20,890 and $29,666 at December 29, 2024 and December 31, 2023, respectively, and are presented net of allowances for credit losses of $42 and $99, respectively. The table below shows contract asset detail information on a gross basis:
Balance at January 1, 2023$34,625 
Transfers to accounts receivable, net(33,868)
Increase due to revenue recognized in advance of customer billings29,008 
Balance at December 31, 202329,765 
   Transfers to accounts receivable, net(29,230)
   Increase due to revenue recognized in advance of customer billings 20,397 
Balance at December 29, 2024$20,932 
Contract Liabilities
The Company’s contract liabilities principally consist of deferred revenue on customer contracts and deferred lease revenue representing customer prepayments on a leasing arrangement in which the Company serves as lessor. Deferred revenue on customer contracts represents payments from customers for which performance obligations have not yet been satisfied. In some instances, cash may be received, or payment may be contractually due by a customer before the related revenue is recognized. The contract liabilities and other significant components of contract liabilities at December 29, 2024 and December 31, 2023 are as follows:
 December 29, 2024December 31, 2023
Contract
Deferred
Revenue (1)
Lease Deferred 
Revenue
Total
Contract
Liabilities
Contract
Deferred
Revenue (1)
Lease Deferred
Revenue
Total
Contract
Liabilities
Current contract liabilities$53,222 $1,944 $55,166 $44,883 $4,668 $49,551 
Long-term contract liabilities51,901 — 51,901 63,810 1,944 65,754 
Total contract liabilities$105,123 $1,944 $107,067 $108,693 $6,612 $115,305 
__________________
(1)Contract deferred revenue includes $48,200 and $59,323 at December 29, 2024 and December 31, 2023, respectively, related to material rights provided to a significant customer in exchange for funding additional manufacturing capacity. Of these amounts, $11,123 and $11,123 were classified as current in the consolidated balance sheets at December 29, 2024 and December 31, 2023, respectively
The change in contract liabilities is as follows:
Balance at January 1, 2023$84,875 
Revenue recognized included in the balance at the beginning of the year(22,014)
Increase due to payments received, excluding amounts recognized as revenue
45,832 
Balance at December 31, 2023108,693 
Revenue recognized included in the balance at the beginning of the year(63,575)
Increase due to payments received, excluding amounts recognized as revenue
60,005 
Balance at December 29, 2024$105,123 
Remaining Performance Obligations
At December 29, 2024, the Company had $213,529 of remaining performance obligations that had not been fully satisfied on contracts with original expected durations of one year or more, which were primarily related to ATS development and tools contracts. The Company expects to recognize the revenue associated with these performance obligations as it satisfies the performance obligations within the next 4.3 years.
The Company does not disclose the value of remaining performance obligations for contracts with an original expected duration of one year or less. Furthermore, the Company does not adjust the promised amount of consideration for the effects of a significant financing component if it expects, at contract inception, that the period between when it transfers a promised good or service to a customer and when the customer pays for that good or service is expected to be one year or less.
Contract Estimates
Transaction prices are established at, or prior to, entering into customer arrangements. The Company recognizes transaction prices as revenue by allocating the transaction price associated with a contract to the performance obligations included in that contract based on estimates of the selling price for those performance obligations on a standalone basis. The terms of a contract and historical business practices can, but generally do not, give rise to the inclusion of variable consideration in the Company’s customer contracts. To the extent a customer contract includes variable consideration, the allocated transaction price reflects the Company’s estimates of variable consideration. Estimates of variable consideration reflect the amount the Company expects to receive from its customers and considers the uncertainty of meeting the conditions to earn the variable consideration so as to avoid significant reversals of revenue as those uncertainties are resolved. Estimates of variable consideration are based largely on an assessment of the Company’s anticipated performance and all historical, current, and forecasted information that is reasonably available at contract inception. There are no significant instances where variable consideration is constrained and not considered as part of the allocated contract consideration.
Contract Modifications
When contracts are modified to account for changes in contract specifications and requirements, the Company evaluates whether the modification either creates new, or changes existing, enforceable rights and obligations in the original contract. Contract modifications that are for goods or services that are not distinct from the existing contract, due to the significant integration with the original product or service provided, are accounted for as if they were part of that existing contract. The effect of a contract modification on the transaction price, and the measure of progress for the performance obligation to which it relates, is adjusted prospectively with either an upward or downward revision to revenue recognized using the cumulative catch-up method. When a contract modification adds new performance obligations to the original contract, the old contract is terminated and the modified contract is treated as a new contract for accounting purposes with revenue recognition commencing with a new accounting basis. During the year ended December 29, 2024, the Company had two significant contract modifications with customers which include (1) a modification of a customer contract that decreased project scope and resulted in a $5,616 decrease in the estimate of future costs to complete their program; and (2) a contract termination and related establishment of a new contract for a customer, which resulted in recognition of $1,902 of revenue previously recorded as a contract liability. During the year ended December 31, 2023, the Company modified a contract that terminated a portion of the contract and resulted in recognition of $3,601 of revenue previously recorded as a contract liability. During the year ended January 1, 2023, the Company had a significant contract modification with a customer pursuant to which the customer’s option to purchase discounted services expired during the fourth quarter of fiscal year 2022, resulting in a recognition of $4,700 of revenue previously recorded as a contract liability.
v3.25.0.1
Balance Sheet Information
 12 Months Ended
Dec. 29, 2024
Balance Sheet Information [Abstract]  
Balance Sheet Information Balance Sheet Information
Certain significant amounts included in the Company’s condensed consolidated balance sheets are summarized in the following tables:
Fiscal Year Ended
Allowance for credit losses - accounts receivable
December 29, 2024December 31, 2023
Balance at beginning of fiscal year
$180 $1,638 
Add
Adoption of Credit Loss Standard (Topic 326)— 168 
Provision for credit losses218 146 
Deduct
Accounts written-off— 1,772 
Balance at end of fiscal year
$398 $180 
Inventory
December 29, 2024December 31, 2023
Raw materials$3,218 $4,775 
Work-in-process981 19 
Supplies and spare parts10,222 10,547 
Finished goods
114 — 
Total inventories, current14,535 15,341 
Inventory, non-current (1)
4,747 3,293 
Total inventory$19,282 $18,634 
__________________
(1)Inventory, non-current consists of spare parts that will not be used within twelve months.
Prepaid expenses and other current assets
December 29, 2024December 31, 2023
Prepaid expenses$3,984 $2,663 
Tools purchased for customers (1) 16,923 12,737 
Deferred contract costs1,253 1,453 
Investment tax credit receivable
 		1,316 — 
Income tax receivable — 172 
Total prepaid assets and other current assets$23,476 $17,025 
__________________
(1)The Company acquires tools for its customers that consist of manufacturing equipment its customers will own but will be installed and qualified in a SkyWater facility. Prior to the customer obtaining ownership and control of the equipment, the Company records the costs associated with the acquisition, installation, and qualification of the equipment within prepaid expenses and other current assets. These deferred costs are recognized as cost of revenue when control of the equipment transfers to the customer and the related tools revenue is recognized.
Property and equipment, net
December 29, 2024December 31, 2023
Land$5,396 $5,396 
Buildings and improvements89,443 88,782 
Machinery and equipment202,667 193,977 
Property and equipment placed in service, at cost (1)297,506 288,155 
Less: accumulated depreciation (1)
(150,657)(137,767)
Property and equipment placed in service, net (1)146,849 150,388 
Property and equipment not yet in service
18,582 8,979 
Total property and equipment, net$165,431 $159,367 
__________________
(1)Includes $10,805 and $13,332 of cost and $2,398 and $3,976 of accumulated depreciation associated with capital assets subject to financing leases at December 29, 2024 and December 31, 2023, respectively. In addition, the December 29, 2024 balance reflects a $4,824 reduction of the cost basis of machinery and equipment arising from investment tax credit on qualifying capital expenditures recognized in fiscal year 2024.
Depreciation expense was $16,769, $27,123, and $26,353, for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, respectively. Depreciation for the fiscal year ended December 29, 2024 includes a $449 reduction related to the accretion of investment tax credit recognized on qualifying capital expenditures.
In December 2021, SkyWater revised the useful life assigned to its machinery and equipment and prospectively adjusted the estimated useful life from seven years to ten years to better reflect the estimated periods during which the machinery and equipment will remain in service. The effect of this change in accounting estimate resulted in an immaterial change in depreciation expense for the year ended January 1, 2023.
Intangible assets, net
December 29, 2024December 31, 2023
Software and licensed technology$13,742 $12,148 
Less: accumulated amortization(7,950)(6,476)
Intangible assets placed in service, net5,792 5,672 
Intangible assets not yet in service1,987 — 
Total intangible assets, net$7,779 $5,672 
Intangible assets consist of payments made under software and technology licensing arrangements with third parties. During the fiscal years ended December 29, 2024 and December 31, 2023, the Company acquired third-party software and licensed technology of $1,993 and $1,871, respectively, which will be amortized over a weighted average estimated life of 7.3 years and 7.5 years, respectively.
For the years ended December 29, 2024, December 31, 2023, and January 1, 2023, amortization of software and licenses was $1,474, $1,807, and $1,839, respectively.
Remaining estimated aggregate annual amortization expense for in-service intangible assets is as follows for future fiscal years:
Amortization
Expense
2025$1,316 
20261,036 
2027653 
2028653 
2029653 
Thereafter1,481 
Total$5,792 
Other assets
December 29, 2024December 31, 2023
Inventory, non-current (1)
$4,747 $3,293 
Operating lease right-of-use assets49 96 
Investment tax credit receivable3,200 — 
Other assets492 1,953 
Total other assets$8,488 $5,342 
__________________
(1)Inventory, non-current consists of spare parts that will not be used within twelve months.
Accrued expenses
December 29, 2024December 31, 2023
Accrued compensation$6,392 $10,947 
Accrued commissions473 488 
Accrued royalties447 3,122 
Current portion of operating lease liabilities52 48 
Current portion of finance lease liabilities608 645 
Accrued inventory623 1,261 
Accrued consulting fees— 9,345 
Accrued restructuring costs (1)— 1,319 
Accrued warranty (2)
3,752 824 
Accrued vendor purchase commitments (3)
13,718 10,457 
Accrued accounts payable 818 650 
Accrued accounts payable - customer 2,175 4,738 
Accrued utilities1,934 879 
Other accrued expenses5,837 3,568 
Total accrued expenses$36,829 $48,291 
__________________
(1)The Company incurred restructuring costs of $188 and $1,921 during the fiscal years ended December 29, 2024 and December 31, 2023. The Company has $0 remaining to be paid as of December 29, 2024.
(2)The Company accrued provisions for warranties of $3,752 and $824 as of December 29, 2024 and December 31, 2023, respectively. Warranty expense for the fiscal year ended December 29, 2024 was $5,455, and warranty credits for the fiscal year ended December 29, 2024 were $2,527.
(3)The Company accrues outstanding obligations on vendor purchase orders for goods or services provided to the Company for which invoices have not yet been received.
Other long-term liabilities
December 29, 2024December 31, 2023
Finance lease obligations$8,652 $9,275 
Operating lease liabilities
— 52 
Liability for uncertain tax positions
69 — 
Total other long-term liabilities$8,721 $9,327 
v3.25.0.1
Debt
 12 Months Ended
Dec. 29, 2024
Debt Disclosure [Abstract]  
Debt Debt
The components of debt outstanding at December 29, 2024 and December 31, 2023 are as follows:
December 29, 2024December 31, 2023
Short-term financing
Revolver$30,171 $21,794 
Tool financing advance payments (1)
— 3,822 
Unamortized debt issuance costs
(2,502)(2,851)
Total short-term financing, net of unamortized debt issuance costs
27,669 22,765 
Long-term debt
VIE Financing34,671 35,765 
Tool financing loans (1)
7,253 6,799 
Unamortized debt issuance costs
(2,147)(2,490)
Total long-term debt, including current maturities39,777 40,074 
Less: Current portion of long-term debt(5,073)(3,976)
Total long-term debt, excluding current portion$34,704 $36,098 
__________________
(1)Tool financing advance payments represent proceeds received from equipment lenders prior to the Company placing the tools into service. When the tools are placed into service, financing agreements are executed to repay the equipment lenders the financed acquisition cost of the tools, and any advance payments received from the equipment lenders are converted to tool financing loans and classified as long-term debt in the Company’s condensed consolidated balance sheets. Tool financings are often accounted for as failed sale and leasebacks.
Revolver
On December 28, 2022, the Company entered into a Loan and Security Agreement with Siena Lending Group LLC (“Siena”), which was amended on November 19, 2024 (as amended, the “Loan Agreement”). The Loan Agreement provides for a revolving line of credit of up to $130,000 with a scheduled maturity date of December 2028 (the “Revolver”). The Company has incurred $4,277 of debt issuance costs, which are being amortized as additional interest expense over the life of the Revolver. In connection with the entry into the Loan Agreement, the Company repaid $43,495 in outstanding indebtedness under and terminated its lending agreement with Wells Fargo, and recognized a $1,101 write-off of unamortized debt issuance costs during its fiscal year ended January 1, 2023.
Borrowing under the Loan Agreement is limited by a borrowing base of specified advance rates applicable to billed accounts receivable, unbilled accounts receivable, inventory, and equipment, subject to various conditions, limits, and any availability block as provided in the Loan Agreement. The Loan Agreement also provides for borrowing base sublimits applicable to each of unbilled accounts receivable and equipment. Under certain circumstances, Siena may, from time to time, establish and revise reserves against the borrowing base and/or the maximum revolving facility amount.
Borrowings under the Loan Agreement bear interest at a rate that depends upon the type of borrowing, whether a term secured overnight financing rate (“SOFR”) loan or base rate loan, plus the applicable margin. The term SOFR loan rate is a forward-looking term rate based on SOFR for a tenor of one month on the applicable day, subject to a minimum of 2.5% per annum. The base rate is the greatest of the prime rate, the Federal funds rate plus 0.5%, and 7.0% per annum. The applicable margin is an applicable percentage based on the fixed charge coverage ratio that ranges from 4.00% to 5.00% per annum for term SOFR loans and ranges from 3.00% to 4.00% per annum for base rate loans.
The Loan Agreement contains customary representations and warranties and financial and other covenants and conditions. Subject to certain cure rights, the Loan Agreement requires $10,000 in minimum EBITDA (as defined in the Loan Agreement) calculated as of the last day of each calendar month for the preceding twelve calendar months, prohibits unfunded capital expenditures in excess of $15,000 calculated as of the last day of each calendar month for the preceding twelve calendar months, and requires a minimum fixed charge coverage ratio, measured on a trailing twelve month basis, of not less than 1.00 to 1.00 if the Company’s liquidity is less than $15,000. In addition, the Loan Agreement places certain restrictions on the Company’s ability to incur additional indebtedness (other than permitted indebtedness), to create liens or other encumbrances (other than liens relating to permitted indebtedness), to sell or otherwise dispose of assets, to merge or consolidate with other entities, and to make certain restricted payments, including payments of dividends to its stockholders. The Company is also obligated to pay to Siena, for its own benefit, certain customary fees.
Due to a lockbox clause in the Loan Agreement, the outstanding Revolver loan balance is required to be serviced with working capital; accordingly, the entire Revolver loan balance is classified as current portion of long-term debt on the consolidated balance sheets.
The outstanding balance of the Revolver was $30,171 as of December 29, 2024 at an interest rate of 8.9% and is due in December 2028. The remaining availability under the Revolver was $99,829 as of December 29, 2024. As of December 29, 2024, the Company was in compliance with applicable financial covenants of the Revolver.
VIE Financing
On September 30, 2020, Oxbow Realty, the Company’s consolidated VIE entered into a loan agreement for $39,000 (the “VIE Financing”) to finance the acquisition of the building and land of the SkyWater Minnesota facility (see Note 13 – Related Party Transactions and Note 15 – Variable Interest Entity). The VIE Financing is repayable in equal monthly installments of $194 over 10 years, with the remaining balance payable at the maturity date of October 6, 2030. The interest rate under the VIE Financing is fixed at 3.44%. The VIE Financing is guaranteed by Oxbow Industries, who is also the sole equity holder of Oxbow Realty. The VIE financing is not subject to financial debt default covenants.
The terms of the VIE Financing include provisions that grant the lender several protective rights when certain triggering events defined in the loan agreement occur, including events tied to SkyWater’s occupancy of the SkyWater Minnesota facility and SkyWater’s financial performance. The occurrence of a triggering event does not represent a default event as per the loan agreement, nor does it result in the VIE Financing becoming callable, rather the protective rights become enforceable by the lender. As defined in the loan agreement, a triggering event occurred beginning in the three-month period ended January 1, 2023 based on the level of earnings before interest, taxes, depreciation, amortization and rent, as defined in the loan agreement, reported by SkyWater historically. Pursuant to its protective rights, the lender retained in a restricted account amounts paid by SkyWater to Oxbow Realty that were in excess of the scheduled debt payments paid by Oxbow Realty to the lender. The triggering event was cured during the three-month period ended June 30, 2024 and the funds held in the restricted account were remitted back to Oxbow Realty. No triggering events as defined in the loan agreement existed as of December 29, 2024.
The VIE Financing is secured by a security interest in the land and building which was the subject of the sale-leaseback transaction (see Note 13 – Related Party Transactions). The Company and Oxbow Realty, the Company’s VIE, incurred third-party transaction costs of $3,487 and $65, respectively, which have been capitalized as debt issuance costs, presented as a reduction of the outstanding loan balance, and are being amortized as additional interest expense over the remaining maturity of the VIE Financing.
Tool Financing Loans
The Company, from time to time, enters into financing arrangements with lenders to finance the purchase of tools. When the tool is placed into service, the Company executes a sales agreement to transfer ownership of the tool to the equipment lender and concurrently enters into a debt agreement to repay the lender the acquisition cost of the tool over a period of time - typically three years. The sales agreements include bargain purchase options at the end of the lease terms, which the Company intends to exercise; accordingly, these transactions represent failed sale leasebacks with the associated tools recorded in property and equipment, net and the proceeds received, net of scheduled repayments of the financings, recorded as long-term debt on the Company’s consolidated balance sheets. Advance payments received from the equipment lender before the sale and financing agreements are executed are recorded as short-term financing on the Company’s consolidated balance sheets.

For the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 borrowing under these arrangements totaled $0, $5,190, and $3,100, respectively. Additionally, advance payments of tools that have been financed by equipment lenders prior to placing the underlying tool into service totaled $0 and $3,822 as of December 29, 2024 and December 31, 2023, respectively.
The Revolver is due on December 31, 2028. The VIE Financing is repayable in equal monthly installments of $194 over 10 years, with the balance payable at the maturity date of October 6, 2030. Future principal payments as of December 29, 2024 of the Company’s long-term debt are as follows:
2025$5,073 
20264,491 
20271,219 
20281,259 
20291,307 
Thereafter28,575 
Total$41,924 
v3.25.0.1
Income Taxes
 12 Months Ended
Dec. 29, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The components of income tax expense (benefit) are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Current:
Federal$249 $8 $562 
State39 41 3 
Total current tax expense288 49 565 
Deferred:
Federal(303)(570)148 
State255 — 96 
Total deferred tax (benefit) expense(48)(570)244 
Income tax expense (benefit)$240 $(521)$809 
A reconciliation between the income tax provision and the amount computed by applying the statutory federal tax rate of 21% to loss before income taxes is as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Taxes at U.S. statutory tax rate$(478)$(5,379)$(7,573)
State income taxes, net of federal income tax benefit(337)(1,053)(1,689)
Permanent differences371 580 337 
Federal tax credits(607)(385)— 
Tax reserves
440 — — 
Return to provision adjustments
(349)(399)— 
Remeasurement of deferred tax assets and liabilities(442)548 (1,469)
Change in valuation allowance2,215 6,256 10,035 
Equity-based compensation329 (200)652 
Non-deductible executive compensation224 891 541 
Non-controlling interest(1,100)(1,194)(746)
Other(26)(186)721 
Income tax expense (benefit)$240 $(521)$809 
Effective income tax rate(10.5)%2.0 %(2.2)%
The Company’s effective tax rates for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 differ from the statutory tax rates primarily due to state income taxes, permanent tax differences, tax credits, and changes in the Company’s deferred tax asset valuation allowance. The tax rate in any period can be affected positively or negatively by adjustments that are required to be reported in the specific period of resolution.
The significant components of deferred tax assets and liabilities are reflected in the following table:
December 29, 2024December 31, 2023
Deferred tax assets:
Deferred compensation and accrued vacation$179 $187 
Deferred revenue13,313 17,295 
Financing lease9,769 9,205 
Net operating loss and credit carryforwards13,280 11,703 
Inventory3,765 5,277 
Equity-based compensation2,240 1,317 
Research and development expense13,290 10,992 
Interest expense limitation4,265 1,973 
Lease liability2,028 2,054 
Other1,782 2,324 
Total deferred tax assets63,911 62,327 
Deferred tax liabilities:
Property and equipment(35,109)(36,180)
Prepaids and other(1,224)(715)
Total deferred tax liabilities(36,333)(36,895)
Net deferred tax asset27,578 25,432 
Valuation allowance(28,210)(26,111)
Net deferred tax liability after valuation allowance$(632)$(679)
Management regularly evaluates the future realization of deferred tax assets and provides a valuation allowance, if considered necessary, based on such evaluation. As part of the evaluation, management has evaluated taxable income in carryback years and future reversals of taxable temporary differences. Based upon this analysis, a valuation allowance of $28,210 and $26,111 was recorded as of December 29, 2024 and December 31, 2023, respectively, to reduce the net deferred tax assets to the amount that is more likely than not to be realized.
The Company had $11,647 and $10,257 of federal and state net operating loss carryforwards as of December 29, 2024 and December 31, 2023, respectively. Federal net operating loss carryforwards do not expire. Federal net operating loss carryforwards are subject to limitation of 80% of taxable income in any given tax year beginning after December 31, 2020. The Company's state net operating loss carryforwards will expire over various periods through 2043 and most are not subject to the aforementioned limitation.
The Company is not currently under examination by the Internal Revenue Service or in any state jurisdictions, but may be subject to examination in these jurisdictions in the future. The Company’s tax returns are open to examination for the years 2019 through 2023.
The tax effects from uncertain tax positions can be recognized in our consolidated financial statements, only if the position is more likely than not to be sustained on audit, based on the technical merits of the position. We recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For positions meeting the more likely than not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. Beginning in 2024, the Company has recorded an uncertain tax position related to research and development tax credits. Included in the balance of unrecognized tax benefits as of December 29, 2024 are $69 of tax benefits that, if recognized, would affect the effective tax rate. Also included in the balance of unrecognized tax benefits as of December 29, 2024, are $371 of tax benefits that, if recognized, would result in adjustments to other tax accounts, primarily deferred taxes and valuation allowance. The following tables set forth changes in our total gross unrecognized tax benefit liabilities, excluding accrued interest, for the year ended December 29, 2024:


Balance at December 31, 2023
$— 
Tax Positions - Additions
440
Tax Positions - Reductions
0
Balance at December 29, 2024
$440 
The Company accrues income tax-related interest and penalties, as applicable, in income tax expense in its consolidated statements of operations. No interest and penalties were incurred during the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 as the accrued interest was not significant. The company does not anticipate significant changes in its uncertain tax position over the next 12 months.
v3.25.0.1
Shareholders' Equity
 12 Months Ended
Dec. 29, 2024
Stockholders' Equity Note [Abstract]  
Shareholders' Equity Shareholders’ Equity
Open Market Sale Agreement
On September 2, 2022, the Company entered into an Open Market Sale Agreement with Jefferies LLC (the “open Market Agreement”) with respect to an at the market offering program. Pursuant to the Open Market Agreement and authorizations from the Company’s Board of Directors, the Company may, from time to time, offer and sell up to $100,000 in shares of the Company’s common stock. During the fiscal years ended December 29, 2024 and January 1, 2023, the Company did not sell shares under the ATM Program. During the fiscal year ended December 31, 2023, the Company sold 2,081,167 shares at an average sale price of $10.10 per share, resulting in gross proceeds of approximately $21,029 before deducting sales commission and fees of approximately $631. The Company used the net proceeds to pay down its Revolver and fund its operations. As of December 29, 2024, $74,930 in shares was available for issuance under the Open Market Sale Agreement.
Common Stock Offering
On November 17, 2022, the Company completed a secondary public stock offering (the “Secondary Offering”) and issued 1,916,667 shares of common stock, including the underwriter’s exercise of its right to purchase additional shares, at a price per share of $9.00 to the public, less underwriting discounts and commissions. The Company received net proceeds of $16,100 from the Secondary Offering, after deducting the underwriting discounts and commissions and offering expenses. The net proceeds from the Secondary Offering were used primarily for general corporate purposes, which included funding of operations, repayment of indebtedness, additions to working capital, and capital expenditures.
v3.25.0.1
Equity-Based Compensation
 12 Months Ended
Dec. 29, 2024
Share-Based Payment Arrangement [Abstract]  
Equity-Based Compensation Equity-Based Compensation
2021 Equity Incentive Plan
In connection with its initial public offering (“IPO”), the Company adopted the 2021 Equity Incentive Plan (the “2021 Equity Plan”). The 2021 Equity Plan became effective upon the consummation of the IPO. On June 7, 2023, the stockholders of the Company approved an amendment to increase the number of shares available for issuance under the 2021 Equity Plan. Under the 2021 Equity Plan, as amended, 9,522,000 shares of common stock are available for issuance to eligible individuals in the form of options, stock appreciation rights, restricted stock, restricted stock units, deferred stock units, unrestricted stock, dividend equivalent rights, other equity-based awards and cash bonus awards.
Stock Options
Stock options generally vest either (1) ratably on the first, second, third, and fourth anniversaries of the grant date and expire in ten years from the date of grant; or (2) in full on the first anniversary of the grant date and expire 15 months after the grant date. Equity-based compensation expense related to stock option awards was $3,067, $2,157, and $1,647, for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, respectively. Forfeitures are recognized as they occur and the stock compensation expense on forfeited awards that have not vested is reversed.
The fair value of each stock option is estimated on the date of grant using Black-Scholes and the following assumptions. The expected life of an option represents the period of time that options granted are expected to be outstanding and is based on the SEC Simplified Method (midpoint of average vesting time and contractual term). Expected volatility is based on an average of the historical, daily volatility of a peer group of similar companies blended with SkyWater’s historic daily volatility over a period consistent with the expected life assumption ending on the grant date. Risk-free interest rates are based on yields available on the grant dates for U.S. Treasury Strips with maturities consistent with the expected life assumptions. The Company assumed no dividend yield in the valuation of the options granted as it has never declared or paid dividends on its common stock and has no current plans to introduce dividends as it intends to retain earnings for use in operations.
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Expected life
6.25 years6.25 years6.25 years
Expected volatility
73.1% - 78.7%
75.1% - 76.5%
73.0%
Risk-free interest rate
3.80% - 4.70%
3.47% - 4.66%
2.1%
The following table summarizes the stock option activity during the fiscal year ended December 29, 2024:
Number of Stock Options
(in thousands)		Weighted Average
Exercise Price Per Share		Weighted-Average Remaining Contractual LifeAggregate Intrinsic Value
(in thousands)
Balance outstanding as of December 31, 20231,637 $11.32 
Granted688 9.98 
Exercised(15)9.08 
Forfeited or canceled(308)11.55 
Balance outstanding as of December 29, 20242,002 10.87 8.0 years$8,131 
Balance vested and exercisable as of December 29, 2024351 $12.26 7.0 years$1,796 
The weighted average grant-date fair value of options granted in the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 was $6.77, $6.65, and $5.50 respectively. As of December 29, 2024, total unrecognized compensation expense related to stock options was $8,131 and is expected to be recognized over the remaining weighted average vesting period of approximately 2.7 years.
Restricted Common Stock Units
Restricted common stock units are granted to eligible employees and generally vest ratably on each of the first, second, and third anniversaries of the grant date. Restricted common stock units granted to directors vest in full on the first anniversary of the grant date. The common stock relating to restricted common stock units is issued upon vesting. The grantee has no rights as a common stockholder until the common stock related to the restricted common stock units have been issued.
Equity-based compensation expense related to restricted common stock unit awards was $4,005, $3,560, and $5,692, for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, respectively. Forfeitures are recognized as they occur and the stock compensation expense on forfeited awards that have not vested are reversed. Total unrecognized compensation cost related to restricted common stock units was $3,956 as of December 29, 2024, and is expected to be recognized over the weighted average vesting period of approximately 1.89 years. The estimated fair value of restricted common stock units is based on the grant date closing price of SkyWater’s common stock. The total fair value of restricted stock units vested during the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 was $3,542, $5,001, and $6,749 respectively.
The following table summarizes the restricted common stock unit activity during the fiscal year ended December 29, 2024:
Number of Restricted Common Stock Units
(in thousands)		Weighted Average Grant Date Fair Value Per Share
Balance outstanding as of December 31, 2023
657 $10.18
Granted628 9.54
Vested(326)10.86
Forfeited or canceled(128)10.02
Balance outstanding as of December 29, 2024831 $9.59
2021 Employee Stock Purchase Plan
In connection with SkyWater’s IPO, the Company adopted the 2021 Employee Stock Purchase Plan (the “2021 ESPP”). On June 7, 2023, the stockholders of the Company approved an amendment to increase the number of shares available for issuance under the 2021 ESPP. A maximum of 1,464,000 shares of its common stock has been reserved for issuance under the 2021 ESPP, as amended. Under the 2021 ESPP, eligible employees may purchase common stock through payroll deductions at a discount not to exceed 15% of the lower of the fair market values of SkyWater’s common stock as of the beginning or end of each offering period, which may range from six to 27 months. Payroll deductions are limited to 15% of the employee’s eligible compensation and a maximum of 2,500 shares of common stock may be purchased by an employee each offering period. Under the 2021 ESPP, 356, 326, and 188 shares were purchased during the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, respectively. As of December 29, 2024 and December 31, 2023, $1,000 and $735, respectively, was withheld on behalf of employees for future purchases under the 2021 ESPP and recorded as accrued compensation. Equity-based compensation expense related to the 2021 ESPP was $1,087, $1,143, and $877 for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, respectively. Actual forfeitures are recognized as they occur. Compensation cost related to the 2021 ESPP is recognized on a straight-line basis over each six-month offering period. As of December 29, 2024, total unrecognized compensation cost related to the 2021 ESPP was $204.
The fair value of the 2021 ESPP is estimated on the date of grant using Black-Scholes and the following assumptions. Expected volatility is based on an average of the historical, daily volatility of SkyWater and a peer group of similar companies over a period consistent with the expected life assumption ending on the grant date. Risk-free interest rates are based on yields available on the grant dates for U.S. Treasury Strips with maturities consistent with the expected life assumptions. The Company assumed no dividend yield in the valuation of the options granted as it has never declared or paid dividends on its common stock and has no current plans to introduce dividends as it intends to retain earnings for use in operations.
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Expected life
0.5 years0.5 years0.5 years
Expected volatility
75.1%75.1%73.0%
Risk-free interest rate
5.11%5.34%3.34%
Weighted average grant-date fair value per share$3.63$3.57$4.45
Equity-Based Compensation Expense Allocation
Equity-based compensation expense was allocated in the consolidated statements of operations as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Cost of revenue$2,113 $1,555 $2,470 
Research and development expense
342 464 575 
Selling, general and administrative expense
5,713 4,841 5,171 
$8,168 $6,860 $8,216 
v3.25.0.1
Benefit Plans
 12 Months Ended
Dec. 29, 2024
Retirement Benefits [Abstract]  
Benefit Plans Benefit Plans
401(k) Plan
The Company established a defined contribution plan which qualifies under Section 401(k) of the U.S. Internal Revenue Code (the “Code”) and covers employees who meet certain age and service requirements. Employee contributions are limited to the maximum amount allowed by the Code. The Company may make discretionary matching contributions or profit-sharing contributions, which vest over a two-year period. For the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, the Company made contributions of $1,909, $1,879, and $1,531, respectively.
Long-Term Incentive Plan
The Company adopted a long-term incentive plan (“LTIP”) in 2018 for certain key employees. Management determined the key employees who were eligible to participate in the program and the amounts to be awarded to each such employee. Employees vested in the deferred compensation 50% after three years of service and 100% after five years of service. Employees are 100% vested in the event of death, disability, retirement, or change in control. Until January 2, 2021, the amounts awarded were adjusted annually by the percentage change in the appraised value of the Company. Effective January 3, 2021, the outstanding awards continued to vest but were no longer adjusted for the annual investment return.
Effective April 2021, the Board of Directors terminated the LTIP. Under Section 409(A) of the Code, payouts could not occur within twelve months from the date of termination, but were required to be completed within 24 months of plan termination. Beginning in June 2022, the plan asset liquidation began with participants receiving a quarter of their account value in shares of the Company’s common stock in four equal payments beginning in June 2022, and ending in March 2023. Following the March 2023 distribution, the assets of the plan are fully distributed to participants.
The value of the LTIP award was recognized as expense over the requisite service period in the consolidated statements of operations. Total compensation expense related to the LTIP was $390 for the fiscal year ended January 1, 2023. No compensation expense was recorded for the fiscal years ended December 29, 2024 or December 31, 2023.
v3.25.0.1
Fair Value Measurements
 12 Months Ended
Dec. 29, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To determine fair value, the Company uses a fair value hierarchy categorized into three levels based on the inputs used in the fair value measurement. Generally, the three levels are as follows:
•Level 1 – Quoted prices in active markets for identical assets or liabilities;
•Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and
•Level 3 – Unobservable inputs that are supported by little, or no, observable market activity and that are significant to the fair value of the assets or liabilities.
Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The carrying values of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, and other financial working capital items approximate fair values at December 29, 2024 and December 31, 2023 due to the short maturity of these items. The carrying amount of the borrowing under the Revolver approximates its fair value due to the frequency at which the interest rate resets. The fair value of the Revolver was determined based on inputs that are classified as Level 2 in the fair value hierarchy.
The Company's non-financial assets such as property and equipment and intangible assets are recorded at cost upon acquisition and are remeasured at fair value only if an impairment charge is recognized. No impairment charges were taken in any of the fiscal years ended December 29, 2024, December 31, 2023, or January 1, 2023.
As of December 29, 2024 and December 31, 2023, the Company did not have any assets or liabilities measured at fair value on a non-recurring basis, and did not have any assets or liabilities measured at fair value based upon Level 3 inputs.
v3.25.0.1
Commitments and Contingencies
 12 Months Ended
Dec. 29, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Litigation and Other Asserted Claims
From time to time, the Company is involved in legal proceedings and subject to other asserted claims arising in the ordinary course of its business. Although the results of litigation and asserted claims cannot be predicted with certainty, the Company currently believes that the resolution of these ordinary-course matters will not have a material adverse effect on its business, operating results, financial condition or cash flows. Even if any particular litigation is resolved in a manner that is favorable to the Company’s interests, such litigation can have a negative impact on the Company because of defense and settlement costs, diversion of management resources from its business, and other factors. There were no material litigation-related or other asserted claim contingencies recognized at either December 29, 2024 or December 31, 2023.
Capital Expenditures
The Company has various contracts outstanding with third parties which primarily relate to semiconductor tool purchases and installation. The Company has $24,979 and $7,910 of contractual commitments outstanding as of December 29, 2024 and December 31, 2023, respectively, that it expects to be paid in the next twelve months using cash on hand and operating cash flows.
Center for NeoVation
On January 25, 2021, the Company entered into a technology and economic development agreement (the “TED Agreement”), and a lease agreement (the “CfN Lease”) with the government of Osceola County, Florida (“Osceola”) and ICAMR, Inc., a Florida non-profit corporation doing business as BRIDG (“BRIDG”), to lease and operate the Center for NeoVation (the “CfN”), a semiconductor research and development and manufacturing facility in Kissimmee, Florida. Under the CfN Lease, the Company agrees to bring the plant to full production capacity within five years, and then to operate the plant at full capacity for an additional 15 years. At the end of the lease, SkyWater will take ownership of the facility. The Company is responsible for taxes, utilities, insurance, maintenance, operation of the assets, and making capital investments in the facility to bring the facility to its full production capacity. Investments and costs required to bring the facility to its full capacity will be substantial. The Company may terminate the TED Agreement and CfN Lease with 18 months’ notice. In the event the Company terminates the agreements, it is required to continue to operate the CfN until the earlier of either a replacement operator is found, or the 18-months’ notice period expires, and it may be required to make a payment of up to $15,000 to Osceola upon termination.

As part of entering into the TED Agreement, the Company agreed to operate the advanced wastewater treatment facility (“AWT Facility”), a separate building located on the same leased premise as the CfN and subject to the CfN Lease. The AWT Facility was financed in substantial part by funds provided by the Tohopekaliga Water Authority (“TWA”) to house the acid waste neutralization, pH adjustment, and reverse osmosis water treatment systems. In connection with entering into the CfN Lease, the Company agreed that development of the CfN requires the payment of water, wastewater, and reuse water capacity charges imposed by TWA monthly over the remaining period of six years. The Company also agreed that TWA shall be entitled to recover the capital contribution of TWA for construction of the AWT Facility through a capital reimbursement surcharge monthly over the remaining period of six years. As of December 29, 2024, the Company expects future payments on these commitments of approximately $3,700 which the Company expects will be paid in full by the first quarter of 2028.
Build Back Better Grant
In the third quarter of 2022, the U.S. Department of Commerce Economic Development Administration granted funds to Osceola and BRIDG for continued development of Central Florida’s Semiconductor Cluster for Broad-Based Prosperity through the Build Back Better Regional Challenge, a portion of which is committed to the expansion of the CfN and purchase, installation, and qualification of equipment in the CfN. In February 2023, SkyWater committed to a 20% matching share contribution of the project costs to Osceola totaling approximately $9,100. SkyWater’s commitment to fund this matching contribution is limited to $1,000 in any single calendar quarter. As of December 29, 2024, SkyWater is obligated to pay $1,000 based upon development activity that has occurred through year-end and expects to make this payment in the first quarter of 2025.
v3.25.0.1
Related Party Transactions
 12 Months Ended
Dec. 29, 2024
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
In August 2022, SkyWater entered into a support letter with Oxbow Industries to provide funding in an amount up to $12,500, if necessary, to enable the Company to meet its obligations as they become due. In March 2024, the agreement was amended to extend the term through March 18, 2026. No amounts have been provided to the Company under this agreement.
In August 2023, SkyWater entered into a consulting agreement with Oxbow Industries pursuant to which an employee of Oxbow Industries provides certain consulting services to the Company. Expense associated with this agreement totaled $490 for the fiscal year ended December 29, 2024.
Sale-Leaseback Transaction
On September 29, 2020, SkyWater entered into an agreement to sell the land and building of its Bloomington, Minnesota facility to Oxbow Realty. In the fourth quarter of 2020, SkyWater entered into an agreement to lease the land and building from Oxbow Realty for initial payments of $394 per month over 20 years. The monthly payments are subject to a 2% increase each year during the term of the lease. Since September 29, 2024 the monthly rental payment to Oxbow Realty has been $426. The Company is also required to make certain customary payments constituting “additional rent,” which relate to monthly leasing and replacement reserves, insurance, and tax payments in accordance with the terms of the lease agreement. Future minimum lease commitments to Oxbow Realty as of December 29, 2024 were as follows (such amounts are eliminated from the consolidated financial statements due to the consolidation of Oxbow Realty, see Note 15 – Variable Interest Entity):
2025$5,149 
20265,252 
20275,357 
20285,464 
20295,573 
Thereafter66,835 
Total lease payments93,630 
Less: imputed interest(65,616)
Total$28,014 
v3.25.0.1
Leases
 12 Months Ended
Dec. 29, 2024
Leases [Abstract]  
Leases Leases
The components of lease expense are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023
Operating lease cost$51 $51 
Finance lease cost
Amortization of assets913 1,204 
Interest on lease liabilities802 848 
Total net lease cost$1,766 $2,103 
Short-term lease costs amounted to $0 and $23 for the fiscal years ended December 29, 2024 and December 31, 2023, respectively.
Supplemental cash flow information related to leases are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows used for operating leases$51 $49 
Operating cash flows used for finance leases802 848 
Financing cash flows used for finance leases646 935 
ROU assets obtained in exchange for lease liabilities
Operating leases— — 
Finance leases— 811 
The weighted average remaining lease term and weighted average discount rates related to leases are as follows:

December 29, 2024December 31, 2023
Weighted average remaining lease term
Operating leases
1.0 years2.0 years
Finance leases
11.8 years12.5 years
Weighted average discount rate
Operating leases
4.8%4.8%
Finance leases
8.8%8.7%
Supplemental balance sheet information related to leases is as follows:
LeasesClassificationDecember 29, 2024December 31, 2023
Assets
Operating lease ROU assets
Other assets
$49 $96 
Finance lease ROU assets
Property and equipment, net
8,443 9,356 
Total lease ROU assets
8,492 9,452 
Operating lease liabilities
Current portion of operating lease liabilities
Accrued expenses
52 48 
Operating lease liabilities, excluding current portion
Other long-term liabilities
— 52 
Total operating lease liabilities
52 100 
Finance lease liabilities
Current portion of finance lease liabilities
Accrued expenses
608 645 
Finance lease liabilities, excluding current portion
Other long-term liabilities
8,652 9,275 
Total finance lease liabilities
9,260 9,920 
Total lease liabilities
$9,312 $10,020 
Future maturities of lease liabilities as of December 29, 2024 are as follows:
Fiscal YearOperating LeasesFinance LeasesTotal
2025$53 $1,353 $1,406 
2026— 1,354 1,354 
2027— 1,341 1,341 
2028— 1,135 1,135 
2029— 1,135 1,135 
Thereafter
— 8,551 8,551 
Total lease payments53 14,869 14,922 
Less: Imputed interest
(1)(5,609)(5,610)
Total lease liabilities$52 $9,260 $9,312 
SkyWater as the Lessor
In March 2020, SkyWater executed a contract with a customer that includes an operating lease for the right to use a specified portion of the Company’s Minnesota facility to produce wafers using the customer’s equipment. The contractual amount that relates to revenue from an operating lease was $21,000, and is being recognized over the estimated lease term of 4.5 years. The total amount was prepaid by the customer and recorded as deferred revenue - see Note 4 – Revenue.
Leases Leases
The components of lease expense are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023
Operating lease cost$51 $51 
Finance lease cost
Amortization of assets913 1,204 
Interest on lease liabilities802 848 
Total net lease cost$1,766 $2,103 
Short-term lease costs amounted to $0 and $23 for the fiscal years ended December 29, 2024 and December 31, 2023, respectively.
Supplemental cash flow information related to leases are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows used for operating leases$51 $49 
Operating cash flows used for finance leases802 848 
Financing cash flows used for finance leases646 935 
ROU assets obtained in exchange for lease liabilities
Operating leases— — 
Finance leases— 811 
The weighted average remaining lease term and weighted average discount rates related to leases are as follows:

December 29, 2024December 31, 2023
Weighted average remaining lease term
Operating leases
1.0 years2.0 years
Finance leases
11.8 years12.5 years
Weighted average discount rate
Operating leases
4.8%4.8%
Finance leases
8.8%8.7%
Supplemental balance sheet information related to leases is as follows:
LeasesClassificationDecember 29, 2024December 31, 2023
Assets
Operating lease ROU assets
Other assets
$49 $96 
Finance lease ROU assets
Property and equipment, net
8,443 9,356 
Total lease ROU assets
8,492 9,452 
Operating lease liabilities
Current portion of operating lease liabilities
Accrued expenses
52 48 
Operating lease liabilities, excluding current portion
Other long-term liabilities
— 52 
Total operating lease liabilities
52 100 
Finance lease liabilities
Current portion of finance lease liabilities
Accrued expenses
608 645 
Finance lease liabilities, excluding current portion
Other long-term liabilities
8,652 9,275 
Total finance lease liabilities
9,260 9,920 
Total lease liabilities
$9,312 $10,020 
Future maturities of lease liabilities as of December 29, 2024 are as follows:
Fiscal YearOperating LeasesFinance LeasesTotal
2025$53 $1,353 $1,406 
2026— 1,354 1,354 
2027— 1,341 1,341 
2028— 1,135 1,135 
2029— 1,135 1,135 
Thereafter
— 8,551 8,551 
Total lease payments53 14,869 14,922 
Less: Imputed interest
(1)(5,609)(5,610)
Total lease liabilities$52 $9,260 $9,312 
SkyWater as the Lessor
In March 2020, SkyWater executed a contract with a customer that includes an operating lease for the right to use a specified portion of the Company’s Minnesota facility to produce wafers using the customer’s equipment. The contractual amount that relates to revenue from an operating lease was $21,000, and is being recognized over the estimated lease term of 4.5 years. The total amount was prepaid by the customer and recorded as deferred revenue - see Note 4 – Revenue.
v3.25.0.1
Variable Interest Entity
 12 Months Ended
Dec. 29, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Variable Interest Entity Variable Interest Entity
Oxbow Realty was established for the purpose of holding real estate and facilitating real estate transactions. This included facilitating the purchase of the land and building of SkyWater’s Minnesota facility with proceeds from a bank loan (See Note 6 – Debt) and managing the leaseback of the land and building to SkyWater (see Note 13 – Related Party Transactions). Management determined that Oxbow Realty meets the definition of a VIE under ASC Topic 810, Consolidations (“Topic 810”), because it lacks sufficient equity to finance its activities. Furthermore, the Company is the primary beneficiary of Oxbow Realty as it has the power to direct operating and maintenance decisions of the Minnesota facility during the lease term, which would most significantly affect Oxbow Realty’s economic performance. As the primary beneficiary, the Company consolidates the assets, liabilities and results of operations of Oxbow Realty pursuant to Topic 810, eliminating any transactions between the Company and Oxbow Realty, and recording a noncontrolling interest for the economic interest in Oxbow Realty not attributable to the Company because the owners of SkyWater’s common stock do not legally have rights or obligations to the profits or losses of Oxbow Realty. In addition, the assets of Oxbow Realty can only be used to settle its liabilities, and the creditors of Oxbow Realty do not have recourse to the general credit of SkyWater.
The following table shows the carrying amounts of assets and liabilities of Oxbow Realty as of December 29, 2024 and December 31, 2023. The assets and liabilities are presented prior to consolidation, and thus do not reflect the elimination of intercompany balances.
December 29, 2024December 31, 2023
Cash and cash equivalents$383 $9 
Accounts receivable1,242 8,807 
Finance receivable41,153 40,707 
Other assets107 744 
    Total assets$42,885 $50,267 
Accounts payable$1,217 $6,053 
Accrued expenses80 248 
Contract liabilities1,078 1,283 
Debt34,634 35,722 
    Total liabilities$37,009 $43,306 
The following table shows the revenue and expenses of Oxbow Realty for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023. These results of Oxbow Realty are presented prior to consolidation, and thus do not reflect the elimination of intercompany transactions.
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Revenue$5,700 $6,861 $5,052 
General and administrative expenses45 (90)1,016 
Interest expense1,379 1,252 1,314 
Income tax expense— 36 — 
Total expenses1,424 1,198 2,330 
Net income$4,276 $5,663 $2,722 
v3.25.0.1
Condensed Financial Information (Parent Company Only)
 12 Months Ended
Dec. 29, 2024
Condensed Financial Information Disclosure [Abstract]  
Condensed Financial Information (Parent Company Only) Condensed Financial Information (Parent Company Only)
Since the restricted net assets of SkyWater Technology, Inc.’s subsidiaries exceed 25% of its consolidated net assets, the accompanying condensed parent company financial statements have been prepared in accordance with Rule 12-04, Schedule 1 of Regulation S-X.
SKYWATER TECHNOLOGY, INC.
(Parent Company Only)
Condensed Balance Sheets
December 29, 2024December 31, 2023
(in thousands, except per share data)
Assets
Current assets
Income tax receivable$— $172 
Total current assets— 172 
Due from subsidiaries27,669 15,352 
Investment in subsidiaries57,614 53,740 
Deferred income tax asset
— 3,419 
Total assets$85,283 $72,683 
Liabilities and Shareholders’ Equity
Current liabilities
Short-term financing, net of unamortized debt issuance costs$27,669 $18,943 
Total current liabilities27,669 18,943 
Total liabilities27,669 18,943 
Commitments and contingencies (Note 12)
Shareholders’ equity
Preferred stock, $0.01 par value per share (80,000 shares authorized; zero shares issued and outstanding as of December 29, 2024 and December 31, 2023)
— — 
Common stock, $0.01 par value per share (200,000 shares authorized; 47,704 and 47,028 shares issued and outstanding as of December 29, 2024 and December 31, 2023, respectively)
478 470 
Additional paid-in capital189,132 178,473 
Accumulated deficit(131,996)(125,203)
Total shareholders’ equity57,614 53,740 
Total liabilities and shareholders’ equity$85,283 $72,683 
SKYWATER TECHNOLOGY, INC.
(Parent Company Only)
Condensed Statements of Operations
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
(in thousands, except per share data)
Revenue$— $— $— 
Operating expenses— — — 
Operating income— — — 
Other income (expense), net— — — 
Loss before income taxes and equity in net loss of subsidiaries— — — 
Income tax expense (benefit)— — — 
Equity in net loss of subsidiaries(6,793)(30,756)(39,593)
Net loss
$(6,793)$(30,756)$(39,593)
Net loss per share attributable to common shareholders, basic and diluted
$(0.14)$(0.68)$(0.97)
Weighted average shares outstanding, basic and diluted
47,396 45,507 40,835 
Basis of Presentation
The Company owns 100% of SkyWater Technology Foundry, SkyWater Federal, and SkyWater Florida, its primary operating subsidiaries. The Company was formed from the conversion of CMI Acquisition, LLC into a Delaware corporation on April 14, 2021 and became the ultimate parent of the subsidiaries previously owned by CMI Acquisition, LLC.
The Company is a holding company with no material operations of its own and conducts substantially all of its activities through its subsidiaries. No investment or noncontrolling interest related to Oxbow Realty is shown in the parent company schedule, as subsidiaries and VIEs are not consolidated, and the Company does not have rights or obligations to these amounts. The Company has no cash and, as a result, all expenses and obligations of the Company are recorded and paid by its subsidiaries. The Company and SkyWater Technology Foundry are the borrowers under the Revolver discussed in Note 6 – Debt. SkyWater Technology Foundry is limited in its ability to declare dividends or to pay, or fund, any dividend or other distribution from equity to the Company in connection with those borrowings. Dividends, redemptions, and other payments on equity (restricted payments) are limited to (1) loan parties; and (2) the declaration and payment of dividends or other distributions solely in capital stock. Due to the aforementioned restrictions, substantially all of the net assets of the Company’s subsidiaries are restricted.
These condensed financial statements have been presented on a “parent-only” basis. Under a parent-only presentation, the investment in subsidiaries is presented under the equity method of accounting. A condensed statement of cash flows was not presented because the Company has no cash, and, therefore, no material operating, investing, or financing cash flows for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. As a result, these parent-only statements should be read in conjunction with the accompanying notes to these consolidated financial statements.
v3.25.0.1
Reportable Segment and Geographic Information
 12 Months Ended
Dec. 29, 2024
Segment Reporting [Abstract]  
Reportable Segment and Geographic Information Reportable Segment and Geographic Information
Reportable segments are identified as components of an enterprise about which separate financial information is available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. SkyWater operates and manages its business as one operating and reportable segment based on the organizational structure of the Company and information reviewed by the Company's Chief Executive Officer, who is also the Company's CODM. The CODM allocates resources and evaluates the performance primarily based on net loss and consolidated results as shown on the consolidated statement of operations.

Please see Note 3 - Summary of Significant Accounting Policies for a detailed description of accounting policies used by the Company. The measure of segment assets is reported on the consolidated balance sheet as total consolidated assets.

The following tables present details of the Company’s operating and reportable segment results:

Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
(in thousands, except per share data)
Revenue
$342,269 $286,682 $212,941 
Cost of revenue
Labor79,430 84,362 66,010 
Direct expenses102,597 102,277 94,668 
Cost of tool revenue 73,281 12,760 — 
Depreciation and amortization
17,335 27,991 26,296 
Total cost of revenue 272,643227,390186,974
Gross profit 69,62659,29225,967
Research and development expense
15,040 10,169 9,431 
Selling, general, and administrative expense
Labor24,582 25,726 20,030 
Direct expenses23,015 37,899 26,216 
Depreciation and amortization429 286 57 
Total selling, general, and administrative expense$48,026 $63,911 $46,303 
Operating income (loss)6,560 (14,788)(29,767)
Other expense:
Loss on debt extinguishment— — 1,101 
Interest expense8,837 10,826 5,194 
Total other expense
$8,837 $10,826 $6,295 
Loss before income taxes
(2,277)(25,614)(36,062)
Income tax expense (benefit)240 (521)809 
Net loss
$(2,517)$(25,093)$(36,871)
The following table discloses revenue for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 by country as determined by customer address:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
United States$329,049 $261,274 $184,908 
Canada8,197 8,327 4,135 
Hong Kong878 6,406 6,181 
United Kingdom1,078 4,639 7,147 
All others3,067 6,036 10,570 
Total revenue
$342,269 $286,682 $212,941 



All of the Company's long-lived assets are located in the United States.
For the fiscal year ended December 29, 2024, two customers represented 10% or more of consolidated revenue, comprising 40% and 20% of consolidated revenue. For the fiscal year ended December 31, 2023, four customers represented 10% or more of consolidated revenue, comprising 24%, 17%, 15% and 10% of consolidated revenue. For the fiscal year ended January 1, 2023, three customers represented 10% or more of consolidated revenue, comprising 20%, 28% and 11% of consolidated revenue.
v3.25.0.1
Subsequent Events
 12 Months Ended
Dec. 29, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
The Company evaluated the impact of events that occurred subsequent to December 29, 2024 through the date the consolidated financial statements were filed with the United States Securities and Exchange Commission. Based on this evaluation, the Company has determined no events are required to be recognized or disclosed in the consolidated financial statements and related notes. other than the event described below.

On February 25, 2025, the Company entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Spansion LLC (“Seller”), an affiliate of Infineon Technologies AG, pursuant to which, subject to the satisfaction or waiver of the conditions contained therein, the Company will acquire all of the issued and outstanding memberships interests of a limited liability company that will be formed prior to closing and that will receive, pursuant to a pre-closing restructuring, certain assets and liabilities related to Infineon Technologies AG’s 200 mm fab in Austin, Texas (the “Transaction”). The base purchase price for the Transaction is $80,000, $55,000 of which will be paid at closing. The payment of the remaining $25,000 of the base purchase price will be deferred for four years and will be paid by wafer credits under a wafer supply agreement with an affiliate of Seller, which agreement will be executed at the closing of the Transaction pursuant to the Purchase Agreement. The purchase price for the Transaction will be adjusted for a payment at closing for working capital.

The Transaction is subject to the satisfaction or waiver of certain customary closing conditions, including, among other things: (1) the accuracy of the representations and warranties of each party to the Purchase Agreement; (2) the performance by each party of its obligations and covenants in all material respects; (3) the absence of a material adverse effect between the signing of the Purchase Agreement and the closing of the Transaction; (4) the absence of any applicable order or law prohibiting the Transaction; and (5) obtaining U.S. regulatory approval.

Under the Purchase Agreement, the closing of the Transaction shall occur no earlier than May 30, 2025, unless otherwise agreed mutually by the parties. The Purchase Agreement may be terminated by mutual written agreement of the Company and Seller or by either the Company or Seller in limited circumstances, including, among other things, (i) certain uncured breaches of any representation, warranty, covenant or obligation in the Purchase Agreement by the other party; (ii) failure to complete the Transaction by September 30, 2025; and (iii) the existence of an order by a governmental authority prohibiting the Transaction.

The Company intends to finance the purchase price for the Transaction through debt financing.
v3.25.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Pay vs Performance Disclosure      
Net income $ (6,793) $ (30,756) $ (39,593)
v3.25.0.1
Insider Trading Arrangements
 3 Months Ended
Dec. 29, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.0.1
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 29, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.0.1
Cybersecurity Risk Management and Strategy Disclosure
 12 Months Ended
Dec. 29, 2024
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]
The Company’s Board of Directors (the “Board”) recognizes the critical importance of maintaining the trust and confidence of our customers, clients, business partners and employees. The Board is actively involved in oversight of the Company’s risk management program, and cybersecurity represents an important component of the Company’s overall approach to enterprise risk management. In general, the Company seeks to address cybersecurity risks through a comprehensive and cross-functional approach that is focused on preserving the confidentiality, security and availability of the information that the Company collects and stores by identifying, preventing and mitigating cybersecurity threats and effectively responding to cybersecurity incidents when they occur. Our enterprise security program has been developed based on industry standards, including those published by the International Organization for Standardization (ISO) and the National Institute of Standards and Technology (“NIST”).
Governance - The Board has designated that the Risk Management Committee is responsible for overseeing cybersecurity risks, and our Senior Vice President of Information Technology and Supply Chain Management (“SVP of IT & SCM”) reports to the Risk Management Committee on cybersecurity matters. The SVP of IT & SCM has over 20 years of experience in IT systems, IT infrastructure, fab and manufacturing environments, and site disaster recovery and compliance. Our IT administration team supports the SVP of IT & SCM and has deep working knowledge of the NIST cybersecurity framework, the Cybersecurity Maturity Model Certification (CMMC) program, ISO 27001, and extensive experience in systems and technology infrastructure management. In addition, our Director of Corporate Security reports to our Chief Risk and Compliance Officer and is involved in the ongoing compliance with relevant cybersecurity regulations, including with regard to cybersecurity monitoring and incident response (as noted below). The Director of Corporate Security has over 20 years of experience in quality systems, semiconductor manufacturing, and industrial security.
Risk Assessment - Our enterprise risk assessment is performed by executives, management, and functional and department-level subject matter experts. This group engages in the ongoing monitoring of identified risks to the Company and risk mitigation efforts. Our enterprise risk management process captures the potential impact and likelihood of cybersecurity risk events by evaluating our current cybersecurity risk environment and our existing cybersecurity controls. Risks identified by our cybersecurity program are analyzed to determine the potential impact on us and the likelihood of occurrence. Such risks are continuously monitored to ensure that the circumstances and severity of such risks have not changed. The SVP of IT & SCM, senior leadership, and our internal audit function provide both the full Board and the Risk Management Committee with periodic updates on the performance of our cybersecurity program.
Monitoring and Incident Response - The Company’s cybersecurity program protects against threats through use of the following measures: identifying critical assets and high-risk threats; implementing cybersecurity detection, controls and remediation practices; implementing a third-party risk management program to evaluate our critical partners’ cyber posture; and evaluating our program effectiveness by performing internal and external assessments. The Company engages a third-party service provider to perform annual internal and external penetration testing under NIST special paper (SP) 800-171 requirements to identify potential gaps that require remediation. In addition, the Company utilizes several industry-standard software applications to monitor for cybersecurity threats and alert our Director of Corporate Security and IT administration of any incidents that require escalation to the SVP of IT & SCM and the Risk Management Committee. Threats and incidents identified are immediately investigated by the IT administration team and appropriate action is taken to mitigate the impact to the Company.
Education and Awareness - We conduct regular workforce training to instruct employees to identify cybersecurity concerns and take the appropriate action. We install and regularly update antivirus software on all company managed systems and workstations to detect and prevent malicious code from impacting our systems. In addition, we have a product security team focused on integrating risk and security best practices into our product development life cycle. Periodically, we are audited by an independent information systems expert to determine both the adequacy of, and compliance with, controls and standards.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block] The Board is actively involved in oversight of the Company’s risk management program, and cybersecurity represents an important component of the Company’s overall approach to enterprise risk management. In general, the Company seeks to address cybersecurity risks through a comprehensive and cross-functional approach that is focused on preserving the confidentiality, security and availability of the information that the Company collects and stores by identifying, preventing and mitigating cybersecurity threats and effectively responding to cybersecurity incidents when they occur. Our enterprise security program has been developed based on industry standards, including those published by the International Organization for Standardization (ISO) and the National Institute of Standards and Technology (“NIST”).
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block] The Board is actively involved in oversight of the Company’s risk management program, and cybersecurity represents an important component of the Company’s overall approach to enterprise risk management.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] The Board has designated that the Risk Management Committee is responsible for overseeing cybersecurity risks, and our Senior Vice President of Information Technology and Supply Chain Management (“SVP of IT & SCM”) reports to the Risk Management Committee on cybersecurity matters.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] Our enterprise risk assessment is performed by executives, management, and functional and department-level subject matter experts. This group engages in the ongoing monitoring of identified risks to the Company and risk mitigation efforts. Our enterprise risk management process captures the potential impact and likelihood of cybersecurity risk events by evaluating our current cybersecurity risk environment and our existing cybersecurity controls. Risks identified by our cybersecurity program are analyzed to determine the potential impact on us and the likelihood of occurrence. Such risks are continuously monitored to ensure that the circumstances and severity of such risks have not changed. The SVP of IT & SCM, senior leadership, and our internal audit function provide both the full Board and the Risk Management Committee with periodic updates on the performance of our cybersecurity program.
Cybersecurity Risk Role of Management [Text Block] Our enterprise risk assessment is performed by executives, management, and functional and department-level subject matter experts. This group engages in the ongoing monitoring of identified risks to the Company and risk mitigation efforts. Our enterprise risk management process captures the potential impact and likelihood of cybersecurity risk events by evaluating our current cybersecurity risk environment and our existing cybersecurity controls. Risks identified by our cybersecurity program are analyzed to determine the potential impact on us and the likelihood of occurrence. Such risks are continuously monitored to ensure that the circumstances and severity of such risks have not changed. The SVP of IT & SCM, senior leadership, and our internal audit function provide both the full Board and the Risk Management Committee with periodic updates on the performance of our cybersecurity program.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] The Board has designated that the Risk Management Committee is responsible for overseeing cybersecurity risks, and our Senior Vice President of Information Technology and Supply Chain Management (“SVP of IT & SCM”) reports to the Risk Management Committee on cybersecurity matters. The SVP of IT & SCM has over 20 years of experience in IT systems, IT infrastructure, fab and manufacturing environments, and site disaster recovery and compliance. Our IT administration team supports the SVP of IT & SCM and has deep working knowledge of the NIST cybersecurity framework, the Cybersecurity Maturity Model Certification (CMMC) program, ISO 27001, and extensive experience in systems and technology infrastructure management. In addition, our Director of Corporate Security reports to our Chief Risk and Compliance Officer and is involved in the ongoing compliance with relevant cybersecurity regulations, including with regard to cybersecurity monitoring and incident response (as noted below).
Cybersecurity Risk Management Expertise of Management Responsible [Text Block] The SVP of IT & SCM has over 20 years of experience in IT systems, IT infrastructure, fab and manufacturing environments, and site disaster recovery and compliance. Our IT administration team supports the SVP of IT & SCM and has deep working knowledge of the NIST cybersecurity framework, the Cybersecurity Maturity Model Certification (CMMC) program, ISO 27001, and extensive experience in systems and technology infrastructure management. In addition, our Director of Corporate Security reports to our Chief Risk and Compliance Officer and is involved in the ongoing compliance with relevant cybersecurity regulations, including with regard to cybersecurity monitoring and incident response (as noted below). The Director of Corporate Security has over 20 years of experience in quality systems, semiconductor manufacturing, and industrial security.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block] Our enterprise risk assessment is performed by executives, management, and functional and department-level subject matter experts. This group engages in the ongoing monitoring of identified risks to the Company and risk mitigation efforts. Our enterprise risk management process captures the potential impact and likelihood of cybersecurity risk events by evaluating our current cybersecurity risk environment and our existing cybersecurity controls. Risks identified by our cybersecurity program are analyzed to determine the potential impact on us and the likelihood of occurrence. Such risks are continuously monitored to ensure that the circumstances and severity of such risks have not changed. The SVP of IT & SCM, senior leadership, and our internal audit function provide both the full Board and the Risk Management Committee with periodic updates on the performance of our cybersecurity program. The Company engages a third-party service provider to perform annual internal and external penetration testing under NIST special paper (SP) 800-171 requirements to identify potential gaps that require remediation. In addition, the Company utilizes several industry-standard software applications to monitor for cybersecurity threats and alert our Director of Corporate Security and IT administration of any incidents that require escalation to the SVP of IT & SCM and the Risk Management Committee. Threats and incidents identified are immediately investigated by the IT administration team and appropriate action is taken to mitigate the impact to the Company.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.0.1
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 29, 2024
Accounting Policies [Abstract]  
Principles of Consolidation
Principles of Consolidation
The consolidated financial statements include the Company’s assets, liabilities, revenues, and expenses, as well as the assets, liabilities, revenues, and expenses of subsidiaries in which it has a controlling financial interest, SkyWater Technology Foundry, Inc. (“SkyWater Technology Foundry”), SkyWater Federal, LLC (“SkyWater Federal”), and SkyWater Florida, Inc. (“SkyWater Florida”), as well as Oxbow Realty Partners, LLC (“Oxbow Realty”), a variable interest entity (“VIE”) for which SkyWater is the primary beneficiary and an affiliate of the Company’s principal stockholder. The Company reports noncontrolling interests for amounts that are attributable to ownership interests other than the Company’s common shareholders. All intercompany accounts and transactions have been eliminated in consolidation.
Fiscal Period
The consolidated statements of operations, shareholders’ equity and cash flows are for the fiscal years ended December 29, 2024, December 31, 2023 and January 1, 2023. The Company’s fiscal year ends on the Sunday closest to the end of the calendar year. The fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 each contained 52 weeks.
Liquidity and Cash Requirements
Liquidity and Cash Requirements
For the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, the Company incurred net losses attributable to SkyWater Technology, Inc. of $6,793, $30,756, and $39,593, respectively. As of December 29, 2024 and December 31, 2023, the Company held cash and cash equivalents of $18,844 and $18,382, respectively.
SkyWater’s ability to execute its operating strategy is dependent on its ability to maintain liquidity and continue to access capital through the Revolver (as defined in Note 6 – Debt), and other sources of financing. The current business plans indicate that the Company maintains sufficient liquidity to continue its operations and maintain compliance with financial covenants for the next twelve months from the date the consolidated financial statements are issued. As a result of amendments made on November 19, 2024, the Revolver matures on December 31, 2028 and provides for a maximum revolving facility amount of $130,000. The Company has also obtained a support letter from Oxbow Industries, LLC (“Oxbow Industries”), an affiliate of the Company’s principal stockholder, to provide funding in an amount up to $12,500, if necessary, to enable the Company to meet its obligations as they become due through March 18, 2026. Based upon SkyWater’s operational forecasts, cash and cash equivalents on hand, available borrowings on the Revolver, and the support letter from Oxbow Industries, as needed, management believes SkyWater will have sufficient liquidity to fund its operations for the next twelve months from the date these consolidated financial statements are issued.
Use of Estimates
Use of Estimates
The preparation of the consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the fiscal years then ended. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations, and various other assumptions that management believes are reasonable under the circumstances. Actual results could differ from those estimates.
Net Loss Per Share
Net Loss Per Share
Basic net loss per common share is calculated by dividing the net loss attributable to SkyWater Technology, Inc. by the weighted-average number of shares outstanding during the reporting periods, without consideration for potentially dilutive securities. Diluted net loss per common share is computed by dividing the net loss attributable to SkyWater Technology, Inc. by the weighted-average number of shares and potentially dilutive securities outstanding during the reporting periods determined using the treasury-stock method. Because the Company reported a net loss attributable to SkyWater Technology, Inc. for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share because the potentially dilutive shares would have been anti-dilutive if included in the calculation. At December 29, 2024, December 31, 2023, and January 1, 2023, there were restricted stock units and stock options totaling 1,269,134, 2,294,000 and 2,209,000, respectively, excluded from the computation of diluted weighted-average shares outstanding because their inclusion would have been anti-dilutive.
Reportable Segment and Geographic Information
Reportable Segment and Geographic Information
Reportable segments are identified as components of an enterprise about which separate financial information is available for evaluation by the chief operating decision maker in making decisions regarding resource allocation and assessing performance. SkyWater operates and manages its business as one reportable segment. See Note 17 - Reportable Segment and Geographic Information for segment and geography-specific disclosures.
Recently Adopted Accounting Standards And Recently Issued Accounting Standards Not Yet Adopted
Recently Adopted Accounting Standards
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (ASU No. 2023-07”). The amendments in this update improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. SkyWater adopted ASU 2023-07 on January 1, 2024 as shown in its annual consolidated financial statements for its fiscal year ending December 29, 2024. See Note 17 - Reportable Segment and Geographic Information for further information. Prior period information has been updated to reflect the new disclosure requirements.
Recently Issued Accounting Standards Not Yet Adopted
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (“ASU 2023-09”). The amendments in this update improve existing income tax disclosures, notably with respect to the income tax rate reconciliation and income taxes paid disclosures, and are effective for annual periods beginning after December 15, 2025. As an emerging growth company, SkyWater will adopt the amendments in ASU 2023-09 for its fiscal year ending January 3, 2027. The Company is evaluating the impacts of the amendments on its consolidated financial statements and the accompanying notes to the financial statements.
In November of 2024, the FASB issued ASU No. 2024-03, Income Statement — Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”). The amendments in this update require disaggregated disclosure of income statement expenses for public business entities. The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. The amendments in ASU 2024-03 are effective for annual periods beginning after December 15, 2026. SkyWater will adopt the amendments in this update for its fiscal year ending January 2, 2028. The Company is evaluating the impacts of the amendments on its consolidated financial statements and the accompanying notes to the financial statements.
Cash and Cash Equivalents
Cash and Cash Equivalents
All highly liquid debt instruments purchased with an original maturity of three months or less are considered to be cash equivalents. The Company maintains its cash in bank deposit accounts which, at times, may exceed federally insured limits. The Company has not experienced any losses in its deposit accounts.
Accounts Receivable
Accounts Receivable
Accounts receivable are carried at original invoiced amounts, less an estimate made for expected credit losses based on the Company’s expectation of losses to be incurred. Management determines the need for an allowance for credit losses through the review of its historical write-offs and recoveries and assessment of current and future economic conditions. Accounts receivable are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received.
Contract Assets
Contract Assets
Contract assets represent SkyWater’s rights to payments for services it has transferred to its customers but has not yet billed to its customers.
Inventory
Inventory
Inventory consist of raw materials, work in process, and finished goods. Cost is determined on the first-in, first-out basis. Raw materials are stated at weighted-average cost, while work in process and finished goods inventory is stated at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated selling costs. When net realizable value (which requires projecting future average selling prices, sales volumes, and costs to complete work in process) is below cost, the Company records a charge to cost of revenue to write down inventory to its estimated net realizable values in advance of when the inventory is actually sold.
Supplies and spare parts are measured at weighted-average cost and expensed when utilized. Supplies and spare parts are classified as inventory if expected to be used within one year. Supplies and spare parts not expected to be used within one year are classified as other assets in the Company’s consolidated balance sheets.
Property and Equipment
Property and Equipment
Property and equipment is recorded at cost when acquired. The costs of additions and improvements are capitalized. The cost of repairs and maintenance are expensed in the period incurred. When equipment is sold or retired, the related net carrying amount of the equipment is de-recognized and a gain or loss is recorded in the consolidated statements of operations based on the proceeds received from the disposition. Depreciation expense is computed using the straight-line attribution method and recognized over the estimated useful lives of the assets assigned for accounting purposes, which are generally seven to ten years for machinery and equipment, ten years for building improvements, and 25 years for buildings.
Intangible Assets
Intangible Assets
Intangible assets consist of payments made under software and technology licensing arrangements with third-parties. These intangible assets are amortized over their identified finite lives.
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets
SkyWater assesses long-lived assets, including property and equipment, lease right-of-use assets and intangible assets with definite lives, for impairment using a two-step process whenever events or changes in circumstances indicate that the asset group’s carrying amount may not be recoverable. In the first step, SkyWater assesses the recoverability of the asset group by comparing the carrying amount of the asset group against the sum of the undiscounted future cash flows expected to be generated by the asset group. If the sum of undiscounted future cash flows expected to be generated by an asset group exceed the carrying amount of the asset group, the carrying amount of the asset group is recoverable and not impaired; the second step of the assessment is not completed. If the carrying amount of the asset group exceeds the sum of the undiscounted future cash flows expected to be generated by the asset group, SkyWater completes a second step and determines the fair value of the asset group. If the fair value of the asset group exceeds the carrying amount of the asset group, the asset group is not impaired. If the carrying amount of the asset group exceeds the fair value of the asset group, an impairment loss is recognized in the consolidated statement of operations to the extent the carrying amount of the asset group exceeds the fair value of the asset group, not to exceed the carrying amount of the asset group.
Leases
Leases
The Company leases certain property and equipment, such as its Minnesota facility, its office location in Florida, and certain production equipment under finance leases. It also leases its manufacturing location in Florida and warehouse space in Minnesota under operating leases. The Company applies the provisions of ASC Topic 842, Leases (“Topic 842”) to determine if an arrangement is, or contains, a lease at contract inception. The Company applies many of the exemptions allowed in Topic 842, notably the Company (1) excludes leases with an initial term of twelve months or less from its lease accounting and (2) accounts for lease and nonlease components as a single component (only for equipment leases). Lease expense for operating lease payments is recognized on a straight-line basis over the lease term.
Pursuant to Topic 842, the Company recognizes right-of-use assets (“ROU”) and lease liabilities for operating leases on its balance sheet. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease ROU assets are recognized at the inception of a lease based on the present value of lease payments over the lease term. For leases that do not provide an implicit rate, the Company uses its incremental borrowing rate at the lease inception date in determining the present value of lease payments. Some of the Company’s leases include options to extend or cancel the lease term, which is only included in the lease liability and right-of-use assets calculation when it is reasonably certain the Company will exercise that option at the inception of the lease.
Deferred Debt Issuance Costs
Deferred Debt Issuance Costs
Deferred debt issuance costs consist of costs incurred in relation to obtaining the Company’s financing and revolving credit facility. These costs are amortized over the life of the related agreements using the effective interest method for its financing and the straight-line method for its revolving credit facilities. The amortization of these costs is included in interest expense. The unamortized debt issuance costs and debt discount are presented as a reduction of the outstanding borrowings in the consolidated balance sheets. Unamortized deferred debt issuance costs and debt discount at the time of an extinguishment of debt are charged to interest expense, as are third-party costs of a modification.
Contingent Consideration
Contingent Consideration
In connection with SkyWater’s acquisition of the business from Cypress Semiconductor Corporation (“Cypress”), the purchase price of the acquisition was allocated to assets acquired and liabilities assumed, at fair value, and did not result in any goodwill being recorded. The Company recorded a contingent consideration liability of $24,900 for the future estimated earn-out/royalties owed on ATS revenue, at fair value as of the acquisition date in March 2017. For each reporting period thereafter, the Company revalued future estimated earn-out payments and recorded the changes in fair value of the liability in the consolidated statements of operations.
Variable Interest Entities
Variable Interest Entities
The Company evaluates whether an entity is a VIE based on the sufficiency of the entity’s equity at risk and by determining whether the equity holders have the characteristics of a controlling financial interest. If an entity is a VIE, SkyWater determines if it is the primary beneficiary of the VIE by assessing whether it has the power to direct the activities that most significantly impact the economic performance of the VIE, as well as the obligation to absorb losses, or the right to receive benefits, that may be significant to the VIE. These determinations require management to make judgments and assumptions about the VIE’s forecasted financial performance and the volatility inherent in those forecasted results. The Company regularly reviews its arrangements and agreements and assesses whether events or conditions may exist that result in an entity becoming a VIE, or the Company becoming the primary beneficiary of an existing VIE - see Note 15 – Variable Interest Entity. Non-controlling interests reported in shareholders’ equity on the consolidated balance sheets represent the ownership interests in the consolidated VIE held by entities or persons other than SkyWater.
Revenue Recognition
Revenue Recognition
Revenue is recognized when control of promised goods or services are transferred to the Company’s customers, in amounts that reflect the consideration the Company expects to be entitled to in exchange for those goods or services. To recognize revenue, the Company applies a five-step process to evaluate customer arrangements as follow: (1) it identifies the customer contract; (2) it identifies the performance obligations within the customer contract; (3) it determines the transaction price; (4) it allocates the transaction price to the performance obligations within the contract; and (5) it recognizes revenues when, or as, it satisfies the performance obligations within the contract. The Company accounts for a contract when it has approval and commitment from all parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of the transaction price is reasonably assured. At contract inception, the Company applies judgment in determining the customer’s ability and intention to pay amounts to which the Company is entitled as they become due based on a variety of factors including the customer’s historical payment experience. See below and Note 4 – Revenue, for further discussion of SkyWater’s revenue.
ATS development - ATS development contracts are focused on the performance of process development services, the output of which is a manufacturing plan that defines the steps and activities needed to produce customer wafers at high volumes and with high yields. Wafer manufacturing development services do not include services to manufacture customer wafers at scale. ATS development contracts are complex and wafer manufacturing development services are often either the lone performance obligation in an ATS development contract, or the performance obligation to which the majority of the contract value is allocated. The Company has fixed price, time-and-materials and cost-plus-fixed-fee contracts with its ATS development customers. The Company’s ATS development customers receive the benefits of these services, and revenue from performance of these services are largely recognized over time as they are performed.
Revenue on fixed price contracts is recognized using either an output or input method based upon the method that best measures the value of the services performed for the Company’s customers. Whether an input or output method is selected requires judgment and is subject to thorough analysis of the terms of each fixed price contract. The Company consistently uses either its output method or input method for similar performance obligations and in similar circumstances.
The Company’s output method of revenue recognition evaluates the steps and activities needed to complete manufacturing development services and relies on surveys of steps and activities completed as of the reporting date in relation to the then current manufacturing development plans to measure the level of progress on the service. There are many steps and activities included in the Company’s manufacturing development plans. The time and effort to complete the steps and activities are very similar, which demonstrates a level of uniformity. This uniformity accurately conveys the steps and activities successfully validated during development in relation to the development plan and therefore provides a faithful representation of the progress achieved on wafer manufacturing development services. Based on the level of progress, the Company records the proportion of the transaction price allocated to wafer manufacturing development services as revenue in the period. Manufacturing development plans are subject to change as data is analyzed and the plans are revised. Development of production plans are technical endeavors and adjustment to manufacturing development plans may impact the percentage of progress achieved and result in cumulative adjustments of revenue.
The Company uses the input method of revenue recognition for larger customer programs that are focused on development of new applications, or whose manufacturing processes will rely on new or emerging technologies. Wafer manufacturing development services for these customers is inherently more complex and requires more changes to manufacturing development plans over the period of service performance. Given the level of technical complexity and the expectation that there will be more changes to manufacturing plans as compared to other customer programs, the Company measures progress by comparing costs incurred to date to estimated total cost required to complete wafer manufacturing development services. The Company records that proportion of the transaction price allocated to wafer manufacturing development services as revenue in the period. Costs include labor costs, manufacturing costs, material costs, and other direct costs incurred while performing the services. The estimation of total costs requires significant judgment and any adjustment to estimates of total cost may impact the percentage of progress achieved and could result in cumulative adjustments of revenue.
When contracts are fixed price, the Company completes an evaluation of onerous ATS development contracts as of the reporting date for each separate contract, not for separate performance obligations in each contract. The Company recognizes losses on onerous ATS development contracts depending on whom the customer is based on the following:
•U.S. Federal Government – The Company designates all ATS development contracts with the U.S. Federal Government as production-type service contracts; accordingly, it accrues liabilities for onerous contracts in the period it becomes evident the contract will result in a loss.
•Customers other than the U.S. Federal Government – As the Company generally develops wafer manufacturing plans for its customers under ATS development contracts, ATS development contracts with non-U.S. Federal Government ATS development customers do not represent production-type service contracts; accordingly, the Company recognizes losses as the losses are incurred; it does not accrue liabilities for anticipated future losses.
In addition, ATS development revenue includes lease revenue consistent with Topic 842. SkyWater executed a contract with a customer that includes an operating lease for the right to use a specified portion of the Company’s Minnesota facility to produce wafers using the customer’s equipment. The contractual amounts that relate to revenue from an operating lease are recorded as deferred revenue, and are recognized over the estimated lease term.
Wafer Services - Wafers are goods that are generally customer specific, highly customized and have no alternative use to the Company. Wafer Services customers contract with the Company to manufacture wafers based on their manufacturing design specifications. The terms of Wafer Services contracts dictate when control over wafers is transferred to the Company's customers.
For contracts where orders are non-cancelable and the Company thereby maintain enforceable rights to customer performance, including rights to payment for partially completed wafers at reasonable margins, control over wafers transfers to its customers as wafers are manufactured. For these contracts, the Company recognizes revenue using an input method. This method measures the percentage of completion of wafers still in the manufacturing process by comparing total costs incurred to date to the total estimated costs to manufacture the wafers. The Company records that proportion of the transaction price as revenue in the period. The input method provides the best method of progress as it considers the steps and activities needed to manufacture a wafer and the costs associated with those steps. Costs include labor costs, manufacturing costs, material costs, and other direct costs required to manufacture the customer’s wafers. The estimation of total costs requires judgment and any adjustment to estimates of cost to complete manufacturing may impact the percentage of completion achieved and could result in cumulative adjustments of revenue.
When the Company’s contracts allow for orders to be canceled and do not maintain enforceable rights to customer performance on canceled orders, including a right to payment for partially completed wafers at reasonable margins, control of wafers transfers to its customers at the point in time when wafer manufacturing is complete, and control of the wafers transfers to the customer pursuant to the customer contract and shipping terms.
The Company has a long-standing relationship with a significant Wafer Services customer. The terms and conditions of this relationship have evolved over time and have impacted the manner in which the Company has recognized revenue. In March 2022, the Company signed a new contract with this customer pursuant to which orders are non-cancelable and the customer maintains obligations to specific performance, including an enforceable obligation to payment for the cost of partially completed orders plus a reasonable profit margin. Given that the wafers produced for this customer are for customer-specific applications with no alternative use to the Company, control of the wafers transfers to the customer over time as the wafers are manufactured.
Prior to March 2022, this customer’s agreement allowed it to operate under a bill and hold arrangement where completed wafers it purchased were shipped to them at a later date of their choosing. Pursuant to the terms of this arrangement, transfer of control of the wafers, and revenue recognition occurred as wafers completed post-manufacturing electrical testing and became available for shipment to the customer. Prior to March 2022, wafers manufactured while bill and hold provisions were in place, were separately identified as belonging to this customer, the wafers were denoted as ready for shipment to this customer in their then current form, and the Company did not have the ability to direct or sell the wafers to different customers. Upon completion of post-manufacturing electrical testing, the Company had the right to invoice this customer. This customer also obtained legal title and the risks and rewards of ownership at that point.
In March 2022 as a result of entering into the new contract with this customer, the Company transitioned away from its point in time method of revenue recognition to its over-time input method of revenue recognition and recorded a one-time, cumulative adjustment to revenue of $8,290 for wafers still being manufactured at the time the new contract became enforceable.
Tools - The Company procures tools on behalf of certain customers. Tool revenue is recognized at the point in time when control of the tool transfers to the customer. The point in time when control of a tool transfers to the customer is determined by customer contract terms. For some customers, control transfers when the tool is shipped or delivered to a SkyWater facility, while for other customers, control transfers when the tool is installed, qualified, and placed into service at a SkyWater facility.
Research and Development Expense
Research and Development Expense
Research and development costs are expensed as incurred. Research and development expense include all costs incurred related to internal technology and process improvements and non-customer funded technology transfers.
Licensed Technology
Licensed Technology
The Company licenses technology and pays royalties based on the revenue of the related products or services sold by the Company. Royalties are expensed as incurred and included in cost of revenue in the consolidated statements of operations.
Equity-Based Compensation
Equity-Based Compensation
Compensation associated with the Company’s equity-based compensation plans are measured at fair value as of the grant date based on the terms of the award granted. As the Company’s awards are tied to service conditions, compensation expense is recognized over the requisite service period. Forfeitures reduce compensation expense for non-vested awards in the period a forfeiture occurs. The Black-Scholes Option-Pricing Model (the “Black-Scholes Model”) is used to measure the grant-date-fair-value of awards. The Black-Scholes Model requires certain assumptions to determine an award’s fair value, including expected term, risk-free interest rate, expected volatility, expected dividend yield, and fair value of underlying share of equity to which the award relates.
Investment Tax Credits and Government Assistance
Investment Tax Credits and Government Assistance
The Company recognizes the benefits of government assistance it receives, or expects to receive, only when there is reasonable assurance that the Company will (1) comply with the conditions attached to government assistance; and (2) the government assistance will be received or paid. The Company receives government assistance in the form of refundable investment tax credits available under Section 48D of the Creating Helpful Incentives to Produce Semiconductors for America Act of 2022 (“CHIPS Act”) for eligible capital expenditures. Upon completing all necessary registrations, the Company recognized during its fiscal year ended December 29, 2024 , an income tax receivable of $4,824 for eligible capital expenditures arising from its 2023 and 2024 tax years. As the Section 48 investment tax credit is asset-based, the deferred benefit from the credit has been recorded as a reduction of the cost basis in the underlying equipment from which the tax credit was derived and will be recognized as a reduction of the assets’ depreciation expense over their useful lives. For the fiscal year ended December 29, 2024, $449 of deferred gain was recognized as a reduction of depreciation expense in cost of revenues on the consolidated statement of operations.
Income Taxes
Income Taxes
Income taxes are accounted for under the liability method. Deferred taxes are provided on an asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, operating loss carryforwards, and tax credit carryforwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences represent the tax-effected differences between the GAAP and tax bases of the Company’s assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date the laws are enactment. Interest and penalties are recognized within interest expense and income tax expense (benefit), respectively, in the consolidated statement of operations.
v3.25.0.1
Basis of Presentation and Principles of Consolidation (Tables)
 12 Months Ended
Dec. 29, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Computation of Basic and Diluted Net Loss Per Common Share
The following table sets forth the computation of basic and diluted net loss per common share for the fiscal years ended December 29, 2024, December 31, 2023 and January 1, 2023:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
(in thousands, except per share data)
Numerator: Net loss attributable to SkyWater Technology, Inc. $(6,793)$(30,756)$(39,593)
Denominator: Weighted-average common shares outstanding, basic and diluted
47,396 45,507 40,835 
Net loss per common share, basic and diluted
$(0.14)$(0.68)$(0.97)
v3.25.0.1
Revenue (Tables)
 12 Months Ended
Dec. 29, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregated Revenue The following tables disclose revenue by product type and the timing of recognition of revenue for transfer of goods and services to customers:
Fiscal Year Ended December 29, 2024
Topic 606 Revenue
Lease Revenue Per Topic 842
Point-in-TimeOver TimeTotal Revenue
ATS development
Time-and-materials and cost-plus-fixed-fee contracts$— $140,482 $— $140,482 
Fixed price contracts12,665 80,830 — 93,495 
Other— — 4,668 4,668 
Total ATS development12,665 221,312 4,668 238,645 
Wafer Services
1,803 25,058 — 26,861 
Combined ATS development and Wafer Services14,468 246,370 4,668 265,506 
Tools
76,763 — — 76,763 
Total$91,231 $246,370 $4,668 $342,269 

Fiscal Year Ended December 31, 2023
Topic 606 Revenue
Lease Revenue Per Topic 842
Point-in-TimeOver TimeTotal Revenue
ATS development
Time-and-materials and cost-plus-fixed-fee contracts— $122,343 — $122,343 
Fixed price contracts— 83,893 — 83,893 
Other— — 4,668 4,668 
Total ATS development— 206,236 4,668 210,904 
Wafer Services
7,564 53,563 — 61,127 
Combined ATS development and Wafer Services7,564 259,799 4,668 272,031 
Tools14,651 — — 14,651 
Total$22,215 $259,799 $4,668 $286,682 

Fiscal Year Ended January 1, 2023
Topic 606 Revenue
Lease Revenue Per Topic 842
Point-in-TimeOver TimeTotal Revenue
ATS development
Time-and-materials and cost-plus-fixed-fee contracts$— $85,294 $— $85,294 
Fixed price contracts— 47,938 — 47,938 
Other— — 4,668 4,668 
Total ATS development— 133,232 4,668 137,900 
Wafer Services (1)
20,212 53,283 $— $73,495 
Combined ATS development and Wafer Services20,212 186,515 4,668 211,395 
Tools1,546 — — 1,546 
Total$21,758 $186,515 $4,668 $212,941 

__________________
(1)As discussed in Note 3 – Summary of Significant Accounting Policies, in March 2022, the Company signed a new contract with a significant Wafer Services customer that resulted in a change from the point in time revenue recognition method to the over-time, input revenue recognition method. As a result of the transition, the Company recognized a one-time, cumulative adjustment to Wafer Services revenue of $8,290 for wafers still being manufactured at the time the new contract became enforceable. For the fiscal year ended January 1, 2023, $11,049 of Wafer Services revenues were recognized using the point in time method related to the period before the new contract was enforceable and $48,798 of Wafer Services revenues, inclusive of the one-time, cumulative adjustment, were recognized using the over-time, input method after the contract was enforceable.
Schedule of Contract Assets and Liabilities The table below shows contract asset detail information on a gross basis:
Balance at January 1, 2023$34,625 
Transfers to accounts receivable, net(33,868)
Increase due to revenue recognized in advance of customer billings29,008 
Balance at December 31, 202329,765 
   Transfers to accounts receivable, net(29,230)
   Increase due to revenue recognized in advance of customer billings 20,397 
Balance at December 29, 2024$20,932 
The contract liabilities and other significant components of contract liabilities at December 29, 2024 and December 31, 2023 are as follows:
 December 29, 2024December 31, 2023
Contract
Deferred
Revenue (1)
Lease Deferred 
Revenue
Total
Contract
Liabilities
Contract
Deferred
Revenue (1)
Lease Deferred
Revenue
Total
Contract
Liabilities
Current contract liabilities$53,222 $1,944 $55,166 $44,883 $4,668 $49,551 
Long-term contract liabilities51,901 — 51,901 63,810 1,944 65,754 
Total contract liabilities$105,123 $1,944 $107,067 $108,693 $6,612 $115,305 
__________________
(1)Contract deferred revenue includes $48,200 and $59,323 at December 29, 2024 and December 31, 2023, respectively, related to material rights provided to a significant customer in exchange for funding additional manufacturing capacity. Of these amounts, $11,123 and $11,123 were classified as current in the consolidated balance sheets at December 29, 2024 and December 31, 2023, respectively
The change in contract liabilities is as follows:
Balance at January 1, 2023$84,875 
Revenue recognized included in the balance at the beginning of the year(22,014)
Increase due to payments received, excluding amounts recognized as revenue
45,832 
Balance at December 31, 2023108,693 
Revenue recognized included in the balance at the beginning of the year(63,575)
Increase due to payments received, excluding amounts recognized as revenue
60,005 
Balance at December 29, 2024$105,123 
v3.25.0.1
Balance Sheet Information (Tables)
 12 Months Ended
Dec. 29, 2024
Balance Sheet Information [Abstract]  
Schedule of Allowance for Credit Loss on Accounts Receivable
Schedule of Inventories
Inventory
December 29, 2024December 31, 2023
Raw materials$3,218 $4,775 
Work-in-process981 19 
Supplies and spare parts10,222 10,547 
Finished goods
114 — 
Total inventories, current14,535 15,341 
Inventory, non-current (1)
4,747 3,293 
Total inventory$19,282 $18,634 
__________________
(1)Inventory, non-current consists of spare parts that will not be used within twelve months.
Schedule of Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets
December 29, 2024December 31, 2023
Prepaid expenses$3,984 $2,663 
Tools purchased for customers (1) 16,923 12,737 
Deferred contract costs1,253 1,453 
Investment tax credit receivable
 		1,316 — 
Income tax receivable — 172 
Total prepaid assets and other current assets$23,476 $17,025 
__________________
(1)The Company acquires tools for its customers that consist of manufacturing equipment its customers will own but will be installed and qualified in a SkyWater facility. Prior to the customer obtaining ownership and control of the equipment, the Company records the costs associated with the acquisition, installation, and qualification of the equipment within prepaid expenses and other current assets. These deferred costs are recognized as cost of revenue when control of the equipment transfers to the customer and the related tools revenue is recognized.
Schedule of Property and Equipment, Net
Property and equipment, net
December 29, 2024December 31, 2023
Land$5,396 $5,396 
Buildings and improvements89,443 88,782 
Machinery and equipment202,667 193,977 
Property and equipment placed in service, at cost (1)297,506 288,155 
Less: accumulated depreciation (1)
(150,657)(137,767)
Property and equipment placed in service, net (1)146,849 150,388 
Property and equipment not yet in service
18,582 8,979 
Total property and equipment, net$165,431 $159,367 
__________________
(1)Includes $10,805 and $13,332 of cost and $2,398 and $3,976 of accumulated depreciation associated with capital assets subject to financing leases at December 29, 2024 and December 31, 2023, respectively. In addition, the December 29, 2024 balance reflects a $4,824 reduction of the cost basis of machinery and equipment arising from investment tax credit on qualifying capital expenditures recognized in fiscal year 2024.
Schedule of Intangible Assets
Intangible assets, net
December 29, 2024December 31, 2023
Software and licensed technology$13,742 $12,148 
Less: accumulated amortization(7,950)(6,476)
Intangible assets placed in service, net5,792 5,672 
Intangible assets not yet in service1,987 — 
Total intangible assets, net$7,779 $5,672 
Schedule of Remaining Estimated Aggregate Annual Amortization Expense
Remaining estimated aggregate annual amortization expense for in-service intangible assets is as follows for future fiscal years:
Amortization
Expense
2025$1,316 
20261,036 
2027653 
2028653 
2029653 
Thereafter1,481 
Total$5,792 
Schedule of Other Assets
Other assets
December 29, 2024December 31, 2023
Inventory, non-current (1)
$4,747 $3,293 
Operating lease right-of-use assets49 96 
Investment tax credit receivable3,200 — 
Other assets492 1,953 
Total other assets$8,488 $5,342 
__________________
(1)Inventory, non-current consists of spare parts that will not be used within twelve months.
Schedule of Accrued Expenses
Accrued expenses
December 29, 2024December 31, 2023
Accrued compensation$6,392 $10,947 
Accrued commissions473 488 
Accrued royalties447 3,122 
Current portion of operating lease liabilities52 48 
Current portion of finance lease liabilities608 645 
Accrued inventory623 1,261 
Accrued consulting fees— 9,345 
Accrued restructuring costs (1)— 1,319 
Accrued warranty (2)
3,752 824 
Accrued vendor purchase commitments (3)
13,718 10,457 
Accrued accounts payable 818 650 
Accrued accounts payable - customer 2,175 4,738 
Accrued utilities1,934 879 
Other accrued expenses5,837 3,568 
Total accrued expenses$36,829 $48,291 
__________________
(1)The Company incurred restructuring costs of $188 and $1,921 during the fiscal years ended December 29, 2024 and December 31, 2023. The Company has $0 remaining to be paid as of December 29, 2024.
(2)The Company accrued provisions for warranties of $3,752 and $824 as of December 29, 2024 and December 31, 2023, respectively. Warranty expense for the fiscal year ended December 29, 2024 was $5,455, and warranty credits for the fiscal year ended December 29, 2024 were $2,527.
(3)The Company accrues outstanding obligations on vendor purchase orders for goods or services provided to the Company for which invoices have not yet been received.
Schedule of Other Noncurrent Liabilities
Other long-term liabilities
December 29, 2024December 31, 2023
Finance lease obligations$8,652 $9,275 
Operating lease liabilities
— 52 
Liability for uncertain tax positions
69 — 
Total other long-term liabilities$8,721 $9,327 
v3.25.0.1
Debt (Tables)
 12 Months Ended
Dec. 29, 2024
Debt Disclosure [Abstract]  
Schedule of Debt Outstanding
The components of debt outstanding at December 29, 2024 and December 31, 2023 are as follows:
December 29, 2024December 31, 2023
Short-term financing
Revolver$30,171 $21,794 
Tool financing advance payments (1)
— 3,822 
Unamortized debt issuance costs
(2,502)(2,851)
Total short-term financing, net of unamortized debt issuance costs
27,669 22,765 
Long-term debt
VIE Financing34,671 35,765 
Tool financing loans (1)
7,253 6,799 
Unamortized debt issuance costs
(2,147)(2,490)
Total long-term debt, including current maturities39,777 40,074 
Less: Current portion of long-term debt(5,073)(3,976)
Total long-term debt, excluding current portion$34,704 $36,098 
__________________
(1)Tool financing advance payments represent proceeds received from equipment lenders prior to the Company placing the tools into service. When the tools are placed into service, financing agreements are executed to repay the equipment lenders the financed acquisition cost of the tools, and any advance payments received from the equipment lenders are converted to tool financing loans and classified as long-term debt in the Company’s condensed consolidated balance sheets. Tool financings are often accounted for as failed sale and leasebacks.
Schedule of Future Principal Payments Future principal payments as of December 29, 2024 of the Company’s long-term debt are as follows:
2025$5,073 
20264,491 
20271,219 
20281,259 
20291,307 
Thereafter28,575 
Total$41,924 
v3.25.0.1
Income Taxes (Tables)
 12 Months Ended
Dec. 29, 2024
Income Tax Disclosure [Abstract]  
Schedule of Components of Income Tax Expense (Benefit)
The components of income tax expense (benefit) are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Current:
Federal$249 $8 $562 
State39 41 3 
Total current tax expense288 49 565 
Deferred:
Federal(303)(570)148 
State255 — 96 
Total deferred tax (benefit) expense(48)(570)244 
Income tax expense (benefit)$240 $(521)$809 
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation between the income tax provision and the amount computed by applying the statutory federal tax rate of 21% to loss before income taxes is as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Taxes at U.S. statutory tax rate$(478)$(5,379)$(7,573)
State income taxes, net of federal income tax benefit(337)(1,053)(1,689)
Permanent differences371 580 337 
Federal tax credits(607)(385)— 
Tax reserves
440 — — 
Return to provision adjustments
(349)(399)— 
Remeasurement of deferred tax assets and liabilities(442)548 (1,469)
Change in valuation allowance2,215 6,256 10,035 
Equity-based compensation329 (200)652 
Non-deductible executive compensation224 891 541 
Non-controlling interest(1,100)(1,194)(746)
Other(26)(186)721 
Income tax expense (benefit)$240 $(521)$809 
Effective income tax rate(10.5)%2.0 %(2.2)%
Schedule of Deferred Tax Assets and Liabilities
The significant components of deferred tax assets and liabilities are reflected in the following table:
December 29, 2024December 31, 2023
Deferred tax assets:
Deferred compensation and accrued vacation$179 $187 
Deferred revenue13,313 17,295 
Financing lease9,769 9,205 
Net operating loss and credit carryforwards13,280 11,703 
Inventory3,765 5,277 
Equity-based compensation2,240 1,317 
Research and development expense13,290 10,992 
Interest expense limitation4,265 1,973 
Lease liability2,028 2,054 
Other1,782 2,324 
Total deferred tax assets63,911 62,327 
Deferred tax liabilities:
Property and equipment(35,109)(36,180)
Prepaids and other(1,224)(715)
Total deferred tax liabilities(36,333)(36,895)
Net deferred tax asset27,578 25,432 
Valuation allowance(28,210)(26,111)
Net deferred tax liability after valuation allowance$(632)$(679)
Schedule of Movement in Gross Unrecognized Tax Benefit Liabilities The following tables set forth changes in our total gross unrecognized tax benefit liabilities, excluding accrued interest, for the year ended December 29, 2024:
Balance at December 31, 2023
$— 
Tax Positions - Additions
440
Tax Positions - Reductions
0
Balance at December 29, 2024
$440 
v3.25.0.1
Equity-Based Compensation (Tables)
 12 Months Ended
Dec. 29, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Black-Scholes Option Pricing Model Assumptions
The fair value of each stock option is estimated on the date of grant using Black-Scholes and the following assumptions. The expected life of an option represents the period of time that options granted are expected to be outstanding and is based on the SEC Simplified Method (midpoint of average vesting time and contractual term). Expected volatility is based on an average of the historical, daily volatility of a peer group of similar companies blended with SkyWater’s historic daily volatility over a period consistent with the expected life assumption ending on the grant date. Risk-free interest rates are based on yields available on the grant dates for U.S. Treasury Strips with maturities consistent with the expected life assumptions. The Company assumed no dividend yield in the valuation of the options granted as it has never declared or paid dividends on its common stock and has no current plans to introduce dividends as it intends to retain earnings for use in operations.
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Expected life
6.25 years6.25 years6.25 years
Expected volatility
73.1% - 78.7%
75.1% - 76.5%
73.0%
Risk-free interest rate
3.80% - 4.70%
3.47% - 4.66%
2.1%
Schedule of Stock Option Activity
The following table summarizes the stock option activity during the fiscal year ended December 29, 2024:
Number of Stock Options
(in thousands)		Weighted Average
Exercise Price Per Share		Weighted-Average Remaining Contractual LifeAggregate Intrinsic Value
(in thousands)
Balance outstanding as of December 31, 20231,637 $11.32 
Granted688 9.98 
Exercised(15)9.08 
Forfeited or canceled(308)11.55 
Balance outstanding as of December 29, 20242,002 10.87 8.0 years$8,131 
Balance vested and exercisable as of December 29, 2024351 $12.26 7.0 years$1,796 
Schedule of Restricted Common Stock Unit Activity
The following table summarizes the restricted common stock unit activity during the fiscal year ended December 29, 2024:
Number of Restricted Common Stock Units
(in thousands)		Weighted Average Grant Date Fair Value Per Share
Balance outstanding as of December 31, 2023
657 $10.18
Granted628 9.54
Vested(326)10.86
Forfeited or canceled(128)10.02
Balance outstanding as of December 29, 2024831 $9.59
Schedule of Black-Scholes ESPP Pricing Model Assumptions
The fair value of the 2021 ESPP is estimated on the date of grant using Black-Scholes and the following assumptions. Expected volatility is based on an average of the historical, daily volatility of SkyWater and a peer group of similar companies over a period consistent with the expected life assumption ending on the grant date. Risk-free interest rates are based on yields available on the grant dates for U.S. Treasury Strips with maturities consistent with the expected life assumptions. The Company assumed no dividend yield in the valuation of the options granted as it has never declared or paid dividends on its common stock and has no current plans to introduce dividends as it intends to retain earnings for use in operations.
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Expected life
0.5 years0.5 years0.5 years
Expected volatility
75.1%75.1%73.0%
Risk-free interest rate
5.11%5.34%3.34%
Weighted average grant-date fair value per share$3.63$3.57$4.45
Schedule of Share-based Compensation Expense
Equity-based compensation expense was allocated in the consolidated statements of operations as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Cost of revenue$2,113 $1,555 $2,470 
Research and development expense
342 464 575 
Selling, general and administrative expense
5,713 4,841 5,171 
$8,168 $6,860 $8,216 
v3.25.0.1
Related Party Transactions (Tables)
 12 Months Ended
Dec. 29, 2024
Related Party Transactions [Abstract]  
Schedule of Future Minimum Lease Commitments Future minimum lease commitments to Oxbow Realty as of December 29, 2024 were as follows (such amounts are eliminated from the consolidated financial statements due to the consolidation of Oxbow Realty, see Note 15 – Variable Interest Entity):
2025$5,149 
20265,252 
20275,357 
20285,464 
20295,573 
Thereafter66,835 
Total lease payments93,630 
Less: imputed interest(65,616)
Total$28,014 
Future maturities of lease liabilities as of December 29, 2024 are as follows:
Fiscal YearOperating LeasesFinance LeasesTotal
2025$53 $1,353 $1,406 
2026— 1,354 1,354 
2027— 1,341 1,341 
2028— 1,135 1,135 
2029— 1,135 1,135 
Thereafter
— 8,551 8,551 
Total lease payments53 14,869 14,922 
Less: Imputed interest
(1)(5,609)(5,610)
Total lease liabilities$52 $9,260 $9,312 
v3.25.0.1
Leases (Tables)
 12 Months Ended
Dec. 29, 2024
Leases [Abstract]  
Schedule of Lease Costs
The components of lease expense are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023
Operating lease cost$51 $51 
Finance lease cost
Amortization of assets913 1,204 
Interest on lease liabilities802 848 
Total net lease cost$1,766 $2,103 
Supplemental cash flow information related to leases are as follows:
Fiscal Year Ended
December 29, 2024December 31, 2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows used for operating leases$51 $49 
Operating cash flows used for finance leases802 848 
Financing cash flows used for finance leases646 935 
ROU assets obtained in exchange for lease liabilities
Operating leases— — 
Finance leases— 811 
The weighted average remaining lease term and weighted average discount rates related to leases are as follows:

December 29, 2024December 31, 2023
Weighted average remaining lease term
Operating leases
1.0 years2.0 years
Finance leases
11.8 years12.5 years
Weighted average discount rate
Operating leases
4.8%4.8%
Finance leases
8.8%8.7%
Schedule of Balance Sheet Lease Information
Supplemental balance sheet information related to leases is as follows:
LeasesClassificationDecember 29, 2024December 31, 2023
Assets
Operating lease ROU assets
Other assets
$49 $96 
Finance lease ROU assets
Property and equipment, net
8,443 9,356 
Total lease ROU assets
8,492 9,452 
Operating lease liabilities
Current portion of operating lease liabilities
Accrued expenses
52 48 
Operating lease liabilities, excluding current portion
Other long-term liabilities
— 52 
Total operating lease liabilities
52 100 
Finance lease liabilities
Current portion of finance lease liabilities
Accrued expenses
608 645 
Finance lease liabilities, excluding current portion
Other long-term liabilities
8,652 9,275 
Total finance lease liabilities
9,260 9,920 
Total lease liabilities
$9,312 $10,020 
Schedule of Maturities of Finance Lease Liabilities
Future maturities of lease liabilities as of December 29, 2024 are as follows:
Fiscal YearOperating LeasesFinance LeasesTotal
2025$53 $1,353 $1,406 
2026— 1,354 1,354 
2027— 1,341 1,341 
2028— 1,135 1,135 
2029— 1,135 1,135 
Thereafter
— 8,551 8,551 
Total lease payments53 14,869 14,922 
Less: Imputed interest
(1)(5,609)(5,610)
Total lease liabilities$52 $9,260 $9,312 
Schedule of Maturities of Operating Lease Liabilities Future minimum lease commitments to Oxbow Realty as of December 29, 2024 were as follows (such amounts are eliminated from the consolidated financial statements due to the consolidation of Oxbow Realty, see Note 15 – Variable Interest Entity):
2025$5,149 
20265,252 
20275,357 
20285,464 
20295,573 
Thereafter66,835 
Total lease payments93,630 
Less: imputed interest(65,616)
Total$28,014 
Future maturities of lease liabilities as of December 29, 2024 are as follows:
Fiscal YearOperating LeasesFinance LeasesTotal
2025$53 $1,353 $1,406 
2026— 1,354 1,354 
2027— 1,341 1,341 
2028— 1,135 1,135 
2029— 1,135 1,135 
Thereafter
— 8,551 8,551 
Total lease payments53 14,869 14,922 
Less: Imputed interest
(1)(5,609)(5,610)
Total lease liabilities$52 $9,260 $9,312 
v3.25.0.1
Variable Interest Entity (Tables)
 12 Months Ended
Dec. 29, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Condensed Balance Sheets
The following table shows the carrying amounts of assets and liabilities of Oxbow Realty as of December 29, 2024 and December 31, 2023. The assets and liabilities are presented prior to consolidation, and thus do not reflect the elimination of intercompany balances.
December 29, 2024December 31, 2023
Cash and cash equivalents$383 $9 
Accounts receivable1,242 8,807 
Finance receivable41,153 40,707 
Other assets107 744 
    Total assets$42,885 $50,267 
Accounts payable$1,217 $6,053 
Accrued expenses80 248 
Contract liabilities1,078 1,283 
Debt34,634 35,722 
    Total liabilities$37,009 $43,306 
SKYWATER TECHNOLOGY, INC.
(Parent Company Only)
Condensed Balance Sheets
December 29, 2024December 31, 2023
(in thousands, except per share data)
Assets
Current assets
Income tax receivable$— $172 
Total current assets— 172 
Due from subsidiaries27,669 15,352 
Investment in subsidiaries57,614 53,740 
Deferred income tax asset
— 3,419 
Total assets$85,283 $72,683 
Liabilities and Shareholders’ Equity
Current liabilities
Short-term financing, net of unamortized debt issuance costs$27,669 $18,943 
Total current liabilities27,669 18,943 
Total liabilities27,669 18,943 
Commitments and contingencies (Note 12)
Shareholders’ equity
Preferred stock, $0.01 par value per share (80,000 shares authorized; zero shares issued and outstanding as of December 29, 2024 and December 31, 2023)
— — 
Common stock, $0.01 par value per share (200,000 shares authorized; 47,704 and 47,028 shares issued and outstanding as of December 29, 2024 and December 31, 2023, respectively)
478 470 
Additional paid-in capital189,132 178,473 
Accumulated deficit(131,996)(125,203)
Total shareholders’ equity57,614 53,740 
Total liabilities and shareholders’ equity$85,283 $72,683 
Schedule of Condensed Income Statements
The following table shows the revenue and expenses of Oxbow Realty for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023. These results of Oxbow Realty are presented prior to consolidation, and thus do not reflect the elimination of intercompany transactions.
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Revenue$5,700 $6,861 $5,052 
General and administrative expenses45 (90)1,016 
Interest expense1,379 1,252 1,314 
Income tax expense— 36 — 
Total expenses1,424 1,198 2,330 
Net income$4,276 $5,663 $2,722 
SKYWATER TECHNOLOGY, INC.
(Parent Company Only)
Condensed Statements of Operations
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
(in thousands, except per share data)
Revenue$— $— $— 
Operating expenses— — — 
Operating income— — — 
Other income (expense), net— — — 
Loss before income taxes and equity in net loss of subsidiaries— — — 
Income tax expense (benefit)— — — 
Equity in net loss of subsidiaries(6,793)(30,756)(39,593)
Net loss
$(6,793)$(30,756)$(39,593)
Net loss per share attributable to common shareholders, basic and diluted
$(0.14)$(0.68)$(0.97)
Weighted average shares outstanding, basic and diluted
47,396 45,507 40,835 
v3.25.0.1
Condensed Financial Information (Parent Company Only) (Tables)
 12 Months Ended
Dec. 29, 2024
Condensed Financial Information Disclosure [Abstract]  
Schedule of Condensed Balance Sheets
The following table shows the carrying amounts of assets and liabilities of Oxbow Realty as of December 29, 2024 and December 31, 2023. The assets and liabilities are presented prior to consolidation, and thus do not reflect the elimination of intercompany balances.
December 29, 2024December 31, 2023
Cash and cash equivalents$383 $9 
Accounts receivable1,242 8,807 
Finance receivable41,153 40,707 
Other assets107 744 
    Total assets$42,885 $50,267 
Accounts payable$1,217 $6,053 
Accrued expenses80 248 
Contract liabilities1,078 1,283 
Debt34,634 35,722 
    Total liabilities$37,009 $43,306 
SKYWATER TECHNOLOGY, INC.
(Parent Company Only)
Condensed Balance Sheets
December 29, 2024December 31, 2023
(in thousands, except per share data)
Assets
Current assets
Income tax receivable$— $172 
Total current assets— 172 
Due from subsidiaries27,669 15,352 
Investment in subsidiaries57,614 53,740 
Deferred income tax asset
— 3,419 
Total assets$85,283 $72,683 
Liabilities and Shareholders’ Equity
Current liabilities
Short-term financing, net of unamortized debt issuance costs$27,669 $18,943 
Total current liabilities27,669 18,943 
Total liabilities27,669 18,943 
Commitments and contingencies (Note 12)
Shareholders’ equity
Preferred stock, $0.01 par value per share (80,000 shares authorized; zero shares issued and outstanding as of December 29, 2024 and December 31, 2023)
— — 
Common stock, $0.01 par value per share (200,000 shares authorized; 47,704 and 47,028 shares issued and outstanding as of December 29, 2024 and December 31, 2023, respectively)
478 470 
Additional paid-in capital189,132 178,473 
Accumulated deficit(131,996)(125,203)
Total shareholders’ equity57,614 53,740 
Total liabilities and shareholders’ equity$85,283 $72,683 
Schedule of Condensed Income Statements
The following table shows the revenue and expenses of Oxbow Realty for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023. These results of Oxbow Realty are presented prior to consolidation, and thus do not reflect the elimination of intercompany transactions.
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
Revenue$5,700 $6,861 $5,052 
General and administrative expenses45 (90)1,016 
Interest expense1,379 1,252 1,314 
Income tax expense— 36 — 
Total expenses1,424 1,198 2,330 
Net income$4,276 $5,663 $2,722 
SKYWATER TECHNOLOGY, INC.
(Parent Company Only)
Condensed Statements of Operations
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
(in thousands, except per share data)
Revenue$— $— $— 
Operating expenses— — — 
Operating income— — — 
Other income (expense), net— — — 
Loss before income taxes and equity in net loss of subsidiaries— — — 
Income tax expense (benefit)— — — 
Equity in net loss of subsidiaries(6,793)(30,756)(39,593)
Net loss
$(6,793)$(30,756)$(39,593)
Net loss per share attributable to common shareholders, basic and diluted
$(0.14)$(0.68)$(0.97)
Weighted average shares outstanding, basic and diluted
47,396 45,507 40,835 
Schedule of Revenue by Country
The following table discloses revenue for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 by country as determined by customer address:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
United States$329,049 $261,274 $184,908 
Canada8,197 8,327 4,135 
Hong Kong878 6,406 6,181 
United Kingdom1,078 4,639 7,147 
All others3,067 6,036 10,570 
Total revenue
$342,269 $286,682 $212,941 
v3.25.0.1
Reportable Segment and Geographic Information (Tables)
 12 Months Ended
Dec. 29, 2024
Segment Reporting [Abstract]  
Schedule of Revenue by Country
The following table discloses revenue for the fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023 by country as determined by customer address:
Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
United States$329,049 $261,274 $184,908 
Canada8,197 8,327 4,135 
Hong Kong878 6,406 6,181 
United Kingdom1,078 4,639 7,147 
All others3,067 6,036 10,570 
Total revenue
$342,269 $286,682 $212,941 
Schedule of Operating and Reportable Segment
The following tables present details of the Company’s operating and reportable segment results:

Fiscal Year Ended
December 29, 2024December 31, 2023January 1, 2023
(in thousands, except per share data)
Revenue
$342,269 $286,682 $212,941 
Cost of revenue
Labor79,430 84,362 66,010 
Direct expenses102,597 102,277 94,668 
Cost of tool revenue 73,281 12,760 — 
Depreciation and amortization
17,335 27,991 26,296 
Total cost of revenue 272,643227,390186,974
Gross profit 69,62659,29225,967
Research and development expense
15,040 10,169 9,431 
Selling, general, and administrative expense
Labor24,582 25,726 20,030 
Direct expenses23,015 37,899 26,216 
Depreciation and amortization429 286 57 
Total selling, general, and administrative expense$48,026 $63,911 $46,303 
Operating income (loss)6,560 (14,788)(29,767)
Other expense:
Loss on debt extinguishment— — 1,101 
Interest expense8,837 10,826 5,194 
Total other expense
$8,837 $10,826 $6,295 
Loss before income taxes
(2,277)(25,614)(36,062)
Income tax expense (benefit)240 (521)809 
Net loss
$(2,517)$(25,093)$(36,871)
v3.25.0.1
Basis of Presentation and Principles of Consolidation - Narrative (Details)
$ in Thousands
 1 Months Ended 12 Months Ended
Aug. 31, 2022
USD ($)
Dec. 29, 2024
USD ($)
segment
shares
Dec. 31, 2023
USD ($)
shares
Jan. 01, 2023
USD ($)
shares
Nov. 19, 2024
USD ($)
Dec. 28, 2022
USD ($)
Accounting Policies [Line Items]            
Net losses incurred   $ (6,793) $ (30,756) $ (39,593)    
Cash and cash equivalents   $ 18,844 $ 18,382      
Number of reportable segments | segment   1        
Revolving Credit Facility            
Accounting Policies [Line Items]            
Revolving credit agreement borrowing capacity         $ 130,000 $ 130,000
Restricted Stock Units And Stock Options            
Accounting Policies [Line Items]            
Units excluded from computation (in shares) | shares   1,269,134 2,294,000 2,209,000    
Provide Funding | Affiliated Entity | Oxbow Industries LLC            
Accounting Policies [Line Items]            
Funding agreement with related party (up to) $ 12,500          
v3.25.0.1
Basis of Presentation and Principles of Consolidation - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Numerator: Net loss attributable to SkyWater Technology, Inc. $ (6,793) $ (30,756) $ (39,593)
Denominator: Weighted-average common shares outstanding, basic (in shares) 47,396 45,507 40,835
Denominator: Weighted-average common shares outstanding, diluted (in shares) 47,396 45,507 40,835
Net loss per common share, basic (in USD per share) $ (0.14) $ (0.68) $ (0.97)
Net loss per common share, diluted (in USD per share) $ (0.14) $ (0.68) $ (0.97)
v3.25.0.1
Summary of Significant Accounting Policies (Details) - USD ($)
 1 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Dec. 01, 2021
Nov. 30, 2021
Mar. 31, 2017
Accounting Policies [Line Items]              
Impairment of long-lived assets   $ 0 $ 0        
Cash paid for contingent consideration   0 0 $ 816,000      
Contingent consideration expenses   0 0 0      
Income tax receivable   0 172,000        
Investment tax credit   4,824,000          
Deferred gain   (449,000)          
Over Time              
Accounting Policies [Line Items]              
Revenue   246,370,000 259,799,000 186,515,000      
Wafer Services | Over Time              
Accounting Policies [Line Items]              
Revenue $ 8,290,000 $ 25,058,000 $ 53,563,000 $ 53,283,000      
Cypress              
Accounting Policies [Line Items]              
Contingent consideration liability             $ 24,900,000
Machinery and equipment              
Accounting Policies [Line Items]              
Property and equipment useful life         10 years 7 years  
Machinery and equipment | Minimum              
Accounting Policies [Line Items]              
Property and equipment useful life   7 years          
Machinery and equipment | Maximum              
Accounting Policies [Line Items]              
Property and equipment useful life   10 years          
Building              
Accounting Policies [Line Items]              
Property and equipment useful life   25 years          
v3.25.0.1
Revenue - Schedule of Disaggregated Revenue (Details) - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   $ 4,668 $ 4,668 $ 4,668
Total Revenue   342,269 286,682 212,941
Revenue recognized from contracts   63,575 22,014  
Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   91,231 22,215 21,758
Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   246,370 259,799 186,515
Combined ATS development and Wafer Services        
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   4,668 4,668 4,668
Total Revenue   265,506 272,031 211,395
Combined ATS development and Wafer Services | Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   14,468 7,564 20,212
Combined ATS development and Wafer Services | Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   246,370 259,799 186,515
Advanced Technology Services (ATS) Development        
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   4,668 4,668 4,668
Total Revenue   238,645 210,904 137,900
Advanced Technology Services (ATS) Development | Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   12,665 0 0
Advanced Technology Services (ATS) Development | Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   221,312 206,236 133,232
Time-and-materials and cost-plus-fixed-fee contracts        
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   0 0 0
Total Revenue   140,482 122,343 85,294
Time-and-materials and cost-plus-fixed-fee contracts | Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   0 0 0
Time-and-materials and cost-plus-fixed-fee contracts | Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   140,482 122,343 85,294
Fixed price contracts        
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   0 0 0
Total Revenue   93,495 83,893 47,938
Fixed price contracts | Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   12,665 0 0
Fixed price contracts | Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   80,830 83,893 47,938
Other        
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   4,668 4,668 4,668
Total Revenue   4,668 4,668 4,668
Other | Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   0 0 0
Other | Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   0 0 0
Wafer Services        
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   0 0 0
Total Revenue   26,861 61,127 73,495
Wafer Services | Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   1,803 7,564 20,212
Revenue recognized from contracts       11,049
Wafer Services | Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue $ 8,290 25,058 53,563 53,283
Revenue recognized from contracts       48,798
Tools        
Disaggregation of Revenue [Line Items]        
Lease Revenue Per Topic 842   0 0 0
Total Revenue   76,763 14,651 1,546
Tools | Point-in-Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   76,763 14,651 1,546
Tools | Over Time        
Disaggregation of Revenue [Line Items]        
Topic 606 Revenue   $ 0 $ 0 $ 0
v3.25.0.1
Revenue - Narrative (Details)
 12 Months Ended
Dec. 29, 2024
USD ($)
contract
Dec. 31, 2023
USD ($)
Jan. 01, 2023
USD ($)
Revenue from Contract with Customer [Abstract]      
Amortization of deferred contract costs $ 172,000 $ 847,000 $ 1,885,000
Deferred contract costs capitalized 0    
Contract assets, net of allowance 20,890,000 29,666,000  
Contract with customer, asset, allowance for credit loss $ 42,000 99,000  
Number of contract modifications | contract 2    
Increase (decrease) in contract liability, adjustment from modification of contract $ (5,616,000) $ 3,601,000 $ 4,700,000
Recognition of revenue from termination of contract and establishment of a new contract 1,902,000    
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-12-30      
Disaggregation of Revenue [Line Items]      
Revenue obligation amount $ 213,529,000    
Revenue recognition period 4 years 3 months 18 days    
v3.25.0.1
Revenue - Changes in Contract Assets (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Contract With Customer, Asset [Roll Forward]    
Contract assets at beginning of period $ 29,765 $ 34,625
Transfers to accounts receivable, net (29,230) (33,868)
Increase due to revenue recognized in advance of customer billings 20,397 29,008
Contract assets at end of period $ 20,932 $ 29,765
v3.25.0.1
Revenue - Schedule of Contract Liabilities (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Disaggregation of Revenue [Line Items]      
Current contract liabilities $ 53,222 $ 44,883  
Long-term contract liabilities 51,901 63,810  
Total contract liabilities 105,123 108,693 $ 84,875
Current deferred lease revenue 1,944 4,668  
Long-term deferred lease revenue 0 1,944  
Total deferred lease revenue 1,944 6,612  
Total current contract liabilities 55,166 49,551  
Total long-term contract liabilities 51,901 65,754  
Total contract liabilities 107,067 115,305  
Customer Contract Including Funding Assistance For Facility Expansion      
Disaggregation of Revenue [Line Items]      
Current contract liabilities 11,123 11,123  
Total contract liabilities $ 48,200 $ 59,323  
v3.25.0.1
Revenue - Changes in Contract Liabilities (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Contract With Customer, Liability [Roll Forward]    
Balance at beginning of period $ 108,693 $ 84,875
Revenue recognized included in the balance at the beginning of the year (63,575) (22,014)
Increase due to payments received, excluding amounts recognized as revenue 60,005 45,832
Balance at end of period $ 105,123 $ 108,693
v3.25.0.1
Balance Sheet Information - Summary of Credit Losses, Accounts Receivable (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Allowance for credit losses - accounts receivable    
Balance at beginning of fiscal year $ 180 $ 1,638
Provision for credit losses 218 146
Accounts written-off 0 1,772
Balance at end of fiscal year 398 180
Cumulative Effect, Period of Adoption, Adjustment    
Allowance for credit losses - accounts receivable    
Balance at beginning of fiscal year $ 0 168
Balance at end of fiscal year   $ 0
v3.25.0.1
Balance Sheet Information - Summary of Inventories (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Balance Sheet Information [Abstract]    
Raw materials $ 3,218 $ 4,775
Work-in-process 981 19
Supplies and spare parts 10,222 10,547
Finished goods 114 0
Total inventories, current 14,535 15,341
Inventory, non-current 4,747 3,293
Total inventory $ 19,282 $ 18,634
v3.25.0.1
Balance Sheet Information - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Balance Sheet Information [Abstract]    
Prepaid expenses $ 3,984 $ 2,663
Tools purchased for customers 16,923 12,737
Deferred contract costs 1,253 1,453
Investment tax credit receivable 1,316 0
Income tax receivable 0 172
Total prepaid assets and other current assets $ 23,476 $ 17,025
v3.25.0.1
Balance Sheet Information - Summary of Property and Equipment, Net (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Property and equipment, net $ 165,431 $ 159,367
Finance lease, right-of-use asset, before accumulated amortization 10,805 13,332
Finance lease, right-of-use asset, accumulated amortization (2,398) (3,976)
Investment tax credit 4,824  
Property, Plant And Equipment Placed In Service    
Property, Plant and Equipment [Line Items]    
Total property and equipment, at cost 297,506 288,155
Less: accumulated depreciation (150,657) (137,767)
Property and equipment, net 146,849 150,388
Land    
Property, Plant and Equipment [Line Items]    
Total property and equipment, at cost 5,396 5,396
Buildings and improvements    
Property, Plant and Equipment [Line Items]    
Total property and equipment, at cost 89,443 88,782
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Total property and equipment, at cost 202,667 193,977
Property And Equipment Not Yet In Service    
Property, Plant and Equipment [Line Items]    
Total property and equipment, at cost $ 18,582 $ 8,979
v3.25.0.1
Balance Sheet Information - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Dec. 01, 2021
Nov. 30, 2021
Debt Instrument [Line Items]          
Depreciation expense $ 16,769 $ 27,123 $ 26,353    
Reduction in depreciation related to investment tax credit 449        
Machinery and equipment          
Debt Instrument [Line Items]          
Property and equipment useful life       10 years 7 years
Software and licensed technology          
Debt Instrument [Line Items]          
Acquired third-party intangible assets $ 1,993 $ 1,871      
Weighted average estimated life of acquired intangibles 7 years 3 months 18 days 7 years 6 months      
Amortization of intangible assets $ 1,474 $ 1,807 $ 1,839    
v3.25.0.1
Balance Sheet Information - Summary of Intangible Assets (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Total intangible assets, net $ 7,779 $ 5,672
Software and licensed technology    
Finite-Lived Intangible Assets [Line Items]    
Software and licensed technology 13,742 12,148
Less: accumulated amortization (7,950) (6,476)
Total intangible assets, net 5,792 5,672
Intangible assets not yet in service    
Finite-Lived Intangible Assets [Line Items]    
Software and licensed technology $ 1,987 $ 0
v3.25.0.1
Balance Sheet Information - Summary of Remaining Estimated Aggregate Annual Amortization Expense (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Total intangible assets, net $ 7,779 $ 5,672
Software and licensed technology    
Finite-Lived Intangible Assets [Line Items]    
2025 1,316  
2026 1,036  
2027 653  
2028 653  
2029 653  
Thereafter 1,481  
Total intangible assets, net $ 5,792 $ 5,672
v3.25.0.1
Balance Sheet Information - Summary of Other Assets (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Balance Sheet Information [Abstract]    
Inventory, non-current $ 4,747 $ 3,293
Operating lease right-of-use assets $ 49 $ 96
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Total other assets Total other assets
Investment tax credit receivable $ 3,200 $ 0
Other assets 492 1,953
Total other assets $ 8,488 $ 5,342
v3.25.0.1
Balance Sheet Information - Summary of Accrued Expenses (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Balance Sheet Information [Abstract]    
Accrued compensation $ 6,392 $ 10,947
Accrued commissions 473 488
Accrued royalties 447 3,122
Current portion of operating lease liabilities $ 52 $ 48
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued expenses Accrued expenses
Current portion of finance lease liabilities $ 608 $ 645
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued expenses Accrued expenses
Accrued inventory $ 623 $ 1,261
Accrued consulting fees 0 9,345
Accrued restructuring costs 0 1,319
Accrued warranty 3,752 824
Accrued vendor purchase commitments 13,718 10,457
Accrued accounts payable 818 650
Accrued accounts payable - customer 2,175 4,738
Accrued utilities 1,934 879
Other accrued expenses 5,837 3,568
Accrued expenses 36,829 48,291
Restructuring costs 188 $ 1,921
Warranty expense 5,455  
Warranty credits $ 2,527  
v3.25.0.1
Balance Sheet Information - Schedule of Other Long-term Liabilities (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Balance Sheet Information [Abstract]    
Finance lease obligations $ 8,652 $ 9,275
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Total other long-term liabilities Total other long-term liabilities
Operating lease liabilities $ 0 $ 52
Liability for uncertain tax positions 69 0
Total other long-term liabilities $ 8,721 $ 9,327
v3.25.0.1
Debt - Summary of Debt Outstanding (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Debt Instrument [Line Items]    
Short-term financing $ 27,669 $ 22,765
Unamortized debt issuance costs (2,502) (2,851)
Long-term debt 41,924  
Unamortized debt issuance costs (2,147) (2,490)
Total long-term debt, including current maturities 39,777 40,074
Less: Current portion of long-term debt (5,073) (3,976)
Total long-term debt, excluding current portion 34,704 36,098
Financing loan    
Debt Instrument [Line Items]    
Long-term debt 7,253 6,799
VIEs | Financing loan    
Debt Instrument [Line Items]    
Long-term debt 34,671 35,765
Financing loan    
Debt Instrument [Line Items]    
Short-term financing 0 3,822
Revolving Credit Facility | Revolver    
Debt Instrument [Line Items]    
Short-term financing $ 30,171 $ 21,794
v3.25.0.1
Debt - Narrative (Details)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 28, 2022
USD ($)
Sep. 30, 2020
USD ($)
Jan. 01, 2023
USD ($)
Dec. 29, 2024
USD ($)
Dec. 31, 2023
USD ($)
Jan. 01, 2023
USD ($)
Nov. 19, 2024
USD ($)
Debt Instrument [Line Items]              
Repayment of outstanding amounts       $ 4,834 $ 2,356 $ 1,224  
Short-term financing, net of unamortized debt issuance costs       27,669 22,765    
Proceeds from sale of other assets     $ 3,100 0 5,190    
Financing loan              
Debt Instrument [Line Items]              
Short-term financing, net of unamortized debt issuance costs       0 3,822    
Revolving Credit Facility              
Debt Instrument [Line Items]              
Revolving credit agreement borrowing capacity $ 130,000           $ 130,000
Variable rate spread (as a percent) 2.50%            
Minimum EBITDA required $ 10,000            
Unfunded capital expenditure 15,000            
Minimum fixed charge coverage amount $ 15,000            
Remaining balance of revolver       99,829      
Revolving Credit Facility | Line of Credit              
Debt Instrument [Line Items]              
Short-term financing, net of unamortized debt issuance costs       $ 30,171 $ 21,794    
Debt instrument, interest rate       8.90%      
Revolving Credit Facility | Minimum              
Debt Instrument [Line Items]              
Fixed charge coverage ratio 1.00            
Revolving Credit Facility | Base Rate              
Debt Instrument [Line Items]              
Variable rate spread (as a percent) 0.50%            
Revolving Credit Facility | Base Rate | Minimum              
Debt Instrument [Line Items]              
Fixed charge coverage ratio 0.0300            
Revolving Credit Facility | Base Rate | Maximum              
Debt Instrument [Line Items]              
Fixed charge coverage ratio 0.0400            
Revolving Credit Facility | Fed Funds Rate              
Debt Instrument [Line Items]              
Variable rate spread (as a percent) 7.00%            
Revolving Credit Facility | SOFR | Minimum              
Debt Instrument [Line Items]              
Fixed charge coverage ratio 0.0400            
Revolving Credit Facility | SOFR | Maximum              
Debt Instrument [Line Items]              
Fixed charge coverage ratio 0.0500            
Line of Credit              
Debt Instrument [Line Items]              
Repayment of outstanding amounts $ 43,495            
Write-off of unamortized debt issuance costs 1,101            
Line of Credit | Revolving Credit Facility              
Debt Instrument [Line Items]              
Debt issuance costs $ 4,277            
Financing loan              
Debt Instrument [Line Items]              
Unamortized debt issuance costs       $ 3,487      
Debt instrument, term       3 years      
Financing loan | VIEs              
Debt Instrument [Line Items]              
Debt instrument, interest rate   3.44%          
Face amount of debt   $ 39,000          
Periodic payment installments   $ 194          
Unamortized debt issuance costs       $ 65      
Debt instrument, term   10 years          
v3.25.0.1
Debt - Summary of Future Principal Payments (Details)
$ in Thousands
Dec. 29, 2024
USD ($)
Debt Instruments [Abstract]  
2025 $ 5,073
2026 4,491
2027 1,219
2028 1,259
2029 1,307
Thereafter 28,575
Total $ 41,924
v3.25.0.1
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Current:      
Federal $ 249 $ 8 $ 562
State 39 41 3
Total current tax expense 288 49 565
Deferred:      
Federal (303) (570) 148
State 255 0 96
Total deferred tax (benefit) expense (48) (570) 244
Income tax expense (benefit) $ 240 $ (521) $ 809
v3.25.0.1
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Income Tax Disclosure [Abstract]      
Statutory federal tax rate 21.00%    
Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Taxes at U.S. statutory tax rate $ (478) $ (5,379) $ (7,573)
State income taxes, net of federal income tax benefit (337) (1,053) (1,689)
Permanent differences 371 580 337
Federal tax credits (607) (385) 0
Tax reserves 440 0 0
Return to provision adjustments (349) (399) 0
Remeasurement of deferred tax assets and liabilities (442) 548 (1,469)
Change in valuation allowance 2,215 6,256 10,035
Equity-based compensation 329 (200) 652
Non-deductible executive compensation 224 891 541
Non-controlling interest (1,100) (1,194) (746)
Other (26) (186) 721
Income tax expense (benefit) $ 240 $ (521) $ 809
Effective income tax rate (10.50%) 2.00% (2.20%)
v3.25.0.1
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Deferred tax assets:    
Deferred compensation and accrued vacation $ 179 $ 187
Deferred revenue 13,313 17,295
Financing lease 9,769 9,205
Net operating loss and credit carryforwards 13,280 11,703
Inventory 3,765 5,277
Equity-based compensation 2,240 1,317
Research and development expense 13,290 10,992
Interest expense limitation 4,265 1,973
Lease liability 2,028 2,054
Other 1,782 2,324
Total deferred tax assets 63,911 62,327
Deferred tax liabilities:    
Property and equipment (35,109) (36,180)
Prepaids and other (1,224) (715)
Total deferred tax liabilities (36,333) (36,895)
Net deferred tax asset 27,578 25,432
Valuation allowance (28,210) (26,111)
Net deferred tax liability after valuation allowance $ (632) $ (679)
v3.25.0.1
Income Taxes - Narrative (Details) - USD ($)
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Income Tax Contingency [Line Items]      
Valuation allowance $ (28,210,000) $ (26,111,000)  
Unrecognized tax benefits that would impact effective tax rate 69,000    
Permanent differences 371,000 580,000 $ 337,000
Penalties and interest expense 0 0 $ 0
Federal Tax Authority      
Income Tax Contingency [Line Items]      
Operating loss carryforwards 11,647,000 11,647,000  
State and Local Jurisdiction      
Income Tax Contingency [Line Items]      
Operating loss carryforwards $ 10,257,000 $ 10,257,000  
v3.25.0.1
Income Taxes - Movement in Gross Unrecognized Tax Benefit Liabilities (Details)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
USD ($)
Unrecognized Tax Benefits [Roll Forward]  
Balance at December 31, 2023 $ 0
Tax Positions - Additions 440
Tax Positions - Reductions 0
Balance at December 29, 2024 $ 440
v3.25.0.1
Shareholders' Equity (Details) - USD ($)
 12 Months Ended
Nov. 17, 2022
Sep. 02, 2022
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Class of Stock [Line Items]          
Stock offering costs     $ 0 $ 0 $ 456,000
Jefferies LLC | Open Market Sales          
Class of Stock [Line Items]          
Sale of stock, ATM authorized amount   $ 100,000,000      
Shares issued in public offering (in shares)       2,081,167  
Public offering price per share (in USD per share)       $ 10.10  
Proceeds from issuance or sale of equity       $ 21,029,000  
Stock offering costs       $ 631,000  
Amount of shares available for issuance     $ 74,930,000    
Needham & Company, LLC | Public oOffering | Common Stock          
Class of Stock [Line Items]          
Shares issued in public offering (in shares) 1,916,667        
Public offering price per share (in USD per share) $ 9.00        
Proceeds from public offering $ 16,100,000        
v3.25.0.1
Equity-Based Compensation - Narrative (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Jun. 07, 2023
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares available for issuance (in shares) 9,522,000      
Share-based compensation expense   $ 8,168 $ 6,860 $ 8,216
Weighted average grant-date fair value of options granted (in USD per share)   $ 6.77 $ 6.65 $ 5.50
Fair value of units vested   $ 3,542 $ 5,001 $ 6,749
Maximum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
ESPP, offering period 27 months      
Minimum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
ESPP, offering period 6 months      
Options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense   3,067 $ 2,157 1,647
Unrecognized compensation cost   $ 8,131    
Weighted average period of recognition for unrecognized compensation cost   2 years 8 months 12 days    
Options | Share-based Payment Arrangement, Tranche Two        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expiration period of options granted   10 years    
Options | Share-based Payment Arrangement, Tranche One        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expiration period of options granted   15 months    
Restricted Stock Units (RSUs)        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Unrecognized compensation cost   $ 3,956    
Weighted average period of recognition for unrecognized compensation cost   1 year 10 months 20 days 1 year 10 months 20 days  
Fair value of units vested   $ 4,005 $ 3,560 5,692
Employee Stock        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense   1,087 $ 1,143 $ 877
Unrecognized compensation cost   $ 204    
Percentage of earnings applied to purchase of stock under ESPP 15.00%      
Shares available for purchase by an employee at each offering period (in shares) 2,500      
Number of shares purchased (in shares)   356,000 326,000 188,000
Amount withheld on behalf employees for future purchases   $ 1,000 $ 735  
Employee Stock | Maximum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Common stock reserved for ESPP issuance (in shares) 1,464,000      
Percentage of fair value of shares at grant date to determine purchase price 15.00%      
v3.25.0.1
Equity-Based Compensation - Schedule of Option Pricing Model Assumption (Details) - Options
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected life 6 years 3 months 6 years 3 months 6 years 3 months
Expected volatility minimum 73.10% 75.10%  
Expected volatility maximum 78.70% 76.50%  
Expected volatility     73.00%
Risk-free interest rate, minimum 3.80% 3.47%  
Risk-free interest rate, maximum 4.70% 4.66%  
Risk-free interest rate     2.10%
v3.25.0.1
Equity-Based Compensation - Schedule of Option Activity (Details)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 29, 2024
USD ($)
$ / shares
shares
Number of Stock Options  
Number of stock options outstanding at beginning of period (in shares) | shares 1,637,000
Number of stock options granted (in shares) | shares 688,000
Number of stock options exercised (in shares) | shares (15,000)
Number of stock options forfeited or canceled (in shares) | shares (308,000)
Number of stock options outstanding at end of period (in shares) | shares 2,002,000
Number of stock options vested and exercisable (in shares) | shares 351,000
Weighted Average Exercise Price Per Share  
Weighted average exercise of options outstanding at beginning of period (in USD per share) | $ / shares $ 11.32
Weighted average exercise of options granted (in USD per share) | $ / shares 9.98
Weighted average exercise of options exercised (in USD per share) | $ / shares 9.08
Weighted average exercise of options forfeited or canceled (in USD per share) | $ / shares 11.55
Weighted average exercise of options outstanding at end of period (in USD per share) | $ / shares 10.87
Weighted average exercise of options vested and exercisable (in USD per share) | $ / shares $ 12.26
Weighted-average remaining contractual life of shares outstanding 8 years
Weighted-average remaining contractual life of shares vested and exercisable 7 years
Aggregate intrinsic value of shares outstanding | $ $ 8,131
Aggregate intrinsic value of shares vested and exercisable | $ $ 1,796
v3.25.0.1
Equity-Based Compensation - Schedule of RSU Activity (Details) - Restricted Stock Units (RSUs)
 12 Months Ended
Dec. 29, 2024
$ / shares
shares
Number of Restricted Common Stock Units  
RSUs outstanding at beginning of period (in shares) | shares 657,000
RSUs granted (in shares) | shares 628,000
RSUs vested (in shares) | shares (326,000)
RSUs forfeited or canceled (in shares) | shares (128,000)
RSUs outstanding at end of period (in shares) | shares 831,000
Weighted Average Grant Date Fair Value Per Share  
Weighted average grant date fair value of RSUs outstanding at beginning of period (in USD per share) | $ / shares $ 10.18
Weighted average grant date fair value of RSUs granted (in USD per share) | $ / shares 9.54
Weighted average grant date fair value of RSUs vested (in USD per share) | $ / shares 10.86
Weighted average grant date fair value of RSUs forfeited or canceled (in USD per share) | $ / shares 10.02
Weighted average grant date fair value of RSUs outstanding at end of period (in USD per share) | $ / shares $ 9.59
v3.25.0.1
Equity-Based Compensation - Schedule of ESPP Pricing Model Assumption (Details) - Employee Stock - $ / shares
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected life 6 months 6 months 6 months
Expected volatility 75.10% 75.10% 73.00%
Risk-free interest rate 5.11% 5.34% 3.34%
Weighted average grant-date fair value per share (in USD per share) $ 3.63 $ 3.57 $ 4.45
v3.25.0.1
Equity-Based Compensation - Schedule of Share-based Compensation Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]      
Share-based compensation expense $ 8,168 $ 6,860 $ 8,216
Cost of revenue      
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]      
Share-based compensation expense 2,113 1,555 2,470
Research and development expense      
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]      
Share-based compensation expense 342 464 575
Selling, general and administrative expense      
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]      
Share-based compensation expense $ 5,713 $ 4,841 $ 5,171
v3.25.0.1
Benefit Plans (Details)
$ in Thousands
 10 Months Ended 12 Months Ended
Mar. 31, 2023
payment
Dec. 29, 2024
USD ($)
Dec. 31, 2023
USD ($)
Jan. 01, 2023
USD ($)
401(k) Plan        
Defined Contribution Plan Disclosure [Line Items]        
Employer discretionary contribution, vesting period   2 years    
Employer contributions   $ 1,909 $ 1,879 $ 1,531
LTIP        
Defined Contribution Plan Disclosure [Line Items]        
Number of equal payments | payment 4      
Compensation expense   $ 0 $ 0 $ 390
LTIP | Benefit Plan, Tranche One        
Defined Contribution Plan Disclosure [Line Items]        
Vesting percentage (as a percent)   0.50    
Vesting period   3 years    
LTIP | Benefit Plan, Tranche Two        
Defined Contribution Plan Disclosure [Line Items]        
Vesting percentage (as a percent)   1    
Vesting period   5 years    
LTIP | Benefit Plan, Tranche Three        
Defined Contribution Plan Disclosure [Line Items]        
Vesting percentage (as a percent)   1    
v3.25.0.1
Fair Value Measurements (Details) - USD ($)
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Fair Value Disclosures [Abstract]      
Impairment charges $ 0 $ 0 $ 0
v3.25.0.1
Commitments and Contingencies - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 25, 2021
Dec. 29, 2024
Dec. 31, 2023
Feb. 28, 2023
Commitments And Contingencies [Line Items]        
Contractual commitments outstanding   $ 24,979 $ 7,910  
Operation of Advanced Wastewater Treatment Facility        
Commitments And Contingencies [Line Items]        
Other commitment   $ 3,700    
Matching Share Of Osceola Project Costs        
Commitments And Contingencies [Line Items]        
Commitment, percentage       20.00%
Other commitment       $ 9,100
Matching Share Of Osceola Project Costs | Maximum        
Commitments And Contingencies [Line Items]        
Amount committed per quarter       $ 1,000
Center For NeoVation        
Commitments And Contingencies [Line Items]        
Contract, termination period 18 months 18 months    
Remaining lease term 6 years      
Center For NeoVation | Maximum        
Commitments And Contingencies [Line Items]        
Contract termination fee $ 15      
Center For NeoVation | Term To Operate The Plant At Full Capacity        
Commitments And Contingencies [Line Items]        
Lease contract term 15 years      
Center For NeoVation | Term To Bring The Plant To Full Production Capacity        
Commitments And Contingencies [Line Items]        
Lease contract term 5 years      
v3.25.0.1
Related Party Transactions - Narrative (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended 12 Months Ended
Aug. 31, 2022
Dec. 29, 2024
Jan. 03, 2021
Dec. 29, 2024
Dec. 31, 2023
Related Party Transaction [Line Items]          
Lease payment       $ 51 $ 49
Oxbow Industries LLC | Affiliated Entity          
Related Party Transaction [Line Items]          
Consulting fees       $ 490  
Oxbow Realty | Affiliated Entity          
Related Party Transaction [Line Items]          
Monthly rental payment     $ 394    
Sale leaseback, lease term     20 years    
Annual percentage increase in monthly lease payments     2.00%    
Lease payment   $ 426      
Provide Funding | Oxbow Industries LLC | Affiliated Entity          
Related Party Transaction [Line Items]          
Funding agreement with related party (up to) $ 12,500        
v3.25.0.1
Related Party Transactions - Summary of Minimum Lease Payments Sale Lease back Transactions (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Related Party Transaction [Line Items]    
2025 $ 53  
2026 0  
2027 0  
2028 0  
2029 0  
Thereafter 0  
Total lease payments 53  
Less: imputed interest (1)  
Total 52 $ 100
Affiliated Entity | Oxbow Realty    
Related Party Transaction [Line Items]    
2025 5,149  
2026 5,252  
2027 5,357  
2028 5,464  
2029 5,573  
Thereafter 66,835  
Total lease payments 93,630  
Less: imputed interest (65,616)  
Total $ 28,014  
v3.25.0.1
Leases - Lease Expenses (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Leases [Abstract]    
Operating lease cost $ 51 $ 51
Amortization of assets 913 1,204
Interest on lease liabilities 802 848
Total net lease cost $ 1,766 $ 2,103
v3.25.0.1
Leases - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Mar. 31, 2020
Leases [Abstract]      
Short-term lease cost $ 0 $ 23  
Revenue from operating lease     $ 21,000
Estimated lease term     4 years 6 months
v3.25.0.1
Leases - Supplemental Cashflow (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Cash paid for amounts included in the measurement of lease liabilities      
Operating cash flows used for operating leases $ 51 $ 49  
Operating cash flows used for finance leases 802 848  
Financing cash flows used for finance leases 646 935 $ 1,603
ROU assets obtained in exchange for lease liabilities      
Operating leases 0 0  
Finance leases $ 0 $ 811  
v3.25.0.1
Leases - Weighted Average Lease Term and Discount Rates (Details)
Dec. 29, 2024
Dec. 31, 2023
Weighted average remaining lease term    
Operating leases 1 year 2 years
Finance leases 11 years 9 months 18 days 12 years 6 months
Weighted average discount rate    
Operating leases 4.80% 4.80%
Finance leases 8.80% 8.70%
v3.25.0.1
Leases - Supplemental Balance Sheet Information (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Leases [Abstract]    
Operating lease ROU assets $ 49 $ 96
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Other assets Other assets
Finance lease ROU assets $ 8,443 $ 9,356
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Property and equipment, net  
Total lease ROU assets $ 8,492 9,452
Current portion of operating lease liabilities $ 52 $ 48
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued expenses Accrued expenses
Operating lease liabilities, excluding current portion $ 0 $ 52
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Other long-term liabilities  
Total $ 52 $ 100
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] Accrued expenses, Other long-term liabilities Accrued expenses, Other long-term liabilities
Current portion of finance lease liabilities $ 608 $ 645
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued expenses Accrued expenses
Finance lease liabilities, excluding current portion $ 8,652 $ 9,275
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Other long-term liabilities Other long-term liabilities
Total finance lease liabilities $ 9,260 $ 9,920
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] Accrued expenses, Other long-term liabilities Accrued expenses, Other long-term liabilities
Total lease liabilities $ 9,312 $ 10,020
v3.25.0.1
Leases - Future Maturities of Lease Liability (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Operating Leases    
2025 $ 53  
2026 0  
2027 0  
2028 0  
2029 0  
Thereafter 0  
Total lease payments 53  
Less: Imputed interest (1)  
Total lease liabilities 52 $ 100
Finance Leases    
2025 1,353  
2026 1,354  
2027 1,341  
2028 1,135  
2029 1,135  
Thereafter 8,551  
Total lease payments 14,869  
Less: Imputed interest (5,609)  
Total lease liabilities 9,260 9,920
Total    
2025 1,406  
2026 1,354  
2027 1,341  
2028 1,135  
2029 1,135  
Thereafter 8,551  
Total lease payments 14,922  
Less: Imputed interest (5,610)  
Total lease liabilities $ 9,312 $ 10,020
v3.25.0.1
Variable Interest Entity - Summary of Condensed Balance Sheet Statements (Details) - USD ($)
$ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Condensed Balance Sheet Statements, Captions [Line Items]    
Cash and cash equivalents $ 18,844 $ 18,382
Total assets 313,775 316,756
Contract liabilities 107,067 115,305
Total liabilities 250,285 256,055
VIEs    
Condensed Balance Sheet Statements, Captions [Line Items]    
Cash and cash equivalents 383 9
Accounts receivable 1,242 8,807
Finance receivable 41,153 40,707
Other assets 107 744
Total assets 42,885 50,267
Accounts payable 1,217 6,053
Accrued expenses 80 248
Contract liabilities 1,078 1,283
Debt 34,634 35,722
Total liabilities $ 37,009 $ 43,306
v3.25.0.1
Variable Interest Entity - Summary of Condensed Income Statements (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Condensed Income Statements, Captions [Line Items]      
Interest expense $ 8,837 $ 10,826 $ 5,194
Income tax expense 240 (521) 809
Net income (6,793) (30,756) (39,593)
VIEs      
Condensed Income Statements, Captions [Line Items]      
Revenue 5,700 6,861 5,052
General and administrative expenses 45 (90) 1,016
Interest expense 1,379 1,252 1,314
Income tax expense 0 36 0
Total expenses 1,424 1,198 2,330
Net income $ 4,276 $ 5,663 $ 2,722
v3.25.0.1
Condensed Financial Information (Parent Company Only) - Condensed Balance Sheets (Details) - USD ($)
$ / shares in Units, $ in Thousands
Dec. 29, 2024
Dec. 31, 2023
Current assets    
Income tax receivable $ 0 $ 172
Total current assets 132,077 146,375
Total assets 313,775 316,756
Current liabilities    
Short-term financing, net of unamortized debt issuance costs 27,669 22,765
Total current liabilities 154,327 144,197
Total liabilities 250,285 256,055
Commitments and contingencies (Note 12)
Shareholders’ equity    
Preferred stock, $0.01 par value per share (80,000 shares authorized; zero shares issued and outstanding as of December 29, 2024 and December 31, 2023) 0 0
Common stock, $0.01 par value per share (200,000 shares authorized; 47,704 and 47,028 shares issued and outstanding as of December 29, 2024 and December 31, 2023, respectively) 478 470
Additional paid-in capital 189,132 178,473
Accumulated deficit (131,996) (125,203)
Total shareholders’ equity, SkyWater Technology, Inc. 57,614 53,740
Total liabilities and shareholders’ equity $ 313,775 $ 316,756
Preferred stock, par value per share (in USD per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 80,000,000 80,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value per share (in USD per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 200,000,000 200,000,000
Common stock, shares issued (in shares) 47,704,000 47,028,000
Common stock, shares outstanding (in shares) 47,704,000 47,028,000
Parent Company    
Current assets    
Income tax receivable $ 0 $ 172
Total current assets 0 172
Investment in subsidiaries 57,614 53,740
Deferred income tax asset 0 3,419
Total assets 85,283 72,683
Current liabilities    
Short-term financing, net of unamortized debt issuance costs 27,669 18,943
Total current liabilities 27,669 18,943
Total liabilities 27,669 18,943
Commitments and contingencies (Note 12)
Shareholders’ equity    
Preferred stock, $0.01 par value per share (80,000 shares authorized; zero shares issued and outstanding as of December 29, 2024 and December 31, 2023) 0 0
Common stock, $0.01 par value per share (200,000 shares authorized; 47,704 and 47,028 shares issued and outstanding as of December 29, 2024 and December 31, 2023, respectively) 478 470
Additional paid-in capital 189,132 178,473
Accumulated deficit (131,996) (125,203)
Total shareholders’ equity, SkyWater Technology, Inc. 57,614 53,740
Total liabilities and shareholders’ equity $ 85,283 $ 72,683
Preferred stock, par value per share (in USD per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 80,000,000 80,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value per share (in USD per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 200,000,000 200,000,000
Common stock, shares issued (in shares) 47,704,000 47,028,000
Common stock, shares outstanding (in shares) 47,704,000 47,028,000
Subsidiaries | Parent Company    
Current assets    
Due from subsidiaries $ 27,669 $ 15,352
v3.25.0.1
Condensed Financial Information (Parent Company Only) - Condensed Statements of Operations (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Condensed Income Statements, Captions [Line Items]      
Revenue $ 342,269 $ 286,682 $ 212,941
Operating income (loss) 6,560 (14,788) (29,767)
Other income (expense), net (8,837) (10,826) (6,295)
Loss before income taxes and equity in net loss of subsidiaries (2,277) (25,614) (36,062)
Income tax expense (benefit) 240 (521) 809
Net loss attributable to SkyWater Technology, Inc. $ (6,793) $ (30,756) $ (39,593)
Net loss per share attributable to common shareholders, basic (in USD per share) $ (0.14) $ (0.68) $ (0.97)
Net loss per share attributable to common shareholders, diluted (in USD per share) $ (0.14) $ (0.68) $ (0.97)
Weighted average shares outstanding, basic (in shares) 47,396 45,507 40,835
Weighted average shares outstanding, diluted (in shares) 47,396 45,507 40,835
Parent Company      
Condensed Income Statements, Captions [Line Items]      
Revenue $ 0 $ 0 $ 0
Operating expenses 0 0 0
Operating income (loss) 0 0 0
Other income (expense), net 0 0 0
Loss before income taxes and equity in net loss of subsidiaries 0 0 0
Income tax expense (benefit) 0 0 0
Equity in net loss of subsidiaries (6,793) (30,756) (39,593)
Net loss attributable to SkyWater Technology, Inc. $ (6,793) $ (30,756) $ (39,593)
Net loss per share attributable to common shareholders, basic (in USD per share) $ (0.14) $ (0.68) $ (0.97)
Weighted average shares outstanding, basic (in shares) 47,396 45,507 40,835
Weighted average shares outstanding, diluted (in shares) 47,396 45,507 40,835
v3.25.0.1
Reportable Segment and Geographic Information - Narrative (Details) - segment
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Segment Reporting [Abstract]      
Number of operating segments 1    
Number of reportable segments 1    
Revenue Benchmark | Customer Concentration Risk | Customer A      
Disaggregation of Revenue [Line Items]      
Concentration risk (as a percent) 40.00% 24.00% 20.00%
Revenue Benchmark | Customer Concentration Risk | Customer B      
Disaggregation of Revenue [Line Items]      
Concentration risk (as a percent) 20.00% 17.00% 28.00%
Revenue Benchmark | Customer Concentration Risk | Customer C      
Disaggregation of Revenue [Line Items]      
Concentration risk (as a percent)   15.00% 11.00%
Revenue Benchmark | Customer Concentration Risk | Customer D      
Disaggregation of Revenue [Line Items]      
Concentration risk (as a percent)   10.00%  
v3.25.0.1
Reportable Segment and Geographic Information - Schedule of Operating and Reportable Segment (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Segment Reporting Information [Line Items]      
Revenue $ 342,269 $ 286,682 $ 212,941
Cost of revenue      
Total cost of revenue 272,643 227,390 186,974
Gross profit 69,626 59,292 25,967
Research and development expense 15,040 10,169 9,431
Selling, general, and administrative expense      
Selling, general, and administrative expense 48,026 63,911 46,303
Operating income (loss) 6,560 (14,788) (29,767)
Other expense:      
Loss on debt extinguishment 0 0 1,101
Interest expense 8,837 10,826 5,194
Total other expense 8,837 10,826 6,295
Loss before income taxes (2,277) (25,614) (36,062)
Income tax expense (benefit) 240 (521) 809
Net loss (2,517) (25,093) (36,871)
Reportable Segment      
Segment Reporting Information [Line Items]      
Revenue 342,269 286,682 212,941
Cost of revenue      
Labor 79,430 84,362 66,010
Direct expenses 102,597 102,277 94,668
Cost of tool revenue 73,281 12,760 0
Depreciation and amortization 17,335 27,991 26,296
Total cost of revenue 272,643 227,390 186,974
Gross profit 69,626 59,292 25,967
Research and development expense 15,040 10,169 9,431
Selling, general, and administrative expense      
Labor 24,582 25,726 20,030
Direct expenses 23,015 37,899 26,216
Depreciation and amortization 429 286 57
Selling, general, and administrative expense 48,026 63,911 46,303
Operating income (loss) 6,560 (14,788) (29,767)
Other expense:      
Loss on debt extinguishment 0 0 1,101
Interest expense 8,837 10,826 5,194
Total other expense 8,837 10,826 6,295
Loss before income taxes (2,277) (25,614) (36,062)
Income tax expense (benefit) 240 (521) 809
Net loss $ (2,517) $ (25,093) $ (36,871)
v3.25.0.1
Reportable Segment and Geographic Information - Schedule of Revenue by Country (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 29, 2024
Dec. 31, 2023
Jan. 01, 2023
Disaggregation of Revenue [Line Items]      
Revenue $ 342,269 $ 286,682 $ 212,941
United States      
Disaggregation of Revenue [Line Items]      
Revenue 329,049 261,274 184,908
Canada      
Disaggregation of Revenue [Line Items]      
Revenue 8,197 8,327 4,135
Hong Kong      
Disaggregation of Revenue [Line Items]      
Revenue 878 6,406 6,181
United Kingdom      
Disaggregation of Revenue [Line Items]      
Revenue 1,078 4,639 7,147
All others      
Disaggregation of Revenue [Line Items]      
Revenue $ 3,067 $ 6,036 $ 10,570
v3.25.0.1
Subsequent Events (Details) - Forecast - Spansion LLC
$ in Thousands
May 30, 2025
USD ($)
Subsequent Event [Line Items]  
Base purchase price $ 80,000
Cash payment 55,000
Deferred base purchase price $ 25,000
Deferral period 4 years