NEXTRACKER INC., 10-K filed on 6/9/2023
Annual Report
v3.23.1
Cover Page - USD ($)
 12 Months Ended
Mar. 31, 2023
May 20, 2023
Sep. 30, 2022
Document Information [Line Items]      
Document Type 10-K    
Amendment Flag false    
Document Annual Report true    
Document Transition Report false    
Document Period End Date Mar. 31, 2023    
Document Fiscal Year Focus 2023    
Document Fiscal Period Focus FY    
Current Fiscal Year End Date --03-31    
Entity Registrant Name Nextracker Inc.    
Entity Central Index Key 0001852131    
Entity Incorporation, State or Country Code DE    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
Entity Shell Company false    
Title of 12(b) Security Class A Common Stock, $0.0001 par value    
Trading Symbol NXT    
Security Exchange Name NASDAQ    
Entity File Number 000-00000    
Entity Tax Identification Number 36-5047383    
Entity Address, Address Line One 6200 Paseo Padre Parkway    
Entity Address, City or Town Fremont    
Entity Address, State or Province CA    
Entity Address, Postal Zip Code 94555    
City Area Code 510    
Local Phone Number 270-2500    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
ICFR Auditor Attestation Flag false    
Auditor Name DELOITTE & TOUCHE LLP    
Auditor Firm ID 34    
Auditor Location San Jose, California    
Entity Public Float     $ 0
Common Class A [Member]      
Document Information [Line Items]      
Entity Common Stock, Shares Outstanding   45,886,065  
Common Class B [Member]      
Document Information [Line Items]      
Entity Common Stock, Shares Outstanding   98,204,522  
v3.23.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Current assets:    
Cash and cash equivalents $ 130,008 $ 29,070
Accounts receivable, net of allowance of $1,768 and $3,574, respectively 271,159 168,303
Contract assets 297,960 292,407
Inventories 138,057 172,208
Other current assets 35,081 52,074
Total current assets 872,265 714,062
Property and equipment, net 7,255 7,423
Goodwill 265,153 265,153
Other intangible assets, net 1,321 2,528
Deferred tax assets and other assets 273,686 28,123
Total assets 1,419,680 1,017,289
Current liabilities:    
Accounts payable 211,355 266,596
Accrued expenses 59,770 26,176
Deferred revenue 176,473 77,866
Due to related parties 12,239 39,314
Other current liabilities 47,589 63,419
Total current liabilities 507,426 473,371
Long-term debt 147,147 0
TRA liability and other liabilities 280,246 42,785
Total liabilities 934,819 516,156
Commitments and contingencies (Note 12)
Redeemable preferred units, $0.001 par value, 0 unit and 238,096 units issued and outstanding, respectively 0 504,168
Redeemable non-controlling interest 3,560,628 0
Stockholders' deficit / parent company deficit:    
Accumulated net parent investment 0 (3,035)
Accumulated deficit (3,075,782) 0
Total parent company deficit 0 (3,035)
Total stockholders' deficit (3,075,767) 0
Total liabilities, redeemable interests, and stockholders' deficit / parent company deficit 1,419,680 1,017,289
Common Class A [Member]    
Stockholders' deficit / parent company deficit:    
Common stock 5 $ 0
Common Class B [Member]    
Stockholders' deficit / parent company deficit:    
Common stock $ 10  
v3.23.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Allowance for credit loss on accounts receivable $ 1,768 $ 3,574
Temporary equity, par value per share $ 0.001 $ 0.001
Temporary equity, shares issued 0 238,096
Temporary equity, shares outstanding 0 238,096
Common Class A [Member]    
Common stock, par or stated value per share $ 0.0001 $ 0.0001
Common stock, shares authorized 900,000,000 900,000,000
Common stock, shares, issued 45,886,065 0
Common stock, shares, outstanding 45,886,065 0
Common Class B [Member]    
Common stock, par or stated value per share $ 0.0001 $ 0.0001
Common stock, shares authorized 500,000,000 500,000,000
Common stock, shares, issued 98,204,522 0
Common stock, shares, outstanding 98,204,522 0
v3.23.1
Consolidated Statements Of Operations And Comprehensive Income - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Income Statement [Abstract]      
Revenue $ 1,902,137 $ 1,457,592 $ 1,195,617
Cost of sales 1,615,164 1,310,561 963,636
Gross profit 286,973 147,031 231,981
Selling, general and administrative expenses 96,869 66,948 60,442
Research and development 21,619 14,176 13,008
Operating income 168,485 65,907 158,531
Interest and other (income) expense, net (598) 799 502
Income before income taxes 169,083 65,108 158,029
Provision for income taxes 47,750 14,195 33,681
Net income and comprehensive income 121,333 50,913 124,348
Less: Net income attributable to Nextracker LLC prior to the reorganization transactions 117,744 50,913 124,348
Less: Net income attributable to redeemable non-controlling interests 2,446 0 0
Net income attributable to Nextracker Inc $ 1,143 $ 0 $ 0
Earnings Per Share Reconciliation [Abstract]      
Earnings Per Share, Basic [1] $ 0.02    
Earnings Per Share, Diluted [1] $ 0.02    
Weighted Average Number of Shares Outstanding Reconciliation [Abstract]      
Weighted Average Number of Shares Outstanding, Basic [1] 45,886,065    
Weighted Average Number of Shares Outstanding, Diluted [1] 145,851,637    
[1] Basic and diluted income per share is applicable only for the period February 9, 2023 through March 31, 2023, which is the period following the initial public offering (“IPO”) and the related Transactions. See Note 8 for the calculation of shares used in the computation of earnings per share and the basis for the computation of earnings per share.
v3.23.1
Consolidated Statements Of Redeemable Interest And Stockholders' Deficit / Parent Company Equity (Deficit) - USD ($)
$ in Thousands
Total
IPO [Member]
Redeemable preferred units [Member]
Redeemable preferred units [Member]
Issuance Of Dividend To Parent And Cancellation Of Common Shares [Member]
Redeemable preferred units [Member]
Paid In Kind Dividend [Member]
Redeemable Other Non Controlling Interests [Member]
Accumulated Net Parent Investment [Member]
Common Stock [Member]
Common Class A [Member]
Common Stock [Member]
Common Class A [Member]
IPO [Member]
Common Stock [Member]
Common Class B [Member]
Additional Paid-in Capital [Member]
Common Class B [Member]
Additional Paid-in Capital [Member]
Common Class B [Member]
IPO [Member]
Accumulated deficit [Member]
Common Class B [Member]
Preferred Stock [Member]
Redeemable preferred units [Member]
Preferred Stock [Member]
Redeemable Other Non Controlling Interests [Member]
Beginning Balance at Mar. 31, 2020             $ 231,064 $ 0   $ 0 $ 0   $ 0    
Beginning Balance, Shares at Mar. 31, 2020               0   0          
Beginning Balance, Units at Mar. 31, 2020                           $ 0 $ 0
Stock-based compensation expense             4,306                
Net income $ 0           124,348                
Net transfers from Parent             427,725                
Dividend distribution to Parent             (331,396)                
Ending Balance at Mar. 31, 2021             456,047 $ 0   $ 0 0   0    
Ending Balance, Shares at Mar. 31, 2021               0   0          
Ending Balance, Units at Mar. 31, 2021                           0 0
Series A redeemable preferred units       $ 500,000 $ 4,168                    
Stock-based compensation expense             3,048                
Net income 0           50,913                
Issuance of Series A redeemable preferred units as dividend to parent and cancellation of common shares             (500,000)                
Paid-in-kind dividend for Series A redeemable preferred units             (4,168)                
Net transfers to Parent             (8,875)                
Ending Balance at Mar. 31, 2022 0           (3,035) $ 0   $ 0 0   0    
Ending Balance, Shares at Mar. 31, 2022               0   0          
Ending Balance, Units at Mar. 31, 2022 504,168                         504,168 0
Series A redeemable preferred units         $ 21,427                    
Net income subsequent to reorganization transactions           $ 2,446                  
Redemption value adjustment 3,292,618         3,292,618                  
Stock-based compensation expense 28,851           3,143       28,851        
Net income 1,143                            
Paid-in-kind dividend for Series A redeemable preferred units             (21,427)                
Net transfers to Parent             (31,544)                
Net income prior to reorganization transactions             117,744                
Distribution to Yuma, Yuma subs and TPG             (175,000)                
Effect of reorganization transactions (Value) 149,917   $ (525,595)     $ 265,564 110,119 $ 2     149,915        
Effect of reorganization transactions (Shares)               15,279,190              
Issuance of common stock (Value) 76 $ 693,781             $ 3 $ 10 66 $ 693,778      
Issuance of common stock (Shares)               16,875 30,590,000 128,794,522          
Use of IPO proceeds as consideration for Yuma's transfer of LLC common unit(Value) (693,781)                   (693,781)        
Use of IPO proceeds as consideration for Yuma's transfer of LLC common unit(Shares)                   (30,590,000)          
Establishment of tax receivable agreement 36,864                   36,864        
Net income subsequent to reorganization transactions 1,143                       1,143    
Redemption value adjustment (3,292,618)                   (215,693)   (3,076,925)    
Ending Balance at Mar. 31, 2023 (3,075,767)           $ 0 $ 5   $ 10 $ 0   $ (3,075,782)    
Ending Balance, Shares at Mar. 31, 2023               45,886,065   98,204,522          
Ending Balance, Units at Mar. 31, 2023 $ 0                         $ 0 $ 3,560,628
v3.23.1
Consolidated Statements Of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Cash flows from operating activities:      
Net income $ 121,333 $ 50,913 $ 124,348
Depreciation, and amortization 4,626 11,146 16,809
Provision for doubtful accounts 1,243 (1,429) 2,440
Non-cash other expense 1,752 1,613 1,461
Stock-based compensation expense 31,994 3,048 4,306
Deferred income taxes 25,990 (5,337) (2,850)
Accounts receivable (160,265) (45,458) (6,131)
Contract assets (7,084) (145,613) (41,703)
Inventories 25,062 (87,736) (23,287)
Other current and noncurrent assets (18,984) (18,003) (17,177)
Accounts payable (37,026) 35,818 55,557
Other current and noncurrent liabilities 21,838 28,173 (6,303)
Deferred revenue (current and noncurrent) 120,472 15,243 (555)
Due to related parties (23,282) 10,509 (12,642)
Net cash provided by (used in) operating activities 107,669 (147,113) 94,273
Cash flows from investing activities:      
Purchases of property and equipment (3,183) (5,917) (2,463)
Proceeds from the disposition of property and equipment 24 167 0
Purchase of intangible assets     (500)
Net cash used in investing activities (3,159) (5,750) (2,963)
Cash flows from financing activities:      
Proceeds from bank borrowings and long term debt 170,000    
Repayments of bank borrowings (20,000)    
Net proceeds from issuance of Class A shares 693,781    
Net proceeds from issuance of Class B shares 76    
Purchase of LLC common units from Yuma, Inc. (693,781)    
Pre-IPO distributions to non-controlling interest holders (175,000)    
Net transfers (to) from Parent 24,205 (8,656) 427,725
Other financing activities (2,853)    
Dividend distribution to Parent     (331,396)
Net cash provided by (used in) financing activities (3,572) (8,656) 96,329
Net increase (decrease) in cash and cash equivalents 100,938 (161,519) 187,639
Cash and cash equivalents beginning of period 29,070 190,589 2,950
Cash and cash equivalents end of period $ 130,008 $ 29,070 $ 190,589
v3.23.1
Description of Business and Organization of Nextracker Inc
 12 Months Ended
Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business And Organization Of Nextracker Inc.
1.
Description of business and organization of Nextracker Inc.
Nextracker Inc. and its subsidiaries (“Nextracker”, “we”, the “Company”) is a leading provider of intelligent, integrated solar tracker and software solutions used in utility-scale and distributed generation solar projects around the world. Nextracker’s products enable solar panels in utility-scale power plants to follow the sun’s movement across the sky and optimize plant performance. Nextracker has operations in the United States, Mexico, Spain and other countries in Europe, India, Australia, the Middle East, Africa and Brazil.
Prior to the completion of the Transactions, as described
in Note 6, and the Initial Public Offering as described below, we operated as part of Flex Ltd. (“Flex” or “Parent”) and not as a standalone entity. On December 19 ,2022, Nextracker Inc. was formed as a Delaware corporation which is a 100%-owned subsidiary of Yuma, Inc., a Delaware corporation and indirect wholly-owned subsidiary of Flex Ltd. Nextracker Inc. was formed for the purpose of completing the initial public offering of its Class A common stock (the “IPO”) and other related Transactions, in order to carry on the business of Nextracker LLC.
The consolidated financial statements for the period prior to the Transactions have been derived from the consolidated financial statements and accounting records of Flex. See Note 2 for basis of presentation details.
The Initial Public Offering
On February 8, 2023, the Company’s registration statement on Form
S-1
relating to its IPO was declared effective by the Securities and Exchange Commission (“SEC”) and the shares of its Class A common stock began trading on the Nasdaq Global Select Market on February 9, 2023. The IPO closed on February 13, 2023, pursuant to which the Company issued and sold
30,590,000
shares of its Class A common stock at a public offering price of $
24.00
per share, giving effect to the exercise in full of the underwriter’s option to purchase additional shares. The Company received net proceeds of $
693.8
 million, after deducting $
40.4
 million in underwriting discounts. Upon closing of the IPO, approximately $
8.3
 million of offering costs were paid by Flex and the Company netted the previously capitalized offering costs ($
7.9
 million as of December 31, 2022) against the net parent investment. See further di
scu
ssion of the Transactions related to the IPO in
Note 6.
v3.23.1
Summary of Accounting Policies
 12 Months Ended
Mar. 31, 2023
Summary of accounting policies
2.
Summary of accounting policies
Variable interest entities (“VIE”) and consolidation
Subsequent to the IPO, the Company’s sole material asset is its member’s interest in Nextracker LLC. In accordance with the Nextrac
ker LLC Operating Agreement, the Company was named the managing member of Nextracker LLC. As a result, the Company has all management powers over the business and affairs of Nextracker LLC and to conduct, direct and exercise full control over the activities of Nextracker LLC. Class A common stock issued in the IPO do not hold majority voting rights but hold
100
% of the economic interest in the Company, which results in Nextracker LLC being considered a VIE. Due to the Company’s power to control the activities most directly affecting the results of Nextracker LLC, the Company is considered the primary beneficiary of the VIE. Accordingly, beginning with the IPO, the Company consolidates the financial results of Nextracker LLC and its subsidiaries.
Basis of presentation
Throughout the period preceding the Transactions (as described in Note 6), Nextracker did not operate as a separate entity and stand-alone separate historical financial statements for Nextracker were not prepared. The financial statements for the period preceding the Transactions were derived from Flex’s historical accounting records and were presented on a
carve-out
basis.
 
The accompanying consolidated financial statements, which reflect any changes that have occurred in Nextracker’s financing and operations as a result of the IPO, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC for reporting financial information.
Further, the results stated herein may not be indicative of what Nextracker’s financial position, results of operations and cash flows might be now that Nextracker operates as a separate, stand-alone company since the IPO.
For the period preceding the IPO and Transactions, the consolidated financial statements include all revenues, expenses, assets and liabilities directly attributable to Nextracker. Where it was possible to specifically attribute such expenses to activities of Nextracker, these amounts were charged or credited directly to Nextracker without allocation or apportionment. The consolidated statements of operations and comprehensive income, for the period preceding the IPO and Transactions, also include allocations of certain costs from Flex incurred on Nextracker’s behalf. Such corporate-level costs were allocated to Nextracker using methods based on proportionate formulas such as revenue and headcount, among others. Such corporate-level costs included costs pertaining to accounting and finance, legal, human resources, information technology, insurance, tax services, and other costs. Such costs may not have represented the amounts that would have been incurred had Nextracker operated autonomously or independently from Flex during the period preceding the IPO. Management considered the expense allocation methodology and results to be reasonable for all periods presented. However, these costs may not be indicative of what Nextracker may incur in the future. During the fourth quarter of fiscal year 2022, Nextracker entered into a Transition Service Agreement (“TSA”) with Flex, whereby Flex agreed to provide or cause to be provided certain services to Nextracker which were previously included as part of the allocations from Flex. As consideration, Nextracker agreed to pay Flex the amount specified for each service as described in the TSA.
All intracompany transactions and accounts within Nextracker have been eliminated. All significant transactions between Nextracker and Flex that were not cash settled as of the IPO date have been included in the consolidated balance sheets within accumulated net parent investment, for the period preceding the IPO, and reflected in the consolidated statements of cash flows as a financing activity, during the same period, as these are deemed to be internal financing transactions.
In connection with the Parent’s acquisition of Nextracker and BrightBox in 2015 and 2016, respectively, Flex applied pushdown accounting to separate financial statements of acquired entities in accordance with ASC 805. The application of pushdown accounting impacted goodwill and intangible assets (see Note 4).
Cash and bank borrowings included in the consolidated balance sheets reflects cash that is controlled by Nextracker. Flex’s debt was not allocated to Nextracker for any of the periods presented because these debts were not specifically identifiable to Nextracker. See Note 9 for description of bank borrowings and long-term debts that are specific to Nextracker.
The balance of the redeemable
non-controlling
interests is reported at the greater of the initial carrying amount adjusted for the redeemable
non-controlling
interest’s share of earnings or losses and other comprehensive income or loss, or its estimated maximum redemption amount. The resulting changes in the estimated maximum redemption amount (increases or decreases) are recorded with corresponding adjustments against retained earnings or, in the absence of retained earnings, additional
paid-in-capital.
These interests are presented on the consolidated balance sheets as temporary equity under the caption “Redeemable
non-controlling
interests.”
 
Flex historically maintains stock-based compensation plans at a corporate level. Starting in fiscal year 2023 Nextracker is granting equity compensation awards to its employees under the First Amended and Restated 2022 Nextracker LLC Equity Incentive Plan (the “2022 Nextracker Plan”). Nextracker employees participate in those plans and a portion of the cost of those plans is included in Nextracker’s consolidated financial statements. See Note 7
for
a further description of the accounting for stock-based compensation.
Reverse unit split of the LLC
In January 2023 the Board of Managers and the members of the LLC approved a
1-for-2.1
reverse unit split of the units authorized and outstanding, which was effected on January 30, 2023. All unit and per unit data shown in the accompanying consolidated financial statements and related notes has been retroactively revised to give effect to this reverse unit split for all periods presented. Units underlying authorized and outstanding equity-based awards were proportionately decreased and the respective per unit value and exercise prices, if applicable, were proportionately increased in accordance with the terms of the agreements governing such securities.
Foreign currency translation
The reporting currency of the Company is the United States dollar (“USD”). The functional currency of the Company and its subsidiaries is primarily the USD. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in interest and other, net in the accompanying consolidated statements of operations and comprehensive income when realized and were not material for the fiscal years ended March 31, 2023, 2022 and 2021.
Use of estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Estimates are used in accounting for, among other things, impairment of goodwill, impairment of long-lived assets, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets, warranty reserves, contingencies, operation accruals, and fair values of stock options and restricted share unit awards granted under stock-based compensation plans. Due to the long-term economic effects of the
COVID-19
pandemic and geopolitical conflicts (including the Russian invasion of Ukraine), there has been and will continue to be uncertainty and disruption in the global economy and financial markets. The Company has made estimates and assumptions taking into consideration certain possible impacts due to the
COVID-19
pandemic and the Russian invasion of Ukraine. These estimates may change, as new events occur, and additional information is obtained. Actual results may differ from previously estimated amounts, and such differences maybe material to the consolidated financial statements. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period they occur. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements.
Revenue recognition
The Company accounts for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts With Customers (“ASC 606”) for all periods presented. In applying ASC 606, the Company recognizes revenue from the sale of solar tracker systems, parts, extended warranties on solar tracker systems components and software licenses along with associated maintenance and support. In determining the appropriate amount of revenue to recognize, the Company applies the following steps: (i) identify the contracts with the customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price;
(iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) Nextracker satisfies a performance obligation. In assessing the recognition of revenue, the Company evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations. Further, the Company assesses whether control of the product or services promised under the contract is transferred to the customer at a point in time or over time.
The Company’s contracts for specific solar tracker system projects with customers are predominantly accounted for as one performance obligation
because the customer is purchasing an integrated service, which includes Nextracker’s overall management of the solar tracker system project and oversight through the installation process to ensure a functioning system is commissioned at the customer’s location. The Company’s performance creates and enhances an asset that the customer controls as the Company performs under the contract, which is principally as tracker system components are delivered to the designated project site. Although the Company sources the component parts from third party manufacturers, it obtains control and receives title of such parts before transferring them to the customer because Nextracker is primarily responsible for fulfillment to its customer. The Company’s engineering services and professional services are interdependent with the component parts whereby the parts form an input into a combined output for which it is the principal, and Nextracker could redirect the parts before they are transferred to the customer if needed. The customer owns the
work-in-process
over the course of the project and Nextracker’s performance enhances a customer-controlled asset, resulting in the recognition of the performance obligation over time. The measure of progress is estimated using an input method based on costs incurred to date on the project as a percentage of total expected costs to be incurred. The costs of materials and hardware components are recognized as incurred, which is typically upon delivery to the customer site or upon transfer of control while in transit. As such, the cost-based input measure is considered the best measure of progress in depicting the Company’s performance in completing a tracker system.
Contracts with customers that result in multiple performance obligations include contracts for the sale of components, solar tracker system project contracts with an extended warranty, and contracts for the sale of software solutions.
For contracts related to sale of components, Nextracker’s obligation to the customer is to deliver components that are used by the customer to create a tracker system and does not include engineering or other professional services or the obligation to provide such services in the future. Each component is a distinct performance obligation, and often the components are delivered in batches at different points in time. Nextracker estimates the standalone selling price (“SSP”) of each performance obligation based on a cost plus margin approach. Revenue allocated to a component is recognized at the point in time that control of the component transfers to the customer.
At times, a customer will purchase a service-type warranty with a tracker system project. Nextracker uses a cost plus margin methodology to determine the SSP for both the tracker system project and the extended warranty. The revenue allocated to each performance obligation is recognized over time based on the period over which control transfers. The Company recognizes revenue allocated to the extended warranty on a straight-line basis over the contractual service period,
which is generally
10
to
15
years. This period starts once the standard workmanship warranty expires, which is generally 5 to 10 years from the date control of the underlying tracker system components is transferred to the customer. To date, revenues recognized related to extended warranty were not
 
material.
Nextracker generates revenues from sales of software licenses of its TrueCapture and NX Navigator offerings, which are often sold separately from the tracker system. Software licenses are generally sold with maintenance
 
 
services, which
include ongoing security updates, upgrades, bug fixes and support. The software license and the maintenance services are separate performance obligations. Nextracker estimates the SSP of the software license using an adjusted market approach and estimates the SSP of the maintenance service using a cost plus margin approach. Revenue allocated to the software license is recognized at a point in time upon transfer of control of the software license, and revenue allocated to the maintenance service is generally recognized over time on a straight-line basis during the maintenance term. Revenues related to sales of software licenses were not material and were approximately
 
1
%,
2
% and
1
% of total revenue for the fiscal years ended March 31, 2023, 2022 and 2021, respectively.
Contract estimates
Accounting for contracts for which revenue is recognized over time requires Nextracker to estimate the expected margin that will be earned on the project. These estimates include assumptions on labor productivity and availability, the complexity of the work to be performed, and the cost and availability of materials including variable freight costs. Nextracker reviews and updates its contract-related estimates each reporting period and recognizes changes in estimates on contracts under the cumulative
catch-up
method. Under this method, the impact of the adjustment on profit recorded to date is recognized in the period the adjustment is identified. Revenue and profit in future periods of contract performance is recognized using the adjusted estimate. If at any time the estimate of contract profitability indicates an anticipated loss on the contract, Nextracker recognizes the total loss in the period it is identified.
Contract balances
The timing of revenue recognition, billings and cash collections results in contract assets and contract liabilities (deferred revenue) on the consolidated balance sheets. Nextracker’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. When billing occurs subsequent to revenue recognition, a contract asset results. Contract assets of $298.0 million and $292.4 million as of March 31, 2023 and March 31, 2022, respectively, are presented in the consolidated balance sheets, of which $116.3 million and $86.5 million, respectively, will be invoiced at the end of the projects as they represent funds withheld until the products are installed by a third party, arranged by the customer, and the project is declared operational. The remaining unbilled receivables will be invoiced throughout the project based on a set billing schedule such as milestones reached or completed rows delivered.
During the fiscal years ended March 31, 2023 and 2022, Nextracker converted $74.9 million and $71.7 million deferred revenue to revenue, respectively, which represented 70% and 78%, respectively, of the beginning period balance of deferred revenue.
Remaining performance obligations
As of March 31, 2023, Nextracker had $212.3 million of the transaction price allocated to the remaining performance obligations. The Company expects to recognize revenue on approximately 83% of these performance obligations in the next 12 months. The remaining long-term unperformed obligation primarily relates to extended warranty and deposits collected in advance on certain tracker
projects.
Practical expedients and exemptions
Nextracker has elected to adopt certain practical expedients and exemptions as allowed under ASC 606, such as (i) recording sales commissions as incurred because the amortization period is less than one year, (ii) not
 
 
adjusting for the effects of significant financing components when the contract term is less than one year, (iii) excluding collected sales tax amounts from the calculation of revenue and (iv) accounting for the costs of shipping and handling activities that are incurred after the customer obtains control of the product as fulfillment costs rather than a separate service provided to the customer for which consideration would need to be allocated.
Fair value
The fair values of Nextracker’s cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities.
Concentration of credit risk
Financial instruments which potentially subject the Company to concentrations of credit risk are primarily accounts receivable, derivative instruments, and cash and cash equivalents.
Customer credit risk
Nextracker has an established customer credit policy, through which it manages customer credit exposures through credit evaluations, credit limit setting, monitoring and enforcement of credit limits for new and existing customers. Nextracker performs ongoing credit evaluations of its customers’ financial condition and makes provisions for doubtful accounts based on the outcome of those credit evaluations. Nextracker evaluates the collectability of its accounts receivable based on specific customer circumstances, current economic trends, historical experience with collections and the age of past due receivables. To the extent Nextracker identifies exposures as a result of credit or customer evaluations, Nextracker also reviews other customer related exposures, including but not limited to contract assets, inventory and related contractual obligations.
The following table summarizes the activity in Nextracker’s allowance for doubtful accounts during fiscal years 2023, 2022, and 2021:
 
(In thousands)
  
Balance at

beginning

of year
 
  
Charges/(recoveries)

to costs and

expenses
 
  
Deductions/

Write-Offs
 
  
Balance at

end of

year
 
Allowance for doubtful accounts:
  
  
  
  
Year ended March 31, 2021 (1)
    $ 1,214      $ 2,440      $ (59 )     $ 3,595  
Year ended March 31, 2022
    $ 3,595      $ (21 )     $ —        $ 3,574  
Year ended March 31, 2023
    $ 3,574      $ (1,054 )     $ (752 )     $ 1,768  
 
(1)
Charges incurred during fiscal year 2021 are primarily for costs and expenses related to various distressed customers.
One customer accounted for greater than 10% of revenue in fiscal years 2023, 2022, and 2021, with revenue of approximately $331.0 million, $196.2 million, and $230.3 million, respectively, and greater than
10
% of the total balance of accounts receivable, net of allowance for doubtful accounts and contract assets as of March 31, 2023 and 2022, with balances of approximately 15% and 10%, respectively. Additionally, one customer accounted for greater than 10% of the total balance of accounts receivable, net of allowance for doubtful accounts and contract assets as of March 31, 2023 with balances of approximately 14%.
Accounts receivable, net of allowance
Nextracker’s accounts receivable are due primarily from solar contractors across the United States and internationally. Credit is extended in the normal course of business based on evaluation of a customer’s financial
 
 
condition and, generally, collateral is not required. Trade receivables consist of uncollateralized customer obligations due under normal trade terms requiring payment within 30 to 90 days of the invoice date. Management regularly reviews outstanding accounts receivable and provides for estimated losses through an allowance for doubtful accounts. In evaluating the level of the allowance for doubtful accounts, Nextracker makes judgments regarding the customers’ ability to make required payments, economic events and other factors. As the financial conditions of Nextracker’s customers change, circumstances develop or additional information becomes available, adjustments to the allowance for doubtful accounts may be required. When deemed uncollectible, the receivable is charged against the allowance.
Product warranty
Nextracker offers an assurance type warranty for its products against defects in design, materials and workmanship for a period ranging from five to ten years, depending on the component. For these assurance type warranties, a provision for estimated future costs related to warranty expense is recorded when they are probable and reasonably estimable, which is typically when products are delivered. The estimated warranty liability is based on our warranty model which relies on historical warranty claim information and assumptions based on the nature, frequency and average cost of claims for each product line by project. When little or no experience exists, the estimate is based on comparable product lines and/or estimated potential failure rates. These estimates are based on data from Nextracker specific projects. Estimates related to the outstanding warranty liability are
re-evaluated
on an ongoing basis using best-available information and revisions are made as necessary.
The following table summarizes the activity related to the estimated accrued warranty reserve for the fiscal years ended March 31, 2023 and 2022:
 
    
As of March 31,
  
(In thousands)
   
2023
     
2022
  
Beginning balance
    $ 10,485      $ 17,085  
Provision (release) for warranties issued (1)
      13,099        (5,159 ) 
Payments
      (993 )       (1,441 ) 
    
 
 
     
 
 
  
Ending balance
    $ 22,591      $ 10,485  
    
 
 
     
 
 
  
 
(1)
During fiscal year ended March 31, 2023, the Company identified a specific design issue with a
non-core
product, and recorded an additional $8.7 million charge to cost of sales on its consolidated statement of operations and comprehensive income, related to future remediation costs, which may include replacement parts and services.
Inventories
Inventories are stated at the lower of cost (on a
first-in,
first-out
basis) or net realizable value. Nextracker’s inventory primarily consists of finished goods to be used and to be sold to customers, including components procured to complete the tracker system
projects.
 
Property and equipment, net
Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are recognized on a straight-line basis over the estimated useful lives of the related assets, with the exception of building leasehold improvements, which are depreciated over the term of the lease, if shorter. Repairs and maintenance costs are expensed as incurred. Property and equipment is comprised of the following:

 
  
Depreciable life

(In years)
  
As of March 31,
 
(In thousands)
  
2023
 
  
2022
 
Machinery and equipment
   
3-8
   
$
9,062
 
  
$
8,535
 
Leasehold improvements
    Up to 5   
 
4,302
 
  
 
4,148
 
Furniture, fixtures, computer equipment and software
   
3-7
   
 
10,080
 
  
 
6,111
 
Construction-in-progress
    —     
 
1,111
 
  
 
2,511
 
         
 
 
     
 
 
  
         
 
24,555
 
  
 
21,305
 
Accumulated depreciation
        
 
(17,300
) 
  
 
(13,882
) 
         
 
 
     
 
 
  
Property and equipment, net
        
$
7,255
 
  
$
7,423
 
         
 
 
     
 
 
  
Total depreciation expense associated with property and equipment was approximately $3.4 million, $2.7 million, and $1.8 million in fiscal years 2023, 2022, and 2021, respectively.
Nextracker reviews property and equipment for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of property and equipment is determined by comparing the carrying amount to the lowest level of identifiable projected undiscounted cash flows the property and equipment are expected to generate. An impairment loss is recognized when the carrying amount of property and equipment exceeds the fair value. Management determined there was no impairment for the fiscal years ended March 31, 2023, 2022 and 2021.
Deferred income taxes
For purposes of these consolidated financial statements, prior to the IPO, Nextracker taxes are calculated on a stand-alone basis as if Nextracker completed separate tax returns apart from its Parent (“Separate-return Method”). Following the IPO, Nextracker Inc. will file a separate tax return. The income taxes as presented herein for the
pre-IPO
period, allocate current and deferred income taxes of Flex to Nextracker, in a manner that Nextracker believes as systematic, rational, and consistent with the asset and liability method prescribed by ASC 740. Accordingly, as stated in paragraph 30 of ASC 740, total amounts allocated to Nextracker may not be indicative of Nextracker’s condition had Nextracker been a separate stand-alone entity during the
pre-IPO
periods presented.
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Valuation allowances are established when management determines that it is most likely than not that some portion, or all, of the deferred tax asset will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. Prior
 
to the IPO, for domestic entities, the settlement of tax obligations is assumed in the period incurred and included in net parent investment, whereas the settlement of certain historical foreign tax obligations is reflected in tax payables or receivables given that certain foreign entities have filed separately. Other foreign entities have not historically filed separately and therefore the settlement of their tax obligations is included in net parent investment. Any incremental foreign tax expense calculated on a stand-alone basis is recorded in net parent investment. Subsequent to the IPO, Nextracker Inc. is filing as a separate entity and income tax will be reported to payables and receivables for both domestic and foreign jurisdictions.
Income taxes
We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed.
Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. For further details on our income taxes, refer to Note 13 to the consolidated financial statements included elsewhere in this Annual Report.
Tax receivable agreement
The Company has recorded a liability of
$230.3 million as of March 31,
2023, which is included in other liability on the consolidated balance sheets, representing
 
85
% of the estimated future tax benefits subject to the Tax Receivable Agreement (“TRA”). In U.S. federal, state and local income tax or franchise tax that we realize or are deemed to realize (determined by using certain assumptions) as a result of favorable tax attributes, will be available to us as a result of certain transactions contemplated in connection with our IPO, exchanges of Class A common stock or cash and payments made under the TRA. The actual amount and timing of any payments under these agreements, will vary depending upon a number of factors, including, among others, the timing of redemptions or exchanges by members of Nextracker LLC, the price of our Class A common stock at the time of the redemptions or exchanges, the extent to which such redemptions or exchanges are taxable, the amount and timing of the taxable income we generate in the future and the tax rate then applicable, and the portion of our payments under the tax receivable agreements constituting imputed interest. Estimating future taxable income is inherently uncertain and requires judgment. In projecting future taxable income, we consider our historical results as well as assumptions related to future forecasts for our various businesses by location. The impact of any changes in the total projected obligations recorded under the tax receivable agreements as a result of actual changes in the geographic mix of our earnings, changes in tax legislation and tax rates or other factors that may impact our actual tax savings realized will be reflected in income before taxes in the period in which the change occurs.
Goodwill and other intangibles assets
In accordance with accounting standards related to business combinations, goodwill is not amortized; however, certain finite-lived identifiable intangible assets, primarily customer relationships and acquired technology, are
 
 
amortized over their estimated useful lives. Nextracker reviews identified intangible assets and goodwill for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not be recoverable. Nextracker also tests goodwill at least annually for impairment. Refer to Note 5 for additional information about goodwill and other intangible assets.

Other current assets
Other current assets include short-term deposits and advances of $29.3 million and $9.3 million as of March 31, 2023 and 2022, respectively, primarily related to advance payments to certain vendors for procurement of inventory. Additionally, other current assets include $22.3 million as of March 31, 2022, for an estimated insurance recovery related to a certain litigation settlement as further described in
Note 12.
Deferred tax assets and other assets
Includes the deferred tax assets of
$257.1 million
as of March 31, 2023, primarily related to the Comapny’s investment in Nextracker LLC as further described in Note 13.
Accrued expenses
Accrued expenses include accruals primarily for freight and tariffs of $44.6 million and $20.7 million as of March 31, 2023 and 2022, respectively. In addition, it includes $15.2 million and $5.5 million accrued payroll as of March 31, 2023 and 2022, respectively.
TRA liability and other liabilities
TRA liability and other liabilities primarily include the liability of $230.3 million as of March 31, 2023, related to the expected amount to be paid to Yuma, Yuma sub, TPG and the TPG affiliates as further described in Note 13. Additionally, the balance includes the
long-term portion of standard product warranty liabilities of $11.8 million and $8.8 million, respectively, and the long-term portion of deferred revenue of $35.8 million and $29.6 million as of March 31, 2023 and 2022, respectively.
Redeemable preferred units
On February 1, 2022, the LLC issued redeemable preferred units designated as “Series A Preferred Units,” representing a 16.67% interest in the LLC, to Flex in exchange for the cancellation of a portion of the LLC’s previously issued and outstanding common units. Flex sold all of LLC’s Series A Preferred Units to TPG Rise Flash, L.P. (“TPG Rise”), an affiliate of the private equity firm TPG (“TPG”) on the same day. The holder of the Series A Preferred Units was entitled to cumulative
paid-in-kind
or cash dividends and
h
ad
 the option to redeem the Series A Preferred Units or convert the Series A Preferred Units upon certain conditions. Because the redemption or conversion conditions were outside of the control of the Company, the Company classified the Series A Preferred Units as temporary equity on the balance sheets. Refer to Note 6 for further discussion.
Redeemable
non-controlling
interests
Post IPO, the balance of the redeemable
non-controlling
interests is reported at the greater of the initial carrying amount adjusted for the redeemable
non-controlling
interest’s share of earnings or losses and other comprehensive income or loss, or its estimated maximum redemption amount. The resulting changes in the estimated maximum redemption amount (increases or decreases) are recorded with corresponding adjustments
 
against retained earnings or, in the absence of retained earnings, additional
paid-in-capital.
These interests are presented on the consolidated balance sheets as temporary equity under the caption “Redeemable
non-controlling
interests.”
The following table present a reconciliation of the change in redeemable
non-controlling
interests for the period presented: 
 
 
  
Fiscal year ended March 31, 2023
 
 
  
(in thousands)
 
Balance at beginning of period
  
$
—  
 
Establishment of non-controlling interests
  
 
265,564
 
Net income attributable to redeemable
non-controlling
interests
  
 
2,446
 
Redemption value adjustment
  
 
3,292,618
 
  
 
 
 
Balance at end of period
  
$
3,560,628
 
  
 
 
 
Stock-based compensation
Stock-based compensation is accounted for in accordance with ASC Topic
718-10,
“Compensation-Stock Compensation.” The Company records stock-based compensation costs related to its incentive awards. Stock-based compensation cost is measured at the grant date based on the fair value of the award. Compensation cost for time-based awards is recognized ratably over the applicable vesting period. Compensation cost for performance-based awards with a performance condition is reassessed each period and recognized based upon the probability that the performance conditions will be achieved. The performance-based awards with a performance condition are expensed when the achievement of performance conditions are probable. The total expense recognized over the vesting period will only be for those awards that ultimately vest and forfeitures are recorded when they occur. Refer to Note 7 for further discussion.
Leases
Nextracker is a lessee with several
non-cancellable
operating leases, primarily for warehouses, buildings, and other assets such as vehicles and equipment. Nextracker determines if an arrangement is a lease at contract inception. A contract is a lease or contains a lease when (i) there is an identified asset, and (ii) the customer has the right to control the use of the identified asset. Nextracker recognizes a
right-of-use
(“ROU”) asset and a lease liability at the lease commencement date for Nextracker’s operating leases. For operating leases, the lease liability is initially measured at the present value of the unpaid lease payments at the lease commencement date. Nextracker has elected the short-term lease recognition and measurement exemption for all classes of assets, which allows Nextracker to not recognize ROU assets and lease liabilities for leases with a lease term of 12 months or less and with no purchase option Nextracker is reasonably certain of exercising. Nextracker has also elected the practical expedient to account for the lease and
non-lease
components as a single lease component, for all classes of underlying assets. Therefore, the lease payments used to measure the lease liability include all of the fixed considerations in the contract. Lease payments included in the measurement of the lease liability comprise the following: fixed payments (including
in-substance
fixed payments) and variable payments that depend on an index or rate (initially measured using the index or rate at the lease commencement date). As Nextracker cannot determine the interest rate implicit in the lease for its leases, Nextracker uses an estimated incremental borrowing rate as of the commencement date in determining the present value of lease payments.
 
The estimated incremental borrowing rate is the rate of interest the Company would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of Nextracker’s leases includes the
non-cancellable
period of the lease plus any additional periods covered by either an option to extend (or not to terminate) the lease that Nextracker is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor.
 
As
of March 31, 2023 and 2022, current operating lease liabilities were $1.9 million and $1.8 million, respectively, which are included in other current liabilities on the consolidated balance sheets and long-term lease liabilities were $1.5 million and $2.7 million, respectively, which are included in other liabilities on the consolidated balance sheets. ROU assets are included in other assets on the consolidated balance sheets. Refer to Note 3 for additional information about Leases.
Recently issued accounting pronouncement
In December 2022, the FASB issued ASU
2022-06
“Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848,” which defers the sunset date of ASC 848 from December 31, 2022 to December 31, 2024. ASC 848 provides relief for companies preparing for the discontinuation of interest rates, such as LIBOR. Entities that apply ASC 848 can continue to do so until December 31, 2024. The Company adopted the guidance during the third quarter of fiscal year 2023 with an immaterial impact on its consolidated financial statements.
v3.23.1
Leases
 12 Months Ended
Mar. 31, 2023
Lessee Disclosure [Abstract]  
Leases
3.
Leases
Nextracker
 has
several commitments under operating leases for warehouses, buildings, and equipment. Leases have initial lease terms ranging from one year to five years.
The components of lease cost recognized under ASC 842 were as follow (in thousands):
 

 
  
Fiscal year ended March 31,
 
 
  
2023
 
  
2022
 
  
2021
 
Operating lease cost
   
$
1,922
 
  
$
1,769
 
  
$
1,624
  
Amounts reported in the consolidated balance sheet as of March 31, 2023 and 2022 were as follows (in thousands, except weighted average lease term and discount
rate):
 

 
  
As of March 31,
 
 
  
2023
 
 
2022
 
Operating Leases:
                 
Operating lease right of use assets
   
$
3,337
 
 
$
4,359
  
Operating lease liabilities
   
$
3,394
 
 
$
4,508
  
Weighted-average remaining lease term (In years)
     
2.6
 
    
2.8
 
Weighted-average discount rate
     
4.7
% 
    
3.1
% 

 
Other information related to leases was as follow (in thousands):
 

 
  
Fiscal year ended March 31,
 
 
  
2023
 
  
2022
 
  
2021
 
Cash paid for amounts included in the measurement of lease liabilities:
                           
Operating cash flows from operating leases
   
$
1,928
 
  
$
1,818
 
  
$
1,610
  
Future lease payments under
non-cancellable
leases as of March 31, 2023 are as follows:


 
  
Operating Leases
 
Fiscal year ended March 31,
  
 
(in thousands)
 
2024
   
$
1,997
  
2025
     
626
  
2026
     
493
  
2027
     
423
  
2028
     
106
  
 
  
 
 
 
Total undiscounted lease payments
     
3,645
  
Less: imputed interest
     
251
  
 
 
 
 
 
Total lease liabilities
    $
3,394
  
v3.23.1
Revenue
 12 Months Ended
Mar. 31, 2023
Revenue from Contract with Customer [Abstract]  
Revenue
4.
Revenue
Based
on Topic 606 provisions, the Company disaggregates its revenue from contracts with customers by those sales recorded over time and sales recorded at a point in time. The following table presents Nextracker’s revenue disaggregated based on timing of transfer—point in time and over time for the fiscal years ended March 31, 2023, 2022 and 2021:

 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Timing of Transfer
                           
Point in time
    $ 50,516      $ 127,924      $ 66,397  
Over time
      1,851,621        1,329,668        1,129,220  
    
 
 
     
 
 
     
 
 
  
Total revenue
    $ 1,902,137      $ 1,457,592      $ 1,195,617  
    
 
 
     
 
 
     
 
 
  
v3.23.1
Goodwill and intangible assets
 12 Months Ended
Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and intangible assets
5.
Goodwill and intangible assets
Goodwill
Goodwill relates to the 2015 acquisition of Nextracker and the 2016 acquisition of BrightBox by Flex on behalf of Nextracker. As of March 31, 2023 and March 31, 2022, goodwill totaled $265.2 million, respectively and is not deductible for tax purposes.
Other intangible assets
Nextracker amortizes identifiable intangible assets consisting of developed technology, customer relationships, and trade names because these assets have finite lives. Nextracker’s intangible assets are amortized on a straight-
 
line basis over the estimated useful lives. The basis of amortization approximates the pattern in which the assets are utilized over their estimated useful lives. No residual value is estimated for any intangible assets. The fair value of Nextracker’s intangible assets is determined based on management’s estimates of cash flows and recoverability.
Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable. An impairment loss is recognized when the carrying amount of an intangible asset exceeds its fair value. Nextracker reviewed the carrying value of its intangible assets as of March 31, 2023 and 2022, and concluded that such amounts continued to be recoverable.
The components of identifiable intangible assets are as follows:
 
    
As of March 31, 2023
     
As of March 31, 2022
  
(In thousands)
   
Weighted-
average
remaining
useful life
(in years)
     
Gross

carrying

amount
     
Accumulated

amortization
    
Net

carrying

amount
     
Gross

carrying

amount
     
Accumulated

amortization
    
Net

carrying

amount
  
Intangible assets:
                                                             
Trade name and other intangibles
      5      $ 2,500      $ (1,179 )    $ 1,321      $ 15,900      $ (13,372 )    $ 2,528  
             
 
 
     
 
 
    
 
 
     
 
 
     
 
 
    
 
 
  
Total
             $ 2,500      $ (1,179 )    $ 1,321      $ 15,900      $ (13,372 )    $ 2,528  
             
 
 
     
 
 
    
 
 
     
 
 
     
 
 
    
 
 
  
The gross carrying amount of intangible assets are removed when fully amortized. Total intangible asset amortization expense recognized in operations during the fiscal years ended March 31, 2023, 2022 and 2021 are as follows:
 

 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Cost of sales
    $ 250      $ 4,043      $ 8,082  
Selling general and administrative expense
      957        4,422        6,931  
    
 
 
     
 
 
     
 
 
  
Total amortization expense
    $ 1,207      $ 8,465      $ 15,013  
    
 
 
     
 
 
     
 
 
  
Estimated future annual amortization expense for the above amortizable intangible assets are as follows:
 
    
Amount
  
    
(in thousands)
  
Fiscal year ending March 31,
         
2024
    $ 250  
2025
      250  
2026
      250  
2027
      250  
2028
      250  
Thereafter
      71  
    
 
 
  
Total amortization expense
    $ 1,321  
    
 
 
  
v3.23.1
Shareholders' deficit and redeemable preferred units
 12 Months Ended
Mar. 31, 2023
Stockholders' Equity Note [Abstract]  
Shareholders' deficit and redeemable preferred units
6.
Shareholders’ deficit and redeemable preferred units
The Transactions
Nextracker Inc. and the Company completed the following reorganization and other transactions in connection with the IPO (collectively, referred to as the “Transactions”):
 
•  
Immediately prior to the completion of the IPO, Nextracker Inc. issued 128,794,522 shares of its Class B common stock to Yuma, Yuma Subsidiary, Inc., a Delaware corporation and wholly-owned subsidiary of Yuma (“Yuma Sub”), and TPG Rise in exchange for cash consideration, which number of shares was equal to the number of common units of the LLC held directly or indirectly by Yuma, Yuma Sub and TPG Rise (not inclusive of those held by affiliated blocker corporations – see below) immediately following the Transactions and before giving effect to the IPO.
 
•  
Immediately prior to the completion of the IPO and as permitted under and in accordance with the limited liability company agreement of the LLC in effect prior to the IPO (the “Prior LLC Agreement”), TPG Rise exercised its right to have certain blocker corporations affiliated with TPG Rise each merge with a separate direct, wholly-owned subsidiary of Nextracker Inc., with the blocker corporations surviving each such merger, in a transaction intended to qualify as a
tax-free
transaction. In connection with such blocker corporations’ mergers, the investors in each such blocker corporation received a number of shares of Nextracker Inc.’s Class A common stock with a value based on the Series A Preferred Units held by such blocker corporation for a total of 15,279,190 shares of Nextracker Inc.’s Class A common stock. For additional detail refer to the below section “Redeemable preferred units
.
”
 
•  
Immediately prior to the closing of the IPO, the LLC made a distribution in an aggregate amount of $175.0 million (the “Distribution”). With respect to such Distribution, $21.7 million was distributed to TPG Rise and $153.3 million to Yuma and Yuma Sub in accordance with their pro rata LLC units. The Distribution was financed, in part, with net proceeds from the $150.0 million term loan under the 2023 Credit Agreement, as further discussed in Note 9.
 
•  
Nextracker Inc. used all the net proceeds from the IPO ($693.8 million) as consideration for Yuma’s transfer to Nextracker Inc. of 30,590,000 LLC common units at a price per unit equal to $22.68.
 
•  
In connection with Yuma’s transfer to Nextracker Inc. of 30,590,000 LLC common units, a corresponding number of shares of Nextracker Inc.’s Class B common stock held by Yuma were canceled.
 
•  
In connection with the IPO, Nextracker Inc.’s repurchased all 100 shares of common stock previously issued to Yuma for an immaterial amount.
On
February 8, 2023, the Company amended and restated its certificate of incorporation to, among other things, authorize 900,000,000 shares of $0.0001 par value Class A common stock, 500,000,000 shares of $0.0001 par value Class B common stock, and 50,000,000 shares of par value $0.0001 preferred stock.
On February 13, 2023, the members of the LLC entered into the Third Amended and Restated Limited Liability Company Agreement of the LLC to, among other things, effect the Transactions described above and to appoint Nextracker Inc. as the managing member of the LLC. Nextracker Inc. beneficially owns 45,886,065 LLC common Units after the completion of the IPO and the Transactions and as of March 31, 2023.
Exchange Agreement
Nextracker Inc., the LLC, Yuma, Yuma Sub and TPG entered into an exchange agreement (the “Exchange Agreement”) under which Yuma, Yuma Sub and TPG (or certain permitted transferees thereof) have the right,
 
 
subject to the terms of the Exchange Agreement, to require the LLC to exchange LLC common units (together with a corresponding number of shares of Class B common stock) for newly-issued shares of Class A common stock of Nextracker Inc. on a basis, or, in the alternative, Nextracker Inc. may elect to exchange such LLC common units (together with a corresponding number of shares of Nextracker Inc. Class B common stock) for cash equal to the product of (i) the number of LLC common units (together with a corresponding number of shares of Class B common stock) being exchanged, (ii) the then-applicable exchange rate under the Exchange Agreement (which will initially be one and is subject to adjustment) and (iii) the Class A common stock value (based on the market price of our Class A common stock), subject to customary conversion rate adjustments for stock splits, stock dividends, reclassifications and other similar transactions; provided further, that in the event of an exchange request by an exchanging holder, Nextracker Inc. may at its option effect a direct exchange of shares of Class A common stock for LLC common units and shares of Class B common stock in lieu of such exchange or make a cash payment to such exchanging holder, in each case pursuant to the same economic terms applicable to an exchange between the exchanging holder and the LLC. As the LLC interests are redeemable upon the occurrence of an event not solely within the control of the Company, such interests are presented in temporary equity on the consolidated balance sheets.
Redeemable preferred units
On February 1, 2022, the LLC issued redeemable preferred units designated as “Series A Preferred Units,” representing a 16.67% interest in the LLC, to Flex in exchange for the cancellation of a portion of the LLC’s previously issued and outstanding common units. Flex sold all of LLC’s Series A Preferred Units to TPG Rise on the same day. The holder of the Series A Preferred Units was entitled to cumulative
paid-in-kind
or cash dividends and had the option to redeem the Series A Preferred Units or convert the Series A Preferred Units upon certain conditions. Because the redemption or conversion conditions were outside of the control of the Company, the Company classified the Series A Preferred Units as temporary equity on the consolidated balance
sheets.    
The Series A Preferred Units had a dividend rate of 5% per annum, payable semi-annually, up to 100% of which (less an amount necessary to the holder of the Series A Preferred Units’ tax obligations) may be payable in kind during the first two years following the issuance date, and 50% of which may be payable in kind thereafter. For the fiscal year ended March 31, 2023 and 2022, Nextracker recorded a $21.4 million and a $4.0 million dividend to be paid in kind, respectively. The Series A Preferred Units had rights to vote together with the common units of the LLC as a single class in all matters that were subject to a vote by common
unitholders.
At
 
TPG Rise’s election, Flex was required to repurchase all of the outstanding Series A Preferred Units at their liquidation preference, which included all contributed but unreturned capital plus accrued but unpaid dividends, at the earlier of certain change in control events and February 1, 2028. Additionally, if Nextracker had not completed a Qualified Public Offering prior to February 1, 2027, then TPG Rise had the option to cause Flex to repurchase all of the outstanding Series A Preferred Units at their fair market value.
In connection with any voluntary or involuntary liquidation, dissolution, or winding up of Nextracker, each outstanding Series A Preferred Unit was entitled to receive cash equal to the liquidation preference prior to distributions made to any other units.
In April 2022, the Board approved the amendment and restatement of the Amended and Restated Limited Liability Company Agreement (“A&R LLC Agreement”) dated as of February 1, 2022. Such amendment provided for, among other things, an increase in the total number of Series A Preferred Units issued with a proportionate reduction in the Series A issue price, such that the ownership percentage of TPG remained unchanged at 16.67%. As a result of the amendment, the number of series A redeemable preferred units issued and outstanding was increased to 23,809,524.
 
 
In connection with the IPO, the Series A Preferred Units held by TPG Rise were automatically converted into 25,026,093 of LLC common Units which are exchangeable, together with a corresponding number of shares of Nextracker Inc.’s Class B common stock, for shares of Nextracker Inc.’s Class A common stock (or cash). Notwithstanding the foregoing, as permitted under and in accordance with the limited liability company agreement of the LLC in effect prior to the IPO (the “Prior LLC Agreement”), on February 8, 2023, TPG Rise exercised its right to have certain blocker corporations affiliated with TPG Rise each merge with a separate direct, wholly-owned subsidiary of Nextracker Inc., with the blocker corporations surviving each such merger, in a transaction intended to qualify as a
tax-free
transaction. In connection with such blocker corporation mergers, the investors in each such blocker corporation received a number of shares of Nextracker Inc.’s Class A common stock with a value based on the Series A Preferred Units held by such blocker corporation for a total of 15,279,190
shares of Nextracker Inc.’s of Class A common stock.
v3.23.1
Stock-based compensation
 12 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement, Additional Disclosure [Abstract]  
Stock-based compensation
7.
Stock-based compensation
The Company adopted the First Amended and Restated 2022 Nextracker LLC Equity Incentive Plan in April 2022 (the “LLC Plan”), which provides for the issuance of options, unit appreciation rights, performance units, performance incentive units, restricted incentive units and other unit-based awards to employees, directors, and consultants of the Company. Additionally, in connection with the IPO in February 2023, the Company approved the Second Amended and Restated 2022 Nextracker Inc. Equity Incentive Plan (the “NI Plan,” and collectively with the LLC Plan, the “2022 Plan”) to reflect, among other things, that the underlying equity interests with respect to awards issued under the LLC Plan shall, in lieu of common units of Nextracker LLC, relate to Class A common stock of Nextracker for periods from and after the closing of the IPO.
The 2022 Plan is administered by the Board or such other committee appointed by the Board. Awards granted under the 2022 Plan expire no more than
10 years from the grant date. The 2022 Plan authorized the grant of 12.9 million equity-based awards. As of March 31, 2023, the Company had approximately 7.4 million equity-based awards available for grant under the 2022 Plan.
During fiscal year 2023, the Company granted the following three types of equity-based compensation awards to its employees under the 2022 Plan:
 
 
•
 
Restricted incentive unit awards
(“RSU”), whereby vesting is generally contingent upon time-based vesting with continued service over a three-year period from the grant date (with a portion of the awards vesting at the end of each year within such period), and the occurrence of an IPO or a sale of the Company.
 
  •  
Options awards,
whereby vesting is generally contingent upon (i) time-based vesting with continued service through March 31, 2026, (ii) the occurrence of an IPO or a sale of the Company, and (iii) upon the growth of the equity valuation of the Company in the
four-year
period from April 1, 2022 through March 31, 2026 (the “Options Performance Period”), which could result in a range of
0-100%
 of such Options awards ultimately vesting; and 
 
  •  
Performance based vesting awards
(“PSU
s
”) whereby vesting is generally contingent upon (i) time-based vesting with continued service

through April 6, 2025
, (ii) the occurrence of an IPO or a sale of the Company, and (iii) the achievement of certain metrics specific to Nextracker measured
for eac
h of the
three
fiscal year
s
from
fiscal year 20
23 to fiscal year 2025
 (the “PSU Performance Period”), which could result in a range of
 0-200
% of such PSUs ultimately vesting. The performance-based metrics for the second and
 
third tranches of the PSUs (
512,663
PSUs) were not yet determined as of March 31, 2023, and therefore only the first tranche of PSUs (
219,713
 PSUs
) has met the criteria for a grant date under ASC 718 as of March 31, 2023. 
 
On the date any performance-based vesting requirement is satisfied, the award holder will become vested in the number of awards that have satisfied the time-based vesting requirement, if any.
In addition to the 2022 Plan, certain executives, officers and employees of the Company also participate in the Flex 2017 equity incentive plan (the “Flex 2017 Plan”), and as such, stock-based compensation expense for the period presented also include expense recognized under the Flex 2017
Plan.

Stock-based compensation expense
The following table summarizes the Company’s stock-based compensation expense under the 2022 Plan and the Flex 2017 Plan:
 
 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Cost of sales
   
$
 12,794      $ 1,526      $ 1,953  
Selling, general and administrative expenses
      19,200        1,522        2,353  
    
 
 
     
 
 
     
 
 
  
Total stock-based compensation expense
   
$
 31,994      $ 3,048      $ 4,306  
    
 
 
     
 
 
     
 
 
  
Stock-based compensation expense includes an allocation of Flex’s corporate and shared functional employee expense of immaterial amounts for the fiscal years 2023, 2022 and 2021. These charges were recorded within selling, general and administrative expenses.
Cumulative expense upon IPO and modification of awards
In connection with the IPO and the approval of the NI Plan, all awards previously issued under the LLC Plan were determined to be modified. The modification of the awards granted under the LLC Plan,
pre-IPO,
were concluded to qualify as a Type I
probable-to-probable
modification (in accordance with ASC
718-20-55),
which resulted in an increase in the total fair value of such awards of $12.3 million, with the Company recording an immaterial amount of incremental stock-based compensation expense related to such modification during the fiscal year ended
March 31, 2023.
Considering
that the vesting of the awards granted under the 2022 Plan was contingent on an IPO, which occurred on February 9, 2023, the Company recognized $23.3 million of cumulative stock-based compensation expense for all awards outstanding under the 2022 Plan as of that date.
As of March 31, 2023, the total unrecognized compensation expense for unvested awards under the 2022 Plan and the related remaining weighted average period for expensing is summarized as follow:

 
 
  
Unrecognized
compensation
expense

(in thousands)
 
  
Weighted-
average
remaining
period

(in years)
 
Options
   
$
9,861
       
3.04
  
RSU
     
23,455
       
2.14
  
PSU (1)
     
12,983
       
2.11
  
    
 
 
           
Total unrecognized compensation expense
   
$
46,299
           
    
 
 
           
 
(1)
includes an estimated $11.8 million of expense related to 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023.
 
Determining fair value — RSU awards
Valuation and Amortization Method -
The valuation of RSUs granted under the 2022 Plan, during fiscal year 2023 (prior to the IPO) was determined in accordance with the guidance provided by the American Institute of
 
Certified Public Accountants Practice Aid, “Valuation of Privately-Held-Company Equity Securities Issued as Compensation.” Application of these approaches involves the use of estimates, judgment and assumptions that are highly complex and subjective, such as those regarding our expected future revenue and EBITDA, discount rates, market multiples, the selection of comparable companies and the probability of possible future events. Changes in any or all of these estimates and assumptions or the relationships between those assumptions impact our valuations as of each valuation date and may have a material impact on the valuation of our common stock.
Determining fair value — Options and PSU awards
Valuation and Amortization Method -
The Company estimated the fair value of options awards and PSU awards granted under the 2022 Plan using Monte-Carlo simulation models which is a probabilistic approach for calculating the fair value of the awards.
Expected volatility -
Volatility used in a Monte Carlo simulation is derived from the historical volatility of Nextracker’s Peer Group. The service period of options and RSU awards granted in fiscal year 2023 is four year and three years, respectively.
Risk-Free Rate assumptions
- The Company bases the risk-free interest rate used in the Monte Carlo simulation based on the continuously compounded risk-free rate in the Monte Carlo simulations to calculate the drift rate of the Company and peer group stock prices. The risk-free rate of return was calculated using the U.S. Treasury daily yield curve.
The fair value of the Company’s awards granted under the 2022 Plan was estimated based on the following assumptions:

 
  
Fiscal year ended
March 31, 2023
Expected volatility
    65% - 70%
Expected dividends
    —%
Risk-free interest rate
   
2.5% - 2.7%
 
Awards activity
The following table summarizes the RSU awards activity for the fiscal year ended March 31, 2023:
 

 
  
Number of
RSUs
 
  
Weighted
average
fair value
per share
 
Unvested RSU awards outstanding, beginning of fiscal year
      —        $ —    
Granted
      2,172,234        20.12  
Vested
      —          —    
Forfeited (1)
      (169,815 )       16.78  
    
 
 
     
 
 
  
Unvested RSU awards outstanding, end of fiscal year
      2,002,419        $20.40  
    
 
 
     
 
 
  
 
(1)
awards forfeited due to employee terminations.
The
 
weighted average grant date fair value of RSU awards granted during the fiscal year ended March 
31
,
2023
was estimated to be $
17.03
per award and the weighted average modification date fair value was $
20.40
per award as of February 
9
,
2023
.
The following table summarizes the PSU awards activity for the fiscal year ended March 31, 2023:
 
    
Fiscal year ended
March 31,
  
    
Number
of PSUs
     
Weighted
average
fair value
per share
  
Unvested PSU awards outstanding, beginning of fiscal year
      —        $ —    
Granted (2)
      219,713        23.01  
Vested
      —          —    
Forfeited (1)
      —          —    
    
 
 
     
 
 
  
Unvested PSU awards outstanding, end of fiscal year
      219,713      $ 23.01  
    
 
 
     
 
 
  
 
(1)
awards forfeited due to employee terminations.
(2)
excludes 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023.
 
The weighted average grant date fair value of the PSU awards granted during the fiscal year ended March 31, 2023 was estimated to be $19.35 per award calculated using a Monte Carlo simulation and weighted average modification date fair value was $23.01 per award as of February 9, 2023. Additional information for the PSUs awarded during the fiscal year ended March 31, 2023 is further detailed in the table below and the PSU Performance Period end date for these awards is March 31, 2025.
 

 
  
 
 
  
 
 
 
Range of shares that
may be issued (1)
 
 
  
Targeted number
of awards as of
March 31, 2023
 
  
Weighted
average fair
value per share
 
 
Minimum
 
  
Maximum
 
Year of grant
                                   
Awards with grant date and measurement date
      219,713      $ 23.01       —          439,426  
Awards without a grant date and measurement date
      512,663      $ 23.01 (2)      —          1,025,326  
 
(1)
Payouts can range from 0% to 200% of the applicable Tranche targets based on the achievement levels of the Company’s Total Shareholder Return (“TSR”), as determined in the Restricted Incentive Unit Award Agreement under the 2022 Plan for performance-based vesting awards.
(2)
Represents the weighted average fair value per share of awards that had a grant date and measurement date as of March 31, 2023 as these PSUs do not have a grant date or measurement date as of March 31, 2023.
No RSU awards and PSUs awards vested during the fiscal year ended March 31, 2023
.

The following table summarizes the Options awards activity for the fiscal year ended March 31, 2023:
 
    
Number of
Options
     
Weighted
average
exercise
price
  
Options awards outstanding, beginning of fiscal year
      —          —    
Granted
      2,806,905      $ 21.0  
Exercised
      —          —    
Forfeited (1)
      (114,286 )       21.0  
    
 
 
           
Options awards outstanding, end of fiscal year
      2,692,619      $ 21.0  
    
 
 
           
Options awards exercisable as of March 31, 2023
      —          —    
Options awards vested and expected to vest as of March 31, 2023
      2,692,619      $ 21.0  
 
(1)
awards forfeited due to employee terminations.
The weighted average grant date fair value of Options awards granted during the fiscal year ended March 31, 2023 was estimated to be $5.17 per award calculated using a Monte Carlo simulation and the weighted average modification date fair value was $6.30 per award as of February 9, 2023. The weighted average remaining contractual life of Options awards outstanding and Options awards vested and expected to vest as of March 31, 2023 is 3.96
years
 
and the aggregate intrinsic value of Options awards outstanding and Options awards vested and expected to vest as of March 31, 2023 is $41.1 million. No Options awards vested during the fiscal year ended March 31, 2023.
 
Vesting information for these shares is further detailed in the table below.
 
                  
Range of shares that
may be issued (1)
         
    
Targeted number
of awards as of
March 31, 2023
     
Weighted
average
fair value
per share
     
Minimum
     
Maximum
     
Options
Performance
Period end date
  
Year of grant
                                             
Fiscal 2023
      2,692,619      $ 6.30        —          2,692,619        March 31, 2026  
The Flex 2017 equity incentive plan (the “Flex 2017 Plan”)
All options under the Flex 2017 Plan have been fully expensed and none were outstanding and exercisable as of March 31, 2023.
The executives, officers and employees of Flex, including Nextracker, were granted RSU awards under the Flex 2017 Plan. RSU awards are rights to acquire a specified number of ordinary Flex shares for no cash consideration in exchange for continued service with Flex. RSU awards generally vest in installments over a
two
to four-year period and unvested RSU awards are forfeited upon termination of employment. Vesting for certain RSU awards is contingent upon service and market conditions, or service and performance conditions.
As of March 31, 2023, the total unrecognized compensation cost related to unvested RSU awards held by Nextracker employees was approximately $2.0 million under the Flex 2017 Plan. These costs will be amortized generally on a straight-line basis over a weighted-average period of approximately one year
.
There
were no options and no RSU awards granted under the Flex 2017 Plan during fiscal year 2023.
An immaterial amount of unvested RSU awards are outstanding under the Flex 2017 Plan as of March 31, 2023, some of which represent the target amount of grants made to certain key employees whereby vesting is contingent on meeting certain market
conditions.
v3.23.1
Earnings Per Share
 12 Months Ended
Mar. 31, 2023
Earnings Per Share [Abstract]  
Earnings per share
8.
Earnings per share
Basic earnings per share excludes dilution and is computed by dividing net income available to common stockholders of the Company, since February 9, 2023, by the weighted-average number of shares of Class A common
s
tock outstanding during the same period.
Diluted earnings per share reflects the potential dilution from stock-based compensation awards. The potential dilution from awards was computed using the treasury stock method based on the average fair market value of the Company’s common stock for the period. Additionally, the potential dilution impact of Class B common stock convertible into Class A was also considered in the
calculation.
 
The computation of earnings per share and weighted average shares outstanding of the Company’s common stock for the period is presented below:
 

 
  
February 9, 2023 - March 31, 2023
 
(in thousands except share and per share amounts)
  
Income
Numerator
 
  
Weighted
average
shares
outstanding
Denominator
 
  
Per
Share
Amount
 
BASIC EPS
                           
Net income available to Nextracker Inc. common stockholders
    $ 1,143        45,886,065      $ 0.02  
    
 
 
     
 
 
     
 
 
  
Effect of Dilutive impact
                           
Common stock equivalents from Options awards
               377,316           
Common stock equivalents from RSUs
               1,291,346           
Common stock equivalents from PSUs
               92,388           
Income attributable to
non-controlling
interests and common stock equivalent from Class B common stock
    $ 2,446        98,204,522           
    
 
 
     
 
 
           
DILUTED EPS
                           
Net income available to Nextracker Inc. common stockholders
    $ 3,589        145,851,637      $ 0.02  
    
 
 
     
 
 
     
 
 
  
v3.23.1
Bank borrowings and long-term debt
 12 Months Ended
Mar. 31, 2023
Debt Disclosure [Abstract]  
Bank borrowings and long-term debt
9.
Bank borrowings and long-term debt
On February 13, 2023, the Company and the LLC, as the borrower, entered into a senior credit facility with a syndicate of banks (the “2023 Credit Agreement”) comprised of (i) a term loan in the aggregate principal amount of $150.0 million (the “Term Loan”), and (ii) a revolving credit facility in an aggregate principal amount of $500.0 million (the “RCF”). The LLC borrowed the Term Loan, and used the proceeds to finance, in part, the Distribution of $175.0 million to Flex (through Yuma and Yuma Subsidiary, Inc.,) and TPG Rise, as further described in
Note 6.

As
of March 31, 2023, the Company had $147.1 million outstanding under the term loan, net of issuance costs, which is included in long-term debt on the consolidated balance sheets.
The RCF is available in U.S. dollars, euros and such currencies as mutually agreed on a revolving basis during the five-year period through February 11, 2028 and is available to fund working capital and other general corporate purposes. A portion of the RCF not to exceed $300.0 million is available for the issuance of letters of credit. A portion of the RCF not to exceed $50.0 million is available for swing line loans. Subject to the satisfaction of certain conditions, the LLC will be permitted to incur incremental term loan facilities or increase the RCF commitment in an aggregate principal amount equal to $100.0 million plus an additional amount such that the secured net leverage ratio or total net leverage ratio, as applicable, is equal to or less than a specified threshold after giving pro forma effect to such incurrence.
The obligations of the LLC under the 2023 Credit Agreement and related loan documents are jointly and severally guaranteed by the Company, certain other holding companies (collectively, the “Guarantors”) and, subject to certain exclusions, certain of the LLC’s existing and future direct and indirect wholly-owned domestic subsidiaries.
 
As of the closing of the 2023 Credit Agreement, all obligations of the LLC and the guarantors are secured by certain equity pledges by the LLC and the Guarantors. However, if the LLC’s total net leverage ratio exceeds a specified threshold, the collateral will include substantially all of the assets of the LLC and the Guarantors and, if the LLC meets certain investment grade conditions, such lien will be released.
The Term Loan requires quarterly principal payments beginning on June 30, 2024 in an amount equal to 0.625% of the original aggregate principal amount of the Term Loan. From June 30, 2025, the quarterly principal payment will increase to 1.25% of the original aggregate principal amount of the Term Loan. The remaining balance of the Term Loan and the outstanding balance of any RCF loans will be repayable on February 11, 2028. Borrowings under the 2023 Credit Agreement are prepayable and commitments subject to being reduced in each case at the LLC’s option without premium or penalty. The 2023 Credit Agreement contains certain mandatory prepayment provisions in the event that the LLC or its restricted subsidiaries incur certain types of indebtedness or, subject to certain reinvestment rights, receive net cash proceeds from certain asset sales or other dispositions of property.
Borrowings in U.S. dollars under the 2023 Credit Agreement bear interest at a rate based on either (a) a term secured overnight financing rate (“SOFR”)-based formula (including a credit spread adjustment of 10 basis points) plus a margin of 162.5 basis points to 200 basis points, depending on the LLC’s total net leverage ratio, or (b) a base rate formula plus a margin of 62.5 basis point to 100 basis points, depending on the LLC’s total net leverage ratio. Borrowings under the RCF in euros will bear interest based on the adjusted EURIBOR rate plus a margin of 162.5 basis points to 200 basis points, depending on the LLC’s total net leverage ratio. The LLC will also be required to pay a quarterly commitment fee on the undrawn portion of the RCF commitments of 20 basis points to 35 basis points, depending on the LLC’s total net leverage ratio. The interest rate for the Term Loan is 6.82% (SOFR rate of 4.97% plus a margin of 1.85%) as of March 31, 2023.
The 2023 Credit Agreement contains certain affirmative and negative covenants that, among other things and subject to certain exceptions, limit the ability of the LLC and its restricted subsidiaries to incur additional indebtedness or liens, to dispose of assets, change their fiscal year or lines of business, pay dividends and other restricted payments, make investments and other acquisitions, make optional payments of subordinated and junior lien debt, enter into transactions with affiliates and enter into restrictive agreements. In addition, the 2023 Credit Agreement requires the LLC to maintain a maximum consolidated total net leverage
ratio.
The term loan which is categorized as Level 2 on the fair value hierarchy, bears interest at the applicable SOFR rate as of disbursement date, plus a spread based on certain financial metrics for the last twelve-month period and therefore the carrying amount approximate the fair value as of March 31, 2023. The effective interest rate for the Company’s long-term debt was
6.90% for fiscal year ended March 31, 2023.
Scheduled repayments of the Company’s bank borrowings and long-term debt are as follows:
 
Fiscal year ended March 31,
  
Amount
 
 
  
(In thousands)
 
2024
    $ —    
2025
      3,750  
2026
      7,500  
2027
      7,500  
2028
      131,250  
    
 
 
  
Total
   
$
 150,000  
    
 
 
  
v3.23.1
Supplemental Cash Flow Disclosures
 12 Months Ended
Mar. 31, 2023
Supplemental Cash Flow Elements [Abstract]  
Supplemental cash flow disclosures
10.
Supplemental cash flow disclosures
The following table represents supplemental cash flow disclosures of
non-cash
investing and financing activities:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
     
2022
     
2021
  
Non-cash
investing activity:
                           
Unpaid purchases of property and equipment
    $ 206      $ 138      $ 820  
Non-cash
financing activity:
                           
Capitalized offering costs
    $ (5,331 )     $ 5,331      $ 1,696  
Legal settlement paid by Parent (1)
    $ 20,428      $ —        $ —    
Paid-in-kind
dividend for Series A redeemable preferred units
    $ 21,427      $ —        $ —    
Settlement of assets and liabilities with Parent
    $ 52,529      $ —        $ —    
 
(1)
amount presented in fiscal year 2023 is net of insurance recovery of $22.3 million as further described in Note 12.
v3.23.1
Relationship With Parent And Related Parties
 12 Months Ended
Mar. 31, 2023
Related Party Transactions [Abstract]  
Relationship With Parent And Related Parties
11.
Relationship with parent and related parties
Prior to the IPO, Nextracker was managed and operated in the normal course of business by Flex. Accordingly, certain shared costs were allocated to Nextracker and reflected as expenses in these consolidated financial statements. Nextracker’s management and the management of Flex considered the expenses included and the allocation methodologies used to be reasonable and appropriate reflections of the historical Flex expenses attributable to Nextracker for purposes of the stand-alone financial statements up until the IPO. However, the expenses reflected in these consolidated financial statements may not be indicative of the expenses that would have been incurred by Nextracker during the periods presented if Nextracker historically operated as a separate, stand-alone entity during such period, which expenses would have depended on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. In addition, the expenses reflected in the consolidated financial statements may not be indicative of expenses that Nextracker will incur in the future.

Allocation of corporate expenses
The consolidated financial statements for the period prior to the IPO, include expense allocations for certain functions provided by Flex, including, but not limited to, general corporate expenses related to finance, legal, information technology, human resources, and stock-based compensation. These expenses were allocated to Nextracker based on direct usage when identifiable, with the remainder allocated on the basis of revenue, headcount or other measure.
During the fiscal years ended March 31, 2023, 2022 and 2021, Nextracker was allocated, $5.2 million, $13.0 million and $13.3 million, respectively, of general corporate expenses incurred by Flex. Of these expenses $3.4 million, $9.9 million and $10.0 million, respectively, are included within selling, general and administrative expenses and $1.8 million, $3.1 million and $3.3 million, respectively, are included in cost of sales in the consolidated statements of operations and comprehensive income.
Risk management
Flex carries insurance for property, casualty, product liability matters, auto liability, and workers’ compensation and maintain excess policies to provide additional limits. Prior to the IPO, Nextracker paid a premium to Flex in
 
exchange for the coverage provided. In fiscal years 2023 and 2022, the policies with significant premiums included the Marine Cargo/Goods in Transit and the multiple Errors and Omissions policies all through various insurance providers. Expenses related to coverage provided through Flex were not significant and are reflected in the consolidated statements of operations and comprehensive income for all periods presented.
Cash management and financing
Prior to the IPO, Nextracker participated in Flex’s centralized cash management programs. Disbursements were independently managed by Nextracker.
All significant transactions between Nextracker and Flex that have not been historically cash settled have been reflected in the consolidated statement of cash flows, for the period prior to the IPO, as net transfers to parent as these are deemed to be internal financing transactions. All intra-company accounts, profits and transactions have been eliminated. The following is a summary of material transactions reflected in the accumulated net parent investment during the fiscal years ended March 31, 2023, 2022 and 2021
 
 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
(3)
 
  
2022
 
  
2021
 
Corporate allocations (excluding stock-based compensation expense)
    $ 1,483      $ 9,999      $ 8,998  
Transfer of operations to Nextracker (1)
      (39,025 )       (2,934 )       5,299  
Net cash pooling activities (2)
      (35,240 )       (35,490 )       377,360  
Income taxes
      41,238        19,550        36,068  
    
 
 
     
 
 
     
 
 
  
Net transfers (to) from Parent
    $ (31,544 )     $ (8,875 )     $ 427,725  
    
 
 
     
 
 
     
 
 
  
 
(1)
Primarily represents certain international operations where related income and/or losses are included in Nextracker’s consolidated statements of operations. Cash was also collected by the international operations on behalf of Nextracker, for which Nextracker and Flex do not intend to settle in the future. For the fiscal year 2023, the balance includes the legal settlement paid by Flex as further disclosed in Note 12.
(2)
Primarily represents financing activities for cash pooling and capital transfers.
(3)
Represents transactions reflected in accumulated net parent investment
through
February 8, 2023.
The cash balance reflected in the consolidated balance sheets consist of the cash managed and controlled by Nextracker. Prior to the IPO when Nextracker was a controlled entity of Flex, Nextracker’s U.S. operations continued to participate in the Flex cash pooling management programs intra-quarter; all outstanding positions were settled or scheduled for settlement as of each quarter end. Cash pooling activities during the period prior to the IPO were reflected under net transfers from Parent in the consolidated statements of redeemable interest and stockholders’ deficit / parent company equity (deficit) and the consolidated statements of cash flows. Subsequent to the IPO, Nextracker has the optionality to participate in the Flex cash pooling management programs.
Due to related parties relates to balances resulting from transactions between Nextracker and Flex subsidiaries that have historically been cash settled. Nextracker purchased certain components and services from other Flex affiliates of $67.1 million, $47.7 million and $60.3 million for the fiscal years ended March 31, 2023, 2022 and 2021, respectively.
During the period prior to the IPO, Flex also administered on behalf of Nextracker payments to certain freight providers as well as payrolls to certain employees based in the U.S. Nextracker’s average due to related parties balance was $37.5 million, $36.5 million and $24.4 million for the fiscal years ended March 31, 2023, 2022
and
 
2021
, respectively. All related cash flow activities are under net cash used in operating activities in the consolidated statements of cash flows.
The Distribution
Immediately prior to the closing of the IPO, the LLC made the Distribution of $175.0 million. With respect to such Distribution, $21.7 million was distributed to TPG Rise and $153.3 million to Yuma and Yuma Sub in accordance with their pro rata LLC units. The Distribution was financed, in part, with net proceeds from the $150.0 million term loan under the 2023 Credit Agreement, as further discussed in Note 9.
Umbrella agreement
In February 2023, Nextracker Brasil Ltda., an indirect, wholly-owned subsidiary of Nextracker Inc., and Flextronics International Technologia Ltda., an affiliate of Flex, entered into an umbrella agreement (the “Umbrella Agreement”) that governs the terms, conditions and obligations of a strategic commercial relationship between Nextracker Inc. and Flex for the sale of the Company’s solar trackers in Brazil. The Umbrella Agreement is renewable automatically for successive
one-year
periods, unless a party provides written notice to the other parties that such party does not intend to renew within at least ninety days prior to the end of any term.
v3.23.1
Commitments And Contingencies
 12 Months Ended
Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments And Contingencies
12.
Commitments and contingencies
Litigation and other legal matters
In connection with the matters described below, Nextracker has accrued for a loss contingency to the extent it believes that losses are probable and estimable. The amounts accrued are not material. Although it is reasonably possible that actual losses could be in excess of Nextracker’s accrual. Any such excess loss could have a material adverse effect on Nextracker’s results of operations or cash flows for a particular period or on Nextracker’s financial condition.
On July 15, 2022, the Company settled a case that was brought in January 2017 by Array Technologies, Inc. (“ATI”), in which ATI had alleged that Nextracker and Flex caused a former ATI employee to breach his
non-compete
agreement with ATI by joining Nextracker and made claims of, among other things, fraud, constructive fraud, trade secret misappropriation, breach of contract and related claims. All claims are
fully
 
released
as part of a $
42.8
 million settlement reached in July 2022. The full settlement amount was paid by Flex on August 4, 2022, and is subject to partial coverage under the Flex insurance policy. The estimated insurance recovery of $
22.3
 million, which was included in other current assets in the consolidated balance sheets as of March 31, 2022, has been netted with net parent investment prior to the IPO and the Transactions.
v3.23.1
Income Taxes
 12 Months Ended
Mar. 31, 2023
Income Taxes
13.
Income taxes
The domestic and foreign components of income before income taxes were comprised of the
following:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
 
  
2022
 
  
2021
  
Domestic
    $ 117,115      $ 45,259      $ 161,323  
Foreign
      51,968        19,849        (3,294 ) 
    
 
 
     
 
 
     
 
 
  
Total
    $ 169,083      $ 65,108      $ 158,029  
    
 
 
     
 
 
     
 
 
  
 
The provision for (benefit from) income taxes consisted of the following:


 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Current:
                           
Domestic
    $ 35,244      $ 13,558      $ 34,013  
Foreign
      18,238        5,974        2  
    
 
 
     
 
 
     
 
 
  
Total
      53,482        19,532        34,015  
  
 
 
     
 
 
     
 
 
  
Deferred:
                           
Domestic
      (8,660 )       (6,173 )       54  
Foreign
      2,928        836        (388 ) 
    
 
 
     
 
 
     
 
 
  
Total
      (5,732 )       (5,337 )       (334 ) 
    
 
 
     
 
 
     
 
 
  
Provision for income taxes
    $ 47,750      $ 14,195      $ 33,681  
    
 
 
     
 
 
     
 
 
  
The domestic statutory income tax rate was 21% in fiscal years 2023, 2022, and 2021. The reconciliation of the income tax expense (benefit) expected based on domestic statutory income tax rates to the expense (benefit) for income taxes included in the consolidated statements of operations is as follows:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
 
  
2022
 
  
2021
  
Income taxes based on domestic statutory rates
    $ 35,508      $ 13,673      $ 33,186  
Effect of tax rate differential
      7,487        2,638        342  
FDII Deduction
      (3,235 )       (1,583 )       (2,951 ) 
Foreign disregarded entities
      11,020        —          —    
Foreign tax deduction
      (3,659 )       —          —    
Amount allocated to
Non-controlling
interest
      (1,671 )       —          —    
Stock-based compensation
      —          (424 )       (4 ) 
State
      4,535        880        2,689  
Guaranteed payment on Series A Preferred Units
      (4,500 )       (875 )       —  
Other
      2,265        (114 )       419  
    
 
 
     
 
 
     
 
 
  
Provision for income taxes
    $ 47,750      $ 14,195      $ 33,681  
    
 
 
     
 
 
     
 
 
  
 
The components of deferred income taxes are as follows (
in thousands
):
 
    
As of March 31,
  
    
2023
 
  
2022
  
Deferred tax liabilities:
                  
Fixed assets
    $ (54 )     $ (67 ) 
Intangible assets
      —          (437 ) 
Others
      (2,688 )       (663 ) 
    
 
 
     
 
 
  
Total deferred tax liabilities
      (2,742 )       (1,167 ) 
    
 
 
     
 
 
  
Deferred tax assets:
                  
Fixed assets
      —          47  
Stock-based compensation
      2,222        342  
Deferred revenue
      —          3,967  
Warranty reserve
      —          2,461  
Accrued professional fees
      —          2,378  
Provision for doubtful accounts
      —          449  
Net operating loss and other carryforwards
      5,467        5,553  
Investment in Nextracker LLC
      249,377        —    
Others
      1,598        1,367  
    
 
 
     
 
 
  
Total deferred tax assets
      258,664        16,564  
Valuation allowances
      (1,528 )       —    
    
 
 
     
 
 
  
Total deferred tax assets, net of valuation allowances
      257,136        16,564  
    
 
 
     
 
 
  
Net deferred tax asset
    $ 254,394      $ 15,397  
  
 
 
     
 
 
  
The net deferred tax asset is classified as follows:
                  
Long-term asset
   
$
 254,767     
$
 15,828  
Long-term liability
      (373 )       (431 ) 
    
 
 
     
 
 
  
Total
    $ 254,394      $ 15,397  
    
 
 
     
 
 
  
The Company has recorded deferred tax assets of approximately $4.3 million related to tax losses and other carryforwards. These tax losses and other carryforwards will expire at various dates as follows:
 
Expiration dates of deferred tax assets related to operating losses and other carryforwards
 
(In thousands)
  
2024 - 2029
    $ —    
2030 - 2035
      437  
2036 - Post
      —    
Indefinite
      3,844  
    
 
 
  
Total
    $ 4,281  
    
 
 
  
Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended March 31, 2023. Such objective evidence limits the ability to consider other subjective evidence, such as our projections for future growth.
 
On the basis of this evaluation, as of March 31, 2023, a valuation allowance account of $1.5 million has been recorded to recognize only the portion of the deferred tax asset that is most likely than not to be realized. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for growth.
As of March 31, 2023, the Company has provided for earnings in foreign subsidiaries that are not considered to be indefinitely reinvested and therefore subject to withholding taxes on $4.9 million of undistributed foreign earnings, recording a deferred tax liability of approximately $0.5 million thereon.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
 
    
Fiscal year ended
March 31,
  
(In thousands)
   
2023
     
2022
     
2021
  
Balance, beginning of fiscal year
    $ 440      $ 465      $ 410  
Impact from foreign exchange rates fluctuation
      (6 )       (25 )       55  
    
 
 
     
 
 
     
 
 
  
Balance, end of fiscal year
    $ 434      $ 440      $ 465  
    
 
 
     
 
 
     
 
 
  
Nextracker and its subsidiaries file federal, state, and local income tax returns in multiple jurisdictions around the world. With few exceptions, Nextracker is no longer subject to income tax examinations by tax authorities for years before 2018.
The Company recognizes interest and penalties accrued related to unrecognized tax benefits within the Company’s tax expense. During each of the fiscal years ended March 31, 2023, 2022 and 2021, the Company accrued interest and penalties of approximately $0.1 million. The Company had approximately $0.5 million and $0.4 
million accrued for the payment of interest and penalty as of March 31, 2023 and 2022, respectively.
Tax Receivable Agreement
On February 13, 2023, Nextracker Inc. entered into a tax receivable agreement (the “Tax Receivable Agreement”or “TRA”) with the LLC, Yuma, Yuma Sub, TPG Rise and the following affiliates of TPG Rise: TPG Rise Climate Flash Cl BDH, L.P., TPG Rise Climate BDH, L.P. and The Rise Fund II BDH, L.P. (collectively, the “TPG Affiliates”). The Tax Receivable Agreement provides for the payment by Nextracker Inc.to Yuma, Yuma Sub, TPG and the TPG Affiliates (or certain permitted transferees thereof) of 85
% of the tax benefits, if any, that Nextracker Inc. is deemed to realize under certain circumstances as a result of (i) its allocable share of existing tax basis in tangible and intangible assets resulting from exchanges or acquisitions of outstanding Series A Preferred Units or common units of the LLC (collectively, the “LLC Units”), including as part of the Transactions or under the Exchange Agreement, (ii) increases in tax basis resulting from exchanges or acquisitions of LLC Units and shares of Nextracker Inc.’s Class B common stock (including as part of the Transactions or under the Exchange Agreement), (iii) certain
pre-existing
tax attributes of certain blocker corporations affiliated with TPG Rise that each merged with a separate direct, wholly-owned subsidiary of Nextracker Inc., as part of the Transactions, and (iv) certain other tax benefits related to Nextracker Inc. entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement.
 
As of March 31, 2023, a liability of $
230.3
 
million was recorded for the expected amount to be paid to Yuma, Yuma sub, TPG and the TPG affiliates, which is included in TRA liability and other liability on the consolidated
balance sheets. Separately, a deferred tax asset of $
249.4
 million has been booked reflecting Nextracker’s outside basis difference in Nextracker LLC, which is included in deferred tax assets and other assets on the consolidated balance sheets. The difference between the liability and the deferred tax asset was recorded to additional
paid-in-capital
on the consolidated balance sheets.
v3.23.1
Segment Reporting
 12 Months Ended
Mar. 31, 2023
Segment Reporting [Abstract]  
Segment Reporting
14.
Segment reporting
Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (“CODM”), or a decision-making group, in deciding how to allocate resources and in assessing performance. Resource allocation decisions and Nextracker’s performance are assessed by its Chief Executive Officer, identified as the CODM.
For all periods presented, Nextracker has one operating and reportable segment. The following table sets forth geographic information of revenue based on the locations to which the products are shipped:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
    
2022
    
2021
  
Revenue:
                                                    
U.S.
    $ 1,298,596        68 %    $ 904,946        62 %    $ 900,927        75 % 
Rest of the World
      603,541        32 %      552,646        38 %      294,690        25 % 
    
 
 
             
 
 
             
 
 
           
Total
    $ 1,902,137              $ 1,457,592              $ 1,195,617           
    
 
 
             
 
 
             
 
 
           
The United States is the principal country of domicile.
The following table summarizes the countries that accounted for more than
10
% of revenue in fiscal years 2023, 2022, and 2021. Revenue is attributable to the countries to which the products are shipped.
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
    
2022
    
2021
  
Revenue:
                                                    
U.S.
   
$
 1,298,596        68 %    $ 904,946        62 %    $ 900,927        75 % 
Brazil
      295,846        16 %      188,368        13 %      14,440        1 % 
No other country accounted for more than 10% of revenue for the fiscal years presented in the table above.
As of March 31, 2023 and 2022, property and equipment, net in the United States was $
7.2
 million and $
7.3
 million, respectively, which each accounted for
99
% of property and equipment, net. No other countries accounted for more than
10
% of property and equipment, net as of March 31, 2023 and 2022.
v3.23.1
Summary Of Accounting Policies (Policies)
 12 Months Ended
Mar. 31, 2023
Significant Accounting Policies [Line Items]  
Variable interest entities ("VIE") and consolidation
Variable interest entities (“VIE”) and consolidation
Subsequent to the IPO, the Company’s sole material asset is its member’s interest in Nextracker LLC. In accordance with the Nextrac
ker LLC Operating Agreement, the Company was named the managing member of Nextracker LLC. As a result, the Company has all management powers over the business and affairs of Nextracker LLC and to conduct, direct and exercise full control over the activities of Nextracker LLC. Class A common stock issued in the IPO do not hold majority voting rights but hold
100
% of the economic interest in the Company, which results in Nextracker LLC being considered a VIE. Due to the Company’s power to control the activities most directly affecting the results of Nextracker LLC, the Company is considered the primary beneficiary of the VIE. Accordingly, beginning with the IPO, the Company consolidates the financial results of Nextracker LLC and its subsidiaries.
Basis of presentation
Basis of presentation
Throughout the period preceding the Transactions (as described in Note 6), Nextracker did not operate as a separate entity and stand-alone separate historical financial statements for Nextracker were not prepared. The financial statements for the period preceding the Transactions were derived from Flex’s historical accounting records and were presented on a
carve-out
basis.
 
The accompanying consolidated financial statements, which reflect any changes that have occurred in Nextracker’s financing and operations as a result of the IPO, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC for reporting financial information.
Further, the results stated herein may not be indicative of what Nextracker’s financial position, results of operations and cash flows might be now that Nextracker operates as a separate, stand-alone company since the IPO.
For the period preceding the IPO and Transactions, the consolidated financial statements include all revenues, expenses, assets and liabilities directly attributable to Nextracker. Where it was possible to specifically attribute such expenses to activities of Nextracker, these amounts were charged or credited directly to Nextracker without allocation or apportionment. The consolidated statements of operations and comprehensive income, for the period preceding the IPO and Transactions, also include allocations of certain costs from Flex incurred on Nextracker’s behalf. Such corporate-level costs were allocated to Nextracker using methods based on proportionate formulas such as revenue and headcount, among others. Such corporate-level costs included costs pertaining to accounting and finance, legal, human resources, information technology, insurance, tax services, and other costs. Such costs may not have represented the amounts that would have been incurred had Nextracker operated autonomously or independently from Flex during the period preceding the IPO. Management considered the expense allocation methodology and results to be reasonable for all periods presented. However, these costs may not be indicative of what Nextracker may incur in the future. During the fourth quarter of fiscal year 2022, Nextracker entered into a Transition Service Agreement (“TSA”) with Flex, whereby Flex agreed to provide or cause to be provided certain services to Nextracker which were previously included as part of the allocations from Flex. As consideration, Nextracker agreed to pay Flex the amount specified for each service as described in the TSA.
All intracompany transactions and accounts within Nextracker have been eliminated. All significant transactions between Nextracker and Flex that were not cash settled as of the IPO date have been included in the consolidated balance sheets within accumulated net parent investment, for the period preceding the IPO, and reflected in the consolidated statements of cash flows as a financing activity, during the same period, as these are deemed to be internal financing transactions.
In connection with the Parent’s acquisition of Nextracker and BrightBox in 2015 and 2016, respectively, Flex applied pushdown accounting to separate financial statements of acquired entities in accordance with ASC 805. The application of pushdown accounting impacted goodwill and intangible assets (see Note 4).
Cash and bank borrowings included in the consolidated balance sheets reflects cash that is controlled by Nextracker. Flex’s debt was not allocated to Nextracker for any of the periods presented because these debts were not specifically identifiable to Nextracker. See Note 9 for description of bank borrowings and long-term debts that are specific to Nextracker.
The balance of the redeemable
non-controlling
interests is reported at the greater of the initial carrying amount adjusted for the redeemable
non-controlling
interest’s share of earnings or losses and other comprehensive income or loss, or its estimated maximum redemption amount. The resulting changes in the estimated maximum redemption amount (increases or decreases) are recorded with corresponding adjustments against retained earnings or, in the absence of retained earnings, additional
paid-in-capital.
These interests are presented on the consolidated balance sheets as temporary equity under the caption “Redeemable
non-controlling
interests.”
 
Flex historically maintains stock-based compensation plans at a corporate level. Starting in fiscal year 2023 Nextracker is granting equity compensation awards to its employees under the First Amended and Restated 2022 Nextracker LLC Equity Incentive Plan (the “2022 Nextracker Plan”). Nextracker employees participate in those plans and a portion of the cost of those plans is included in Nextracker’s consolidated financial statements. See Note 7
for
a further description of the accounting for stock-based compensation.
Reverse unit split of the LLC
Reverse unit split of the LLC
In January 2023 the Board of Managers and the members of the LLC approved a
1-for-2.1
reverse unit split of the units authorized and outstanding, which was effected on January 30, 2023. All unit and per unit data shown in the accompanying consolidated financial statements and related notes has been retroactively revised to give effect to this reverse unit split for all periods presented. Units underlying authorized and outstanding equity-based awards were proportionately decreased and the respective per unit value and exercise prices, if applicable, were proportionately increased in accordance with the terms of the agreements governing such securities.
Foreign currency translation
Foreign currency translation
The reporting currency of the Company is the United States dollar (“USD”). The functional currency of the Company and its subsidiaries is primarily the USD. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in interest and other, net in the accompanying consolidated statements of operations and comprehensive income when realized and were not material for the fiscal years ended March 31, 2023, 2022 and 2021.
Use of estimates
Use of estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Estimates are used in accounting for, among other things, impairment of goodwill, impairment of long-lived assets, allowance for doubtful accounts, reserve for excess or obsolete inventories, valuation of deferred tax assets, warranty reserves, contingencies, operation accruals, and fair values of stock options and restricted share unit awards granted under stock-based compensation plans. Due to the long-term economic effects of the
COVID-19
pandemic and geopolitical conflicts (including the Russian invasion of Ukraine), there has been and will continue to be uncertainty and disruption in the global economy and financial markets. The Company has made estimates and assumptions taking into consideration certain possible impacts due to the
COVID-19
pandemic and the Russian invasion of Ukraine. These estimates may change, as new events occur, and additional information is obtained. Actual results may differ from previously estimated amounts, and such differences maybe material to the consolidated financial statements. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period they occur. Management believes that these estimates and assumptions provide a reasonable basis for the fair presentation of the consolidated financial statements.
Revenue recognition
Revenue recognition
The Company accounts for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts With Customers (“ASC 606”) for all periods presented. In applying ASC 606, the Company recognizes revenue from the sale of solar tracker systems, parts, extended warranties on solar tracker systems components and software licenses along with associated maintenance and support. In determining the appropriate amount of revenue to recognize, the Company applies the following steps: (i) identify the contracts with the customers; (ii) identify performance obligations in the contracts; (iii) determine the transaction price;
(iv) allocate the transaction price to the performance obligations per the contracts; and (v) recognize revenue when (or as) Nextracker satisfies a performance obligation. In assessing the recognition of revenue, the Company evaluates whether two or more contracts should be combined and accounted for as one contract and if the combined or single contract should be accounted for as multiple performance obligations. Further, the Company assesses whether control of the product or services promised under the contract is transferred to the customer at a point in time or over time.
The Company’s contracts for specific solar tracker system projects with customers are predominantly accounted for as one performance obligation
because the customer is purchasing an integrated service, which includes Nextracker’s overall management of the solar tracker system project and oversight through the installation process to ensure a functioning system is commissioned at the customer’s location. The Company’s performance creates and enhances an asset that the customer controls as the Company performs under the contract, which is principally as tracker system components are delivered to the designated project site. Although the Company sources the component parts from third party manufacturers, it obtains control and receives title of such parts before transferring them to the customer because Nextracker is primarily responsible for fulfillment to its customer. The Company’s engineering services and professional services are interdependent with the component parts whereby the parts form an input into a combined output for which it is the principal, and Nextracker could redirect the parts before they are transferred to the customer if needed. The customer owns the
work-in-process
over the course of the project and Nextracker’s performance enhances a customer-controlled asset, resulting in the recognition of the performance obligation over time. The measure of progress is estimated using an input method based on costs incurred to date on the project as a percentage of total expected costs to be incurred. The costs of materials and hardware components are recognized as incurred, which is typically upon delivery to the customer site or upon transfer of control while in transit. As such, the cost-based input measure is considered the best measure of progress in depicting the Company’s performance in completing a tracker system.
Contracts with customers that result in multiple performance obligations include contracts for the sale of components, solar tracker system project contracts with an extended warranty, and contracts for the sale of software solutions.
For contracts related to sale of components, Nextracker’s obligation to the customer is to deliver components that are used by the customer to create a tracker system and does not include engineering or other professional services or the obligation to provide such services in the future. Each component is a distinct performance obligation, and often the components are delivered in batches at different points in time. Nextracker estimates the standalone selling price (“SSP”) of each performance obligation based on a cost plus margin approach. Revenue allocated to a component is recognized at the point in time that control of the component transfers to the customer.
At times, a customer will purchase a service-type warranty with a tracker system project. Nextracker uses a cost plus margin methodology to determine the SSP for both the tracker system project and the extended warranty. The revenue allocated to each performance obligation is recognized over time based on the period over which control transfers. The Company recognizes revenue allocated to the extended warranty on a straight-line basis over the contractual service period,
which is generally
10
to
15
years. This period starts once the standard workmanship warranty expires, which is generally 5 to 10 years from the date control of the underlying tracker system components is transferred to the customer. To date, revenues recognized related to extended warranty were not
 
material.
Nextracker generates revenues from sales of software licenses of its TrueCapture and NX Navigator offerings, which are often sold separately from the tracker system. Software licenses are generally sold with maintenance
 
 
services, which
include ongoing security updates, upgrades, bug fixes and support. The software license and the maintenance services are separate performance obligations. Nextracker estimates the SSP of the software license using an adjusted market approach and estimates the SSP of the maintenance service using a cost plus margin approach. Revenue allocated to the software license is recognized at a point in time upon transfer of control of the software license, and revenue allocated to the maintenance service is generally recognized over time on a straight-line basis during the maintenance term. Revenues related to sales of software licenses were not material and were approximately
 
1
%,
2
% and
1
% of total revenue for the fiscal years ended March 31, 2023, 2022 and 2021, respectively.
Contract estimates
Accounting for contracts for which revenue is recognized over time requires Nextracker to estimate the expected margin that will be earned on the project. These estimates include assumptions on labor productivity and availability, the complexity of the work to be performed, and the cost and availability of materials including variable freight costs. Nextracker reviews and updates its contract-related estimates each reporting period and recognizes changes in estimates on contracts under the cumulative
catch-up
method. Under this method, the impact of the adjustment on profit recorded to date is recognized in the period the adjustment is identified. Revenue and profit in future periods of contract performance is recognized using the adjusted estimate. If at any time the estimate of contract profitability indicates an anticipated loss on the contract, Nextracker recognizes the total loss in the period it is identified.
Contract balances
The timing of revenue recognition, billings and cash collections results in contract assets and contract liabilities (deferred revenue) on the consolidated balance sheets. Nextracker’s contract amounts are billed as work progresses in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. When billing occurs subsequent to revenue recognition, a contract asset results. Contract assets of $298.0 million and $292.4 million as of March 31, 2023 and March 31, 2022, respectively, are presented in the consolidated balance sheets, of which $116.3 million and $86.5 million, respectively, will be invoiced at the end of the projects as they represent funds withheld until the products are installed by a third party, arranged by the customer, and the project is declared operational. The remaining unbilled receivables will be invoiced throughout the project based on a set billing schedule such as milestones reached or completed rows delivered.
During the fiscal years ended March 31, 2023 and 2022, Nextracker converted $74.9 million and $71.7 million deferred revenue to revenue, respectively, which represented 70% and 78%, respectively, of the beginning period balance of deferred revenue.
Remaining performance obligations
As of March 31, 2023, Nextracker had $212.3 million of the transaction price allocated to the remaining performance obligations. The Company expects to recognize revenue on approximately 83% of these performance obligations in the next 12 months. The remaining long-term unperformed obligation primarily relates to extended warranty and deposits collected in advance on certain tracker
projects.
Practical expedients and exemptions
Nextracker has elected to adopt certain practical expedients and exemptions as allowed under ASC 606, such as (i) recording sales commissions as incurred because the amortization period is less than one year, (ii) not
 
 
adjusting for the effects of significant financing components when the contract term is less than one year, (iii) excluding collected sales tax amounts from the calculation of revenue and (iv) accounting for the costs of shipping and handling activities that are incurred after the customer obtains control of the product as fulfillment costs rather than a separate service provided to the customer for which consideration would need to be allocated.
Fair value
Fair value
The fair values of Nextracker’s cash, accounts receivable, and accounts payable approximate their carrying values due to their short maturities.
Concentration of credit risk
Concentration of credit risk
Financial instruments which potentially subject the Company to concentrations of credit risk are primarily accounts receivable, derivative instruments, and cash and cash equivalents.
Customer credit risk
Customer credit risk
Nextracker has an established customer credit policy, through which it manages customer credit exposures through credit evaluations, credit limit setting, monitoring and enforcement of credit limits for new and existing customers. Nextracker performs ongoing credit evaluations of its customers’ financial condition and makes provisions for doubtful accounts based on the outcome of those credit evaluations. Nextracker evaluates the collectability of its accounts receivable based on specific customer circumstances, current economic trends, historical experience with collections and the age of past due receivables. To the extent Nextracker identifies exposures as a result of credit or customer evaluations, Nextracker also reviews other customer related exposures, including but not limited to contract assets, inventory and related contractual obligations.
The following table summarizes the activity in Nextracker’s allowance for doubtful accounts during fiscal years 2023, 2022, and 2021:
 
(In thousands)
  
Balance at

beginning

of year
 
  
Charges/(recoveries)

to costs and

expenses
 
  
Deductions/

Write-Offs
 
  
Balance at

end of

year
 
Allowance for doubtful accounts:
  
  
  
  
Year ended March 31, 2021 (1)
    $ 1,214      $ 2,440      $ (59 )     $ 3,595  
Year ended March 31, 2022
    $ 3,595      $ (21 )     $ —        $ 3,574  
Year ended March 31, 2023
    $ 3,574      $ (1,054 )     $ (752 )     $ 1,768  
 
(1)
Charges incurred during fiscal year 2021 are primarily for costs and expenses related to various distressed customers.
One customer accounted for greater than 10% of revenue in fiscal years 2023, 2022, and 2021, with revenue of approximately $331.0 million, $196.2 million, and $230.3 million, respectively, and greater than
10
% of the total balance of accounts receivable, net of allowance for doubtful accounts and contract assets as of March 31, 2023 and 2022, with balances of approximately 15% and 10%, respectively. Additionally, one customer accounted for greater than 10% of the total balance of accounts receivable, net of allowance for doubtful accounts and contract assets as of March 31, 2023 with balances of approximately 14%.
Accounts receivable, net of allowance Accounts receivable, net of allowance
Nextracker’s accounts receivable are due primarily from solar contractors across the United States and internationally. Credit is extended in the normal course of business based on evaluation of a customer’s financial
 
 
condition and, generally, collateral is not required. Trade receivables consist of uncollateralized customer obligations due under normal trade terms requiring payment within 30 to 90 days of the invoice date. Management regularly reviews outstanding accounts receivable and provides for estimated losses through an allowance for doubtful accounts. In evaluating the level of the allowance for doubtful accounts, Nextracker makes judgments regarding the customers’ ability to make required payments, economic events and other factors. As the financial conditions of Nextracker’s customers change, circumstances develop or additional information becomes available, adjustments to the allowance for doubtful accounts may be required. When deemed uncollectible, the receivable is charged against the allowance.
Product warranty
Product warranty
Nextracker offers an assurance type warranty for its products against defects in design, materials and workmanship for a period ranging from five to ten years, depending on the component. For these assurance type warranties, a provision for estimated future costs related to warranty expense is recorded when they are probable and reasonably estimable, which is typically when products are delivered. The estimated warranty liability is based on our warranty model which relies on historical warranty claim information and assumptions based on the nature, frequency and average cost of claims for each product line by project. When little or no experience exists, the estimate is based on comparable product lines and/or estimated potential failure rates. These estimates are based on data from Nextracker specific projects. Estimates related to the outstanding warranty liability are
re-evaluated
on an ongoing basis using best-available information and revisions are made as necessary.
The following table summarizes the activity related to the estimated accrued warranty reserve for the fiscal years ended March 31, 2023 and 2022:
 
    
As of March 31,
  
(In thousands)
   
2023
     
2022
  
Beginning balance
    $ 10,485      $ 17,085  
Provision (release) for warranties issued (1)
      13,099        (5,159 ) 
Payments
      (993 )       (1,441 ) 
    
 
 
     
 
 
  
Ending balance
    $ 22,591      $ 10,485  
    
 
 
     
 
 
  
 
(1)
During fiscal year ended March 31, 2023, the Company identified a specific design issue with a
non-core
product, and recorded an additional $8.7 million charge to cost of sales on its consolidated statement of operations and comprehensive income, related to future remediation costs, which may include replacement parts and services.
Inventories
Inventories
Inventories are stated at the lower of cost (on a
first-in,
first-out
basis) or net realizable value. Nextracker’s inventory primarily consists of finished goods to be used and to be sold to customers, including components procured to complete the tracker system
projects.
Property and equipment, net
 
Property and equipment, net
Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation and amortization are recognized on a straight-line basis over the estimated useful lives of the related assets, with the exception of building leasehold improvements, which are depreciated over the term of the lease, if shorter. Repairs and maintenance costs are expensed as incurred. Property and equipment is comprised of the following:

 
  
Depreciable life

(In years)
  
As of March 31,
 
(In thousands)
  
2023
 
  
2022
 
Machinery and equipment
   
3-8
   
$
9,062
 
  
$
8,535
 
Leasehold improvements
    Up to 5   
 
4,302
 
  
 
4,148
 
Furniture, fixtures, computer equipment and software
   
3-7
   
 
10,080
 
  
 
6,111
 
Construction-in-progress
    —     
 
1,111
 
  
 
2,511
 
         
 
 
     
 
 
  
         
 
24,555
 
  
 
21,305
 
Accumulated depreciation
        
 
(17,300
) 
  
 
(13,882
) 
         
 
 
     
 
 
  
Property and equipment, net
        
$
7,255
 
  
$
7,423
 
         
 
 
     
 
 
  
Total depreciation expense associated with property and equipment was approximately $3.4 million, $2.7 million, and $1.8 million in fiscal years 2023, 2022, and 2021, respectively.
Nextracker reviews property and equipment for impairment at least annually and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of property and equipment is determined by comparing the carrying amount to the lowest level of identifiable projected undiscounted cash flows the property and equipment are expected to generate. An impairment loss is recognized when the carrying amount of property and equipment exceeds the fair value. Management determined there was no impairment for the fiscal years ended March 31, 2023, 2022 and 2021.
Deferred income taxes
Deferred income taxes
For purposes of these consolidated financial statements, prior to the IPO, Nextracker taxes are calculated on a stand-alone basis as if Nextracker completed separate tax returns apart from its Parent (“Separate-return Method”). Following the IPO, Nextracker Inc. will file a separate tax return. The income taxes as presented herein for the
pre-IPO
period, allocate current and deferred income taxes of Flex to Nextracker, in a manner that Nextracker believes as systematic, rational, and consistent with the asset and liability method prescribed by ASC 740. Accordingly, as stated in paragraph 30 of ASC 740, total amounts allocated to Nextracker may not be indicative of Nextracker’s condition had Nextracker been a separate stand-alone entity during the
pre-IPO
periods presented.
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Valuation allowances are established when management determines that it is most likely than not that some portion, or all, of the deferred tax asset will not be realized. The financial effect of changes in tax laws or rates is accounted for in the period of enactment. Prior
 
to the IPO, for domestic entities, the settlement of tax obligations is assumed in the period incurred and included in net parent investment, whereas the settlement of certain historical foreign tax obligations is reflected in tax payables or receivables given that certain foreign entities have filed separately. Other foreign entities have not historically filed separately and therefore the settlement of their tax obligations is included in net parent investment. Any incremental foreign tax expense calculated on a stand-alone basis is recorded in net parent investment. Subsequent to the IPO, Nextracker Inc. is filing as a separate entity and income tax will be reported to payables and receivables for both domestic and foreign jurisdictions.
Income taxes
Income taxes
We operate in numerous states and countries and must allocate our income, expenses, and earnings under the various laws and regulations of each of these taxing jurisdictions. Accordingly, our provision for income taxes represents our total estimate of the liability for income taxes that we have incurred in doing business each year in all our locations. Annually, we file tax returns that represent our filing positions with each jurisdiction and settle our tax return liabilities. Each jurisdiction has the right to audit those tax returns and may take different positions with respect to income and expense allocations and taxable earnings determinations. Because the determination of our annual income tax provision is subject to judgments and estimates, actual results may vary from those recorded in our financial statements. We recognize additions to and reductions in income tax expense during a reporting period that pertains to prior period provisions as our estimated liabilities are revised and our actual tax returns and tax audits are completed.
Our management is required to exercise judgment in developing our provision for income taxes, including the determination of deferred tax assets and liabilities and any valuation allowance that might be required against deferred tax assets. For further details on our income taxes, refer to Note 13 to the consolidated financial statements included elsewhere in this Annual Report.
Tax receivable agreement
Tax receivable agreement
The Company has recorded a liability of
$230.3 million as of March 31,
2023, which is included in other liability on the consolidated balance sheets, representing
 
85
% of the estimated future tax benefits subject to the Tax Receivable Agreement (“TRA”). In U.S. federal, state and local income tax or franchise tax that we realize or are deemed to realize (determined by using certain assumptions) as a result of favorable tax attributes, will be available to us as a result of certain transactions contemplated in connection with our IPO, exchanges of Class A common stock or cash and payments made under the TRA. The actual amount and timing of any payments under these agreements, will vary depending upon a number of factors, including, among others, the timing of redemptions or exchanges by members of Nextracker LLC, the price of our Class A common stock at the time of the redemptions or exchanges, the extent to which such redemptions or exchanges are taxable, the amount and timing of the taxable income we generate in the future and the tax rate then applicable, and the portion of our payments under the tax receivable agreements constituting imputed interest. Estimating future taxable income is inherently uncertain and requires judgment. In projecting future taxable income, we consider our historical results as well as assumptions related to future forecasts for our various businesses by location. The impact of any changes in the total projected obligations recorded under the tax receivable agreements as a result of actual changes in the geographic mix of our earnings, changes in tax legislation and tax rates or other factors that may impact our actual tax savings realized will be reflected in income before taxes in the period in which the change occurs.
Goodwill and other intangibles assets
Goodwill and other intangibles assets
In accordance with accounting standards related to business combinations, goodwill is not amortized; however, certain finite-lived identifiable intangible assets, primarily customer relationships and acquired technology, are
Other current assets
Other current assets
Other current assets include short-term deposits and advances of $29.3 million and $9.3 million as of March 31, 2023 and 2022, respectively, primarily related to advance payments to certain vendors for procurement of inventory. Additionally, other current assets include $22.3 million as of March 31, 2022, for an estimated insurance recovery related to a certain litigation settlement as further described in
Note 12.
Deferred tax assets and other assets
Deferred tax assets and other assets
Includes the deferred tax assets of
$257.1 million
as of March 31, 2023, primarily related to the Comapny’s investment in Nextracker LLC as further described in Note 13.
Accrued expenses
Accrued expenses
Accrued expenses include accruals primarily for freight and tariffs of $44.6 million and $20.7 million as of March 31, 2023 and 2022, respectively. In addition, it includes $15.2 million and $5.5 million accrued payroll as of March 31, 2023 and 2022, respectively.
TRA liability and other liabilities
TRA liability and other liabilities
TRA liability and other liabilities primarily include the liability of $230.3 million as of March 31, 2023, related to the expected amount to be paid to Yuma, Yuma sub, TPG and the TPG affiliates as further described in Note 13. Additionally, the balance includes the
long-term portion of standard product warranty liabilities of $11.8 million and $8.8 million, respectively, and the long-term portion of deferred revenue of $35.8 million and $29.6 million as of March 31, 2023 and 2022, respectively.
Redeemable preferred units
Redeemable preferred units
On February 1, 2022, the LLC issued redeemable preferred units designated as “Series A Preferred Units,” representing a 16.67% interest in the LLC, to Flex in exchange for the cancellation of a portion of the LLC’s previously issued and outstanding common units. Flex sold all of LLC’s Series A Preferred Units to TPG Rise Flash, L.P. (“TPG Rise”), an affiliate of the private equity firm TPG (“TPG”) on the same day. The holder of the Series A Preferred Units was entitled to cumulative
paid-in-kind
or cash dividends and
h
ad
 the option to redeem the Series A Preferred Units or convert the Series A Preferred Units upon certain conditions. Because the redemption or conversion conditions were outside of the control of the Company, the Company classified the Series A Preferred Units as temporary equity on the balance sheets. Refer to Note 6 for further discussion.
Redeemable non-controlling interests
Redeemable
non-controlling
interests
Post IPO, the balance of the redeemable
non-controlling
interests is reported at the greater of the initial carrying amount adjusted for the redeemable
non-controlling
interest’s share of earnings or losses and other comprehensive income or loss, or its estimated maximum redemption amount. The resulting changes in the estimated maximum redemption amount (increases or decreases) are recorded with corresponding adjustments
 
against retained earnings or, in the absence of retained earnings, additional
paid-in-capital.
These interests are presented on the consolidated balance sheets as temporary equity under the caption “Redeemable
non-controlling
interests.”
The following table present a reconciliation of the change in redeemable
non-controlling
interests for the period presented: 
 
 
  
Fiscal year ended March 31, 2023
 
 
  
(in thousands)
 
Balance at beginning of period
  
$
—  
 
Establishment of non-controlling interests
  
 
265,564
 
Net income attributable to redeemable
non-controlling
interests
  
 
2,446
 
Redemption value adjustment
  
 
3,292,618
 
  
 
 
 
Balance at end of period
  
$
3,560,628
 
  
 
 
 
Stock-based compensation
Stock-based compensation
Stock-based compensation is accounted for in accordance with ASC Topic
718-10,
“Compensation-Stock Compensation.” The Company records stock-based compensation costs related to its incentive awards. Stock-based compensation cost is measured at the grant date based on the fair value of the award. Compensation cost for time-based awards is recognized ratably over the applicable vesting period. Compensation cost for performance-based awards with a performance condition is reassessed each period and recognized based upon the probability that the performance conditions will be achieved. The performance-based awards with a performance condition are expensed when the achievement of performance conditions are probable. The total expense recognized over the vesting period will only be for those awards that ultimately vest and forfeitures are recorded when they occur. Refer to Note 7 for further discussion.
Leases
Leases
Nextracker is a lessee with several
non-cancellable
operating leases, primarily for warehouses, buildings, and other assets such as vehicles and equipment. Nextracker determines if an arrangement is a lease at contract inception. A contract is a lease or contains a lease when (i) there is an identified asset, and (ii) the customer has the right to control the use of the identified asset. Nextracker recognizes a
right-of-use
(“ROU”) asset and a lease liability at the lease commencement date for Nextracker’s operating leases. For operating leases, the lease liability is initially measured at the present value of the unpaid lease payments at the lease commencement date. Nextracker has elected the short-term lease recognition and measurement exemption for all classes of assets, which allows Nextracker to not recognize ROU assets and lease liabilities for leases with a lease term of 12 months or less and with no purchase option Nextracker is reasonably certain of exercising. Nextracker has also elected the practical expedient to account for the lease and
non-lease
components as a single lease component, for all classes of underlying assets. Therefore, the lease payments used to measure the lease liability include all of the fixed considerations in the contract. Lease payments included in the measurement of the lease liability comprise the following: fixed payments (including
in-substance
fixed payments) and variable payments that depend on an index or rate (initially measured using the index or rate at the lease commencement date). As Nextracker cannot determine the interest rate implicit in the lease for its leases, Nextracker uses an estimated incremental borrowing rate as of the commencement date in determining the present value of lease payments.
 
The estimated incremental borrowing rate is the rate of interest the Company would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of Nextracker’s leases includes the
non-cancellable
period of the lease plus any additional periods covered by either an option to extend (or not to terminate) the lease that Nextracker is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor.
 
As
of March 31, 2023 and 2022, current operating lease liabilities were $1.9 million and $1.8 million, respectively, which are included in other current liabilities on the consolidated balance sheets and long-term lease liabilities were $1.5 million and $2.7 million, respectively, which are included in other liabilities on the consolidated balance sheets. ROU assets are included in other assets on the consolidated balance sheets. Refer to Note 3 for additional information about Leases.
Recently issued accounting pronouncement
Recently issued accounting pronouncement
In December 2022, the FASB issued ASU
2022-06
“Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848,” which defers the sunset date of ASC 848 from December 31, 2022 to December 31, 2024. ASC 848 provides relief for companies preparing for the discontinuation of interest rates, such as LIBOR. Entities that apply ASC 848 can continue to do so until December 31, 2024. The Company adopted the guidance during the third quarter of fiscal year 2023 with an immaterial impact on its consolidated financial statements.
v3.23.1
Summary Of Accounting Policies (Tables)
 12 Months Ended
Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Summary of Allowance for Doubtful Accounts
The following table summarizes the activity in Nextracker’s allowance for doubtful accounts during fiscal years 2023, 2022, and 2021:
 
(In thousands)
  
Balance at

beginning

of year
 
  
Charges/(recoveries)

to costs and

expenses
 
  
Deductions/

Write-Offs
 
  
Balance at

end of

year
 
Allowance for doubtful accounts:
  
  
  
  
Year ended March 31, 2021 (1)
    $ 1,214      $ 2,440      $ (59 )     $ 3,595  
Year ended March 31, 2022
    $ 3,595      $ (21 )     $ —        $ 3,574  
Year ended March 31, 2023
    $ 3,574      $ (1,054 )     $ (752 )     $ 1,768  
 
(1)
Charges incurred during fiscal year 2021 are primarily for costs and expenses related to various distressed customers.
Summary of Product Warranty
The following table summarizes the activity related to the estimated accrued warranty reserve for the fiscal years ended March 31, 2023 and 2022:
 
    
As of March 31,
  
(In thousands)
   
2023
     
2022
  
Beginning balance
    $ 10,485      $ 17,085  
Provision (release) for warranties issued (1)
      13,099        (5,159 ) 
Payments
      (993 )       (1,441 ) 
    
 
 
     
 
 
  
Ending balance
    $ 22,591      $ 10,485  
    
 
 
     
 
 
  
 
(1)
During fiscal year ended March 31, 2023, the Company identified a specific design issue with a
non-core
product, and recorded an additional $8.7 million charge to cost of sales on its consolidated statement of operations and comprehensive income, related to future remediation costs, which may include replacement parts and services.
Summary of Property, Plant and Equipment
 
  
Depreciable life

(In years)
  
As of March 31,
 
(In thousands)
  
2023
 
  
2022
 
Machinery and equipment
   
3-8
   
$
9,062
 
  
$
8,535
 
Leasehold improvements
    Up to 5   
 
4,302
 
  
 
4,148
 
Furniture, fixtures, computer equipment and software
   
3-7
   
 
10,080
 
  
 
6,111
 
Construction-in-progress
    —     
 
1,111
 
  
 
2,511
 
         
 
 
     
 
 
  
         
 
24,555
 
  
 
21,305
 
Accumulated depreciation
        
 
(17,300
) 
  
 
(13,882
) 
         
 
 
     
 
 
  
Property and equipment, net
        
$
7,255
 
  
$
7,423
 
         
 
 
     
 
 
  
Summary of Redeemable Noncontrolling Interest
 
 
  
Fiscal year ended March 31, 2023
 
 
  
(in thousands)
 
Balance at beginning of period
  
$
—  
 
Establishment of non-controlling interests
  
 
265,564
 
Net income attributable to redeemable
non-controlling
interests
  
 
2,446
 
Redemption value adjustment
  
 
3,292,618
 
  
 
 
 
Balance at end of period
  
$
3,560,628
 
  
 
 
 
v3.23.1
Lesses (Tables)
 12 Months Ended
Mar. 31, 2023
Lessee Disclosure [Abstract]  
Summary of the components of lease cost recognized
The components of lease cost recognized under ASC 842 were as follow (in thousands):
 

 
  
Fiscal year ended March 31,
 
 
  
2023
 
  
2022
 
  
2021
 
Operating lease cost
   
$
1,922
 
  
$
1,769
 
  
$
1,624
  
Summary of amounts reported in the consolidated balance sheet
Amounts reported in the consolidated balance sheet as of March 31, 2023 and 2022 were as follows (in thousands, except weighted average lease term and discount
rate):
 

 
  
As of March 31,
 
 
  
2023
 
 
2022
 
Operating Leases:
                 
Operating lease right of use assets
   
$
3,337
 
 
$
4,359
  
Operating lease liabilities
   
$
3,394
 
 
$
4,508
  
Weighted-average remaining lease term (In years)
     
2.6
 
    
2.8
 
Weighted-average discount rate
     
4.7
% 
    
3.1
% 
Summary of other information related to leases
Other information related to leases was as follow (in thousands):
 

 
  
Fiscal year ended March 31,
 
 
  
2023
 
  
2022
 
  
2021
 
Cash paid for amounts included in the measurement of lease liabilities:
                           
Operating cash flows from operating leases
   
$
1,928
 
  
$
1,818
 
  
$
1,610
  
Summary of future lease payments under non-cancellable leases
Future lease payments under
non-cancellable
leases as of March 31, 2023 are as follows:


 
  
Operating Leases
 
Fiscal year ended March 31,
  
 
(in thousands)
 
2024
   
$
1,997
  
2025
     
626
  
2026
     
493
  
2027
     
423
  
2028
     
106
  
 
  
 
 
 
Total undiscounted lease payments
     
3,645
  
Less: imputed interest
     
251
  
 
 
 
 
 
Total lease liabilities
    $
3,394
  
v3.23.1
Revenue (Tables)
 12 Months Ended
Mar. 31, 2023
Disaggregation of Revenue [Abstract]  
Summary of Nextracker's Revenue Disaggregation The following table presents Nextracker’s revenue disaggregated based on timing of transfer—point in time and over time for the fiscal years ended March 31, 2023, 2022 and 2021:
 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Timing of Transfer
                           
Point in time
    $ 50,516      $ 127,924      $ 66,397  
Over time
      1,851,621        1,329,668        1,129,220  
    
 
 
     
 
 
     
 
 
  
Total revenue
    $ 1,902,137      $ 1,457,592      $ 1,195,617  
    
 
 
     
 
 
     
 
 
  
v3.23.1
Goodwill and intangible assets (Tables)
 12 Months Ended
Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Summary of Intangible Assets
The components of identifiable intangible assets are as follows:
 
    
As of March 31, 2023
     
As of March 31, 2022
  
(In thousands)
   
Weighted-
average
remaining
useful life
(in years)
     
Gross

carrying

amount
     
Accumulated

amortization
    
Net

carrying

amount
     
Gross

carrying

amount
     
Accumulated

amortization
    
Net

carrying

amount
  
Intangible assets:
                                                             
Trade name and other intangibles
      5      $ 2,500      $ (1,179 )    $ 1,321      $ 15,900      $ (13,372 )    $ 2,528  
             
 
 
     
 
 
    
 
 
     
 
 
     
 
 
    
 
 
  
Total
             $ 2,500      $ (1,179 )    $ 1,321      $ 15,900      $ (13,372 )    $ 2,528  
             
 
 
     
 
 
    
 
 
     
 
 
     
 
 
    
 
 
  
Summary of Intangible Asset Amortization Expense Total intangible asset amortization expense recognized in operations during the fiscal years ended March 31, 2023, 2022 and 2021 are as follows:
 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Cost of sales
    $ 250      $ 4,043      $ 8,082  
Selling general and administrative expense
      957        4,422        6,931  
    
 
 
     
 
 
     
 
 
  
Total amortization expense
    $ 1,207      $ 8,465      $ 15,013  
    
 
 
     
 
 
     
 
 
  
Summary of Future Annual Amortization Expense
Estimated future annual amortization expense for the above amortizable intangible assets are as follows:
 
    
Amount
  
    
(in thousands)
  
Fiscal year ending March 31,
         
2024
    $ 250  
2025
      250  
2026
      250  
2027
      250  
2028
      250  
Thereafter
      71  
    
 
 
  
Total amortization expense
    $ 1,321  
    
 
 
  
v3.23.1
Stock-based compensation (Tables)
 12 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement, Additional Disclosure [Abstract]  
Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs
The following table summarizes the Company’s stock-based compensation expense under the 2022 Plan and the Flex 2017 Plan:
 
 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Cost of sales
   
$
 12,794      $ 1,526      $ 1,953  
Selling, general and administrative expenses
      19,200        1,522        2,353  
    
 
 
     
 
 
     
 
 
  
Total stock-based compensation expense
   
$
 31,994      $ 3,048      $ 4,306  
    
 
 
     
 
 
     
 
 
  
Summary of Unrecognized Compensation Expense For Unvested Awards
As of March 31, 2023, the total unrecognized compensation expense for unvested awards under the 2022 Plan and the related remaining weighted average period for expensing is summarized as follow:

 
 
  
Unrecognized
compensation
expense

(in thousands)
 
  
Weighted-
average
remaining
period

(in years)
 
Options
   
$
9,861
       
3.04
  
RSU
     
23,455
       
2.14
  
PSU (1)
     
12,983
       
2.11
  
    
 
 
           
Total unrecognized compensation expense
   
$
46,299
           
    
 
 
           
 
(1)
includes an estimated $11.8 million of expense related to 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023.
 
Summary of Fair Value of the Company's Awards Granted Under the 2022 Plan
The fair value of the Company’s awards granted under the 2022 Plan was estimated based on the following assumptions:

 
  
Fiscal year ended
March 31, 2023
Expected volatility
    65% - 70%
Expected dividends
    —%
Risk-free interest rate
   
2.5% - 2.7%
Summary of RSU Awards and PSU Awards Activity
The following table summarizes the RSU awards activity for the fiscal year ended March 31, 2023:
 

 
  
Number of
RSUs
 
  
Weighted
average
fair value
per share
 
Unvested RSU awards outstanding, beginning of fiscal year
      —        $ —    
Granted
      2,172,234        20.12  
Vested
      —          —    
Forfeited (1)
      (169,815 )       16.78  
    
 
 
     
 
 
  
Unvested RSU awards outstanding, end of fiscal year
      2,002,419        $20.40  
    
 
 
     
 
 
  
 
(1)
awards forfeited due to employee terminations.
The following table summarizes the PSU awards activity for the fiscal year ended March 31, 2023:
 
    
Fiscal year ended
March 31,
  
    
Number
of PSUs
     
Weighted
average
fair value
per share
  
Unvested PSU awards outstanding, beginning of fiscal year
      —        $ —    
Granted (2)
      219,713        23.01  
Vested
      —          —    
Forfeited (1)
      —          —    
    
 
 
     
 
 
  
Unvested PSU awards outstanding, end of fiscal year
      219,713      $ 23.01  
    
 
 
     
 
 
  
(1)
awards forfeited due to employee terminations.
(2)
excludes 512,663 PSUs that do not meet the criteria for a grant date under ASC 718 as of March 31, 2023.
Summary of Additional Information PSUs Awarded Additional information for the PSUs awarded during the fiscal year ended March 31, 2023 is further detailed in the table below and the PSU Performance Period end date for these awards is March 31, 2025.
 

 
  
 
 
  
 
 
 
Range of shares that
may be issued (1)
 
 
  
Targeted number
of awards as of
March 31, 2023
 
  
Weighted
average fair
value per share
 
 
Minimum
 
  
Maximum
 
Year of grant
                                   
Awards with grant date and measurement date
      219,713      $ 23.01       —          439,426  
Awards without a grant date and measurement date
      512,663      $ 23.01 (2)      —          1,025,326  
 
(1)
Payouts can range from 0% to 200% of the applicable Tranche targets based on the achievement levels of the Company’s Total Shareholder Return (“TSR”), as determined in the Restricted Incentive Unit Award Agreement under the 2022 Plan for performance-based vesting awards.
(2)
Represents the weighted average fair value per share of awards that had a grant date and measurement date as of March 31, 2023 as these PSUs do not have a grant date or measurement date as of March 31, 2023.
Summary of Options Awards Activity
The following table summarizes the Options awards activity for the fiscal year ended March 31, 2023:
 
    
Number of
Options
     
Weighted
average
exercise
price
  
Options awards outstanding, beginning of fiscal year
      —          —    
Granted
      2,806,905      $ 21.0  
Exercised
      —          —    
Forfeited (1)
      (114,286 )       21.0  
    
 
 
           
Options awards outstanding, end of fiscal year
      2,692,619      $ 21.0  
    
 
 
           
Options awards exercisable as of March 31, 2023
      —          —    
Options awards vested and expected to vest as of March 31, 2023
      2,692,619      $ 21.0  
 
(1)
awards forfeited due to employee terminations.
Summary of Vesting Information
Vesting information for these shares is further detailed in the table below.
 
                  
Range of shares that
may be issued (1)
         
    
Targeted number
of awards as of
March 31, 2023
     
Weighted
average
fair value
per share
     
Minimum
     
Maximum
     
Options
Performance
Period end date
  
Year of grant
                                             
Fiscal 2023
      2,692,619      $ 6.30        —          2,692,619        March 31, 2026  
v3.23.1
Earnings Per Share (Tables)
 12 Months Ended
Mar. 31, 2023
Earnings Per Share [Abstract]  
Summary of Computation of Earnings Per Share And Weighted Average Shares Outstanding
The computation of earnings per share and weighted average shares outstanding of the Company’s common stock for the period is presented below:
 

 
  
February 9, 2023 - March 31, 2023
 
(in thousands except share and per share amounts)
  
Income
Numerator
 
  
Weighted
average
shares
outstanding
Denominator
 
  
Per
Share
Amount
 
BASIC EPS
                           
Net income available to Nextracker Inc. common stockholders
    $ 1,143        45,886,065      $ 0.02  
    
 
 
     
 
 
     
 
 
  
Effect of Dilutive impact
                           
Common stock equivalents from Options awards
               377,316           
Common stock equivalents from RSUs
               1,291,346           
Common stock equivalents from PSUs
               92,388           
Income attributable to
non-controlling
interests and common stock equivalent from Class B common stock
    $ 2,446        98,204,522           
    
 
 
     
 
 
           
DILUTED EPS
                           
Net income available to Nextracker Inc. common stockholders
    $ 3,589        145,851,637      $ 0.02  
    
 
 
     
 
 
     
 
 
  
v3.23.1
Bank borrowings and long-term debt (Tables)
 12 Months Ended
Mar. 31, 2023
Debt Disclosure [Abstract]  
Scheduled repayments of the Company's bank borrowings and long-term debt
Scheduled repayments of the Company’s bank borrowings and long-term debt are as follows:
 
Fiscal year ended March 31,
  
Amount
 
 
  
(In thousands)
 
2024
    $ —    
2025
      3,750  
2026
      7,500  
2027
      7,500  
2028
      131,250  
    
 
 
  
Total
   
$
 150,000  
    
 
 
  
v3.23.1
Supplemental Cash Flow Disclosures (Tables)
 12 Months Ended
Mar. 31, 2023
Supplemental Cash Flow Elements [Abstract]  
Schedule Of Represents Supplemental Cash Flow Disclosures
The following table represents supplemental cash flow disclosures of
non-cash
investing and financing activities:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
     
2022
     
2021
  
Non-cash
investing activity:
                           
Unpaid purchases of property and equipment
    $ 206      $ 138      $ 820  
Non-cash
financing activity:
                           
Capitalized offering costs
    $ (5,331 )     $ 5,331      $ 1,696  
Legal settlement paid by Parent (1)
    $ 20,428      $ —        $ —    
Paid-in-kind
dividend for Series A redeemable preferred units
    $ 21,427      $ —        $ —    
Settlement of assets and liabilities with Parent
    $ 52,529      $ —        $ —    
 
(1)
amount presented in fiscal year 2023 is net of insurance recovery of $22.3 million as further described in Note 12.
v3.23.1
Relationship With Parent And Related Parties (Tables)
 12 Months Ended
Mar. 31, 2023
Related Party Transactions [Abstract]  
Summary of Material Transactions Reflected in Accumulated Net Parent Investment The following is a summary of material transactions reflected in the accumulated net parent investment during the fiscal years ended March 31, 2023, 2022 and 2021
 
 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
(3)
 
  
2022
 
  
2021
 
Corporate allocations (excluding stock-based compensation expense)
    $ 1,483      $ 9,999      $ 8,998  
Transfer of operations to Nextracker (1)
      (39,025 )       (2,934 )       5,299  
Net cash pooling activities (2)
      (35,240 )       (35,490 )       377,360  
Income taxes
      41,238        19,550        36,068  
    
 
 
     
 
 
     
 
 
  
Net transfers (to) from Parent
    $ (31,544 )     $ (8,875 )     $ 427,725  
    
 
 
     
 
 
     
 
 
  
 
(1)
Primarily represents certain international operations where related income and/or losses are included in Nextracker’s consolidated statements of operations. Cash was also collected by the international operations on behalf of Nextracker, for which Nextracker and Flex do not intend to settle in the future. For the fiscal year 2023, the balance includes the legal settlement paid by Flex as further disclosed in Note 12.
(2)
Primarily represents financing activities for cash pooling and capital transfers.
(3)
Represents transactions reflected in accumulated net parent investment
through
February 8, 2023.
v3.23.1
Income Taxes (Tables)
 12 Months Ended
Mar. 31, 2023
Income Tax Disclosure [Abstract]  
Summary of Income before Income Tax, Domestic and Foreign
The domestic and foreign components of income before income taxes were comprised of the
following:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
 
  
2022
 
  
2021
  
Domestic
    $ 117,115      $ 45,259      $ 161,323  
Foreign
      51,968        19,849        (3,294 ) 
    
 
 
     
 
 
     
 
 
  
Total
    $ 169,083      $ 65,108      $ 158,029  
    
 
 
     
 
 
     
 
 
  
Summary of Components of Income Tax Expense (Benefit)
The provision for (benefit from) income taxes consisted of the following:


 
  
Fiscal year ended March 31,
 
(In thousands)
  
2023
 
  
2022
 
  
2021
 
Current:
                           
Domestic
    $ 35,244      $ 13,558      $ 34,013  
Foreign
      18,238        5,974        2  
    
 
 
     
 
 
     
 
 
  
Total
      53,482        19,532        34,015  
  
 
 
     
 
 
     
 
 
  
Deferred:
                           
Domestic
      (8,660 )       (6,173 )       54  
Foreign
      2,928        836        (388 ) 
    
 
 
     
 
 
     
 
 
  
Total
      (5,732 )       (5,337 )       (334 ) 
    
 
 
     
 
 
     
 
 
  
Provision for income taxes
    $ 47,750      $ 14,195      $ 33,681  
    
 
 
     
 
 
     
 
 
  
Summary of Effective Income Tax Rate Reconciliation The reconciliation of the income tax expense (benefit) expected based on domestic statutory income tax rates to the expense (benefit) for income taxes included in the consolidated statements of operations is as follows:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
 
  
2022
 
  
2021
  
Income taxes based on domestic statutory rates
    $ 35,508      $ 13,673      $ 33,186  
Effect of tax rate differential
      7,487        2,638        342  
FDII Deduction
      (3,235 )       (1,583 )       (2,951 ) 
Foreign disregarded entities
      11,020        —          —    
Foreign tax deduction
      (3,659 )       —          —    
Amount allocated to
Non-controlling
interest
      (1,671 )       —          —    
Stock-based compensation
      —          (424 )       (4 ) 
State
      4,535        880        2,689  
Guaranteed payment on Series A Preferred Units
      (4,500 )       (875 )       —  
Other
      2,265        (114 )       419  
    
 
 
     
 
 
     
 
 
  
Provision for income taxes
    $ 47,750      $ 14,195      $ 33,681  
    
 
 
     
 
 
     
 
 
  
Summary of Deferred Tax Assets and Liabilities
The components of deferred income taxes are as follows (
in thousands
):
 
    
As of March 31,
  
    
2023
 
  
2022
  
Deferred tax liabilities:
                  
Fixed assets
    $ (54 )     $ (67 ) 
Intangible assets
      —          (437 ) 
Others
      (2,688 )       (663 ) 
    
 
 
     
 
 
  
Total deferred tax liabilities
      (2,742 )       (1,167 ) 
    
 
 
     
 
 
  
Deferred tax assets:
                  
Fixed assets
      —          47  
Stock-based compensation
      2,222        342  
Deferred revenue
      —          3,967  
Warranty reserve
      —          2,461  
Accrued professional fees
      —          2,378  
Provision for doubtful accounts
      —          449  
Net operating loss and other carryforwards
      5,467        5,553  
Investment in Nextracker LLC
      249,377        —    
Others
      1,598        1,367  
    
 
 
     
 
 
  
Total deferred tax assets
      258,664        16,564  
Valuation allowances
      (1,528 )       —    
    
 
 
     
 
 
  
Total deferred tax assets, net of valuation allowances
      257,136        16,564  
    
 
 
     
 
 
  
Net deferred tax asset
    $ 254,394      $ 15,397  
  
 
 
     
 
 
  
The net deferred tax asset is classified as follows:
                  
Long-term asset
   
$
 254,767     
$
 15,828  
Long-term liability
      (373 )       (431 ) 
    
 
 
     
 
 
  
Total
    $ 254,394      $ 15,397  
    
 
 
     
 
 
  
Summary of Operating Loss Carryforwards These tax losses and other carryforwards will expire at various dates as follows:
 
Expiration dates of deferred tax assets related to operating losses and other carryforwards
 
(In thousands)
  
2024 - 2029
    $ —    
2030 - 2035
      437  
2036 - Post
      —    
Indefinite
      3,844  
    
 
 
  
Total
    $ 4,281  
    
 
 
  
Summary of Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
 
    
Fiscal year ended
March 31,
  
(In thousands)
   
2023
     
2022
     
2021
  
Balance, beginning of fiscal year
    $ 440      $ 465      $ 410  
Impact from foreign exchange rates fluctuation
      (6 )       (25 )       55  
    
 
 
     
 
 
     
 
 
  
Balance, end of fiscal year
    $ 434      $ 440      $ 465  
    
 
 
     
 
 
     
 
 
  
v3.23.1
Segment Reporting (Tables)
 12 Months Ended
Mar. 31, 2023
Segment Reporting [Abstract]  
Summary of Geographic Information of Revenue The following table sets forth geographic information of revenue based on the locations to which the products are shipped:
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
    
2022
    
2021
  
Revenue:
                                                    
U.S.
    $ 1,298,596        68 %    $ 904,946        62 %    $ 900,927        75 % 
Rest of the World
      603,541        32 %      552,646        38 %      294,690        25 % 
    
 
 
             
 
 
             
 
 
           
Total
    $ 1,902,137              $ 1,457,592              $ 1,195,617           
    
 
 
             
 
 
             
 
 
           
The United States is the principal country of domicile.
The following table summarizes the countries that accounted for more than
10
% of revenue in fiscal years 2023, 2022, and 2021. Revenue is attributable to the countries to which the products are shipped.
 
    
Fiscal year ended March 31,
  
(In thousands)
   
2023
    
2022
    
2021
  
Revenue:
                                                    
U.S.
   
$
 1,298,596        68 %    $ 904,946        62 %    $ 900,927        75 % 
Brazil
      295,846        16 %      188,368        13 %      14,440        1 % 
v3.23.1
Description of Business and Organization of Nextracker Inc - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Millions
Feb. 13, 2023
Feb. 08, 2023
Mar. 31, 2023
Dec. 19, 2022
IPO [Member] | Common Class A [Member]        
Organization Consolidation And Presentation Of FinancialS tatements [Line Items]        
Stock issued during period, Shares, new issues 30,590,000 15,279,190    
Sale of stock price per share $ 24      
Proceeds from the IPO $ 693.8      
Payments for underwriting expense 40.4      
Flex [Member] | IPO [Member] | Common Class A [Member]        
Organization Consolidation And Presentation Of FinancialS tatements [Line Items]        
Offering costs $ 8.3   $ 7.9  
Nextracker Inc [Member] | Yuma, Inc. [Member]        
Organization Consolidation And Presentation Of FinancialS tatements [Line Items]        
Noncontrolling interest, ownership percentage by parent       100.00%
v3.23.1
Summary Of Accounting Policies - Summary of Allowance for Doubtful Accounts (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Balance at beginning of year $ 3,574 $ 3,595 $ 1,214
Charges/ (recoveries) to costs and expenses (1,054) (21) 2,440
Deductions/ Write-Offs (752) 0 (59)
Balance at end of year $ 1,768 $ 3,574 $ 3,595
v3.23.1
Summary Of Accounting Policies - Summary of Product Warranty (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Product Warranty Liability [Line Items]    
Beginning balance $ 10,485 $ 17,085
Provision (release) for warranties issued 13,099 (5,159)
Payments (993) (1,441)
Ending balance $ 22,591 $ 10,485
v3.23.1
Summary Of Accounting Policies - Summary of Product Warranty (Parenthetical) (Details)
$ in Millions
 12 Months Ended
Mar. 31, 2023
USD ($)
Cost of Sales [Member]  
Product Warranty Liability [Line Items]  
Product Warranty Expense $ 8.7
v3.23.1
Summary Of Accounting Policies - Summary of Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Property, Plant and Equipment [Line Items]    
Machinery and equipment $ 9,062 $ 8,535
Leasehold improvements 4,302 4,148
Furniture, fixtures, computer equipment and software 10,080 6,111
Construction-in-progress 1,111 2,511
Total 24,555 21,305
Accumulated depreciation (17,300) (13,882)
Property and equipment, net $ 7,255 $ 7,423
Leasehold Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 5 years  
Minimum [Member] | Machinery and Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 3 years  
Minimum [Member] | Furniture Fittings And Computer Equipment Net [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 3 years  
Maximum [Member] | Machinery and Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 8 years  
Maximum [Member] | Furniture Fittings And Computer Equipment Net [Member]    
Property, Plant and Equipment [Line Items]    
Property, Plant and Equipment, Useful Life 7 years  
v3.23.1
Summary Of Accounting Policies - Summary of Property, Plant and Equipment (Details) (Parenthetical) (Details) - USD ($)
$ in Millions
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Depreciation on property plant and equipment $ 3.4 $ 2.7 $ 1.8
v3.23.1
Summary Of Accounting Policies - Summary of Redeemable Noncontrolling Interest (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Balance at beginning of period $ 0    
Effect of reorganization transactions 265,564    
Net income attributable to redeemable non-controlling interests 2,446 $ 0 $ 0
Redemption value adjustment 3,292,618    
Balance at end of period $ 3,560,628 $ 0  
v3.23.1
Summary Of Accounting Policies - Additional Information (Details)
$ in Thousands
 1 Months Ended 12 Months Ended
Jan. 31, 2023
Mar. 31, 2023
USD ($)
Mar. 31, 2022
USD ($)
Mar. 31, 2021
USD ($)
Mar. 31, 2020
USD ($)
Product Warranty Liability [Line Items]          
Short-term deposits and advances   $ 29,300 $ 9,300    
Accrued Freight and Tariffs   44,600 20,700    
Accrued payroll   15,200 5,500    
Loss contingency insurance recovery receivable   22,300 22,300    
Contract with customer asset net current   297,960 292,407    
Unbilled receivables current   116,300 86,500    
Contract with customer liability revenue recognized   $ 74,900 $ 71,700    
Performance obligation amount recognized as a percentage of contract with customers liability of the previous period   70.00% 78.00%    
Revenue remaining performance obligation   $ 212,300      
Percentage of remaining performance obligation to be recognized as revenue in the next twelve months   83.00%      
Liability for uncertain tax benefits   $ 434 $ 440 $ 465 $ 410
Percentage of future tax benefits representing uncertain tax benefits   85.00%      
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]   Other Liabilities, Noncurrent Other Liabilities, Noncurrent    
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]   Other Liabilities, Current Other Liabilities, Current    
Deferred tax assets and other assets non current   $ 273,686 $ 28,123    
Tax Receivable Agreement [Member]          
Product Warranty Liability [Line Items]          
Liability for uncertain tax benefits   230,300      
Liabilities relating to tax receivable agreement and others non current   $ 230,300      
Revenue Benchmark [Member] | Product Concentration Risk [Member] | Software Licenses [Member]          
Product Warranty Liability [Line Items]          
Concentration risk percentage   1.00% 2.00% 1.00%  
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer One [Member]          
Product Warranty Liability [Line Items]          
Revenue from contract with customers excluding assessed tax   $ 331,000 $ 196,200 $ 230,300  
Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member] | Customer One [Member]          
Product Warranty Liability [Line Items]          
Concentration risk percentage   15.00% 10.00%    
Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member] | Customer Two [Member]          
Product Warranty Liability [Line Items]          
Concentration risk percentage   10.00%      
Minimum [Member]          
Product Warranty Liability [Line Items]          
Extended warranty term of revenue recognition   10 years      
Minimum [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member]          
Product Warranty Liability [Line Items]          
Concentration risk percentage   10.00%   10.00%  
Minimum [Member] | Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member]          
Product Warranty Liability [Line Items]          
Concentration risk percentage   14.00%      
Minimum [Member] | Accounts Receivable And Contract With Customer Assets [Member] | Customer Concentration Risk [Member] | Customer One [Member]          
Product Warranty Liability [Line Items]          
Concentration risk percentage   10.00%      
Maximum [Member]          
Product Warranty Liability [Line Items]          
Extended warranty term of revenue recognition   15 years      
Other Current Liabilities [Member]          
Product Warranty Liability [Line Items]          
Operating lease liabilities current   $ 1,900 $ 1,800    
Other Noncurrent Liabilities [Member]          
Product Warranty Liability [Line Items]          
Standard product warranty liability non current   11,800 8,800    
Contract with customers liability non current   35,800 29,600    
Operating lease liabilities non current   $ 1,500 $ 2,700    
Nestracker LLC [Member]          
Product Warranty Liability [Line Items]          
Variable interest entity ownership percentage   100.00%      
Reverse stock split ratio 2.1        
TPG Rise [Member]          
Product Warranty Liability [Line Items]          
Ownership Interest   16.67%      
Nextracker Inc [Member]          
Product Warranty Liability [Line Items]          
Deferred tax assets and other assets non current   $ 257,100      
v3.23.1
Leases - Additional Information (Details)
Mar. 31, 2023
Minimum [Member]  
Lessee, Lease, Description [Line Items]  
Lessee, Operating Lease, Term of Contract 1 year
Maximum [Member]  
Lessee, Lease, Description [Line Items]  
Lessee, Operating Lease, Term of Contract 5 years
v3.23.1
Lesses - Summary Of The Components Of Lease Cost Recognized (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Lease, Cost [Abstract]      
Operating lease cost $ 1,922 $ 1,769 $ 1,624
v3.23.1
Leases - Summary Of Lessee Of Operating Lease (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Lessee Disclosure [Abstract]    
Operating lease right of use assets $ 3,337 $ 4,359
Operating lease liabilities $ 3,394 $ 4,508
Weighted-average remaining lease term (In years) 2 years 7 months 6 days 2 years 9 months 18 days
Weighted-average discount rate 4.70% 3.10%
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Deferred Income Taxes and Other Assets, Noncurrent Deferred Income Taxes and Other Assets, Noncurrent
v3.23.1
Leases - Summary Of Other Information Related To Leases (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Lessee Disclosure [Abstract]      
Operating cash flows from operating leases $ 1,928 $ 1,818 $ 1,610
v3.23.1
Leases - Summary Of Future Lease Payments Under Non-Cancellable Lease (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Lessee, Operating Lease, Liability, to be Paid [Abstract]    
2024 $ 1,997  
2025 626  
2026 493  
2027 423  
2028 106  
Total undiscounted lease payments 3,645  
Less: imputed interest 251  
Total lease liabilities $ 3,394 $ 4,508
v3.23.1
Revenue - Summary of Nextracker's Revenue Disaggregation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Disaggregation of Revenue [Line Items]      
Revenues $ 1,902,137 $ 1,457,592 $ 1,195,617
Point in time [Member]      
Disaggregation of Revenue [Line Items]      
Revenues 50,516 127,924 66,397
Over time [Member]      
Disaggregation of Revenue [Line Items]      
Revenues $ 1,851,621 $ 1,329,668 $ 1,129,220
v3.23.1
Goodwill and intangible assets - Summary of Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 2,500 $ 15,900
Accumulated amortization (1,179) (13,372)
Net carrying amount 1,321 2,528
Trade name and other intangibles [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 2,500 15,900
Accumulated amortization (1,179) (13,372)
Net carrying amount $ 1,321 $ 2,528
v3.23.1
Goodwill and intangible assets - Summary of Intangible Asset Amortization Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Finite Lived Intangible Assets Amortization Expense [Line Items]      
Amortization expense $ 1,207 $ 8,465 $ 15,013
Cost of sales [Member]      
Finite Lived Intangible Assets Amortization Expense [Line Items]      
Amortization expense 250 4,043 8,082
Selling general and administrative expense [Member]      
Finite Lived Intangible Assets Amortization Expense [Line Items]      
Amortization expense $ 957 $ 4,422 $ 6,931
v3.23.1
Goodwill and intangible assets - Summary of Future Annual Amortization Expense (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]    
2024 $ 250  
2025 250  
2026 250  
2027 250  
2028 250  
Thereafter 71  
Total amortization expense $ 1,321 $ 2,528
v3.23.1
Goodwill and intangible assets - Additional Information (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Goodwill And Intangible Assets Disclosure [Line Items]    
Goodwill $ 265,153 $ 265,153
v3.23.1
Shareholders' deficit and redeemable preferred units - Additional information (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Feb. 13, 2023
Feb. 12, 2023
Feb. 10, 2023
Feb. 08, 2023
Mar. 31, 2023
Mar. 31, 2022
Apr. 30, 2022
Shareholders equity and redeemable preferred units [Line Items]              
Distribution in an aggregate amount   $ 175.0          
Number of shares repurchased during the period 100            
Preferred stock, shares authorized       50,000,000      
Preferred stock, par or stated value per share       $ 0.0001      
Dividends, paid-in-kind         $ 21.4 $ 4.0  
Temporary equity, shares outstanding         0 238,096 23,809,524
TPG Rise [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Distribution in an aggregate amount   $ 21.7          
Ownership Interest         16.67%    
Common Class A [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Common stock, shares authorized       900,000,000 900,000,000 900,000,000  
Common stock, par or stated value per share       $ 0.0001 $ 0.0001 $ 0.0001  
Common Class B [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Common stock, shares authorized       500,000,000 500,000,000 500,000,000  
Common stock, par or stated value per share       $ 0.0001 $ 0.0001 $ 0.0001  
Series A Preferred Stock [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Temporary equity dividend rate         5.00%    
Series A Preferred Stock [Member] | First Two Years [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Percentage of temporary equity dividend payable in Kknd         100.00%    
Series A Preferred Stock [Member] | Thereafter [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Percentage of temporary equity dividend payable in Kknd         50.00%    
TPG Rise [Member] | Common Class A [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Stock issued during period, Shares, new issues     15,279,190        
IPO [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Distribution in an aggregate amount $ 175.0   $ 175.0        
IPO [Member] | Nextracker Inc. [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Common unit outstanding 45,886,065            
IPO [Member] | Two Thousand Twenty Three Credit Agreement [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Proceeds from term loan     $ 150.0        
IPO [Member] | Common Class A [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Stock issued during period, Shares, new issues 30,590,000     15,279,190      
Proceeds from the IPO $ 693.8            
IPO [Member] | Yuma, Inc [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Stock issued during period, Shares, new issues     30,590,000        
Distribution in an aggregate amount     $ 153.3        
Proceeds from the IPO     $ 693.8        
Common unit price per unit     $ 22.68        
Common unit outstanding     30,590,000        
IPO [Member] | Yuma, Inc [Member] | Common Class B [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Stock issued during period, Shares, new issues     128,794,522        
IPO [Member] | TPG Rise [Member]              
Shareholders equity and redeemable preferred units [Line Items]              
Distribution in an aggregate amount     $ 21.7        
Preferred units converted to LLC common units     $ 25,026,093        
v3.23.1
Stock-based compensation - Additional information (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Feb. 09, 2023
Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Unrecognized compensation cost   $ 46,299
Incremental stock-based compensation expense   12,300
Restricted Stock Units (RSUs) [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Unrecognized compensation cost   $ 23,455
Weighted-average period over which cost not yet recognized is expected to be recognized   2 years 1 month 20 days
Weighted average grant date fair values   $ 17.03
Weighted average modification date fair value $ 20.4  
Options awards vested during the period   0
Share-Based Payment Arrangement, Option [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Unrecognized compensation cost   $ 9,861
Weighted-average period over which cost not yet recognized is expected to be recognized   3 years 14 days
Number of share options (or share units) exercised during the current period.   0
Share-Based Payment Arrangement [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Weighted average grant date fair values   $ 5.17
Weighted average modification date fair value 6.3  
Options awards vested during the period   0
Weighted average remaining contractual life of options awards outstanding   3 years 11 months 15 days
Weighted average remaining contractual life of options awards vested and expected to vest   3 years 11 months 15 days
Aggregate intrinsic value of Options awards outstanding   $ 41,100
Aggregate intrinsic value of options awards vested and expected to vest   41,100
Performance based vesting awards [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Unrecognized compensation cost   $ 12,983
Weighted-average period over which cost not yet recognized is expected to be recognized   2 years 1 month 9 days
Number of equity-based payment instruments vested during the period   0
Weighted average grant date fair values   $ 19.35
Weighted average modification date fair value $ 23.01  
Options awards vested during the period   0
Maximum [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Number of shares available for grant   2,692,619
Minimum [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Number of shares available for grant   0
2017 Plan [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Unrecognized compensation cost   $ 2,000
Weighted-average period over which cost not yet recognized is expected to be recognized   1 year
Number of share options (or share units) exercised during the current period.   0
Number of equity-based payment instruments vested during the period   0
2017 Plan [Member] | Maximum [Member] | Restricted Stock Units (RSUs) [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award vesting period   4 years
2017 Plan [Member] | Minimum [Member] | Restricted Stock Units (RSUs) [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award vesting period   2 years
2022 Plan [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Incremental stock-based compensation expense $ 23,300  
2022 Plan [Member] | Share-Based Payment Arrangement, Option [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award vesting period   4 years
2022 Plan [Member] | Share-Based Payment Arrangement [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Number of grants authorized   12,900,000
Number of shares available for grant   7,400,000
2022 Plan [Member] | Performance based vesting awards [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award vesting period   3 years
2022 Plan [Member] | Performance based vesting awards [Member] | Share Based Compensation Award Tranche Two And Three [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Number of non-vested options outstanding   512,663
2022 Plan [Member] | Performance based vesting awards [Member] | Share-Based Payment Arrangement, Tranche One [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Number of shares available for grant   219,713
2022 Plan [Member] | Maximum [Member] | Share-Based Payment Arrangement, Option [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Range of options awards vesting percentage   100.00%
2022 Plan [Member] | Maximum [Member] | Share-Based Payment Arrangement [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Award, expiration period   10 years
2022 Plan [Member] | Maximum [Member] | Performance based vesting awards [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Range of options awards vesting percentage   200.00%
2022 Plan [Member] | Minimum [Member] | Share-Based Payment Arrangement, Option [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Range of options awards vesting percentage   0.00%
2022 Plan [Member] | Minimum [Member] | Performance based vesting awards [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Range of options awards vesting percentage   0.00%
v3.23.1
Stock-based compensation - Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]      
stock-based compensation expense $ 31,994 $ 3,048 $ 4,306
Cost of Sales [Member]      
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]      
stock-based compensation expense 12,794 1,526 1,953
Selling, General and Administrative Expenses [Member]      
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]      
stock-based compensation expense $ 19,200 $ 1,522 $ 2,353
v3.23.1
Stock-based compensation - Summary of Unrecognized Compensation Expense for Unvested Awards (Details)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
USD ($)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Unrecognized compensation expense $ 46,299
Options [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Unrecognized compensation expense $ 9,861
Weighted- average remaining period 3 years 14 days
RSU [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Unrecognized compensation expense $ 23,455
Weighted- average remaining period 2 years 1 month 20 days
PSU [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Unrecognized compensation expense $ 12,983
Weighted- average remaining period 2 years 1 month 9 days
v3.23.1
Stock-based compensation - Summary of Unrecognized Compensation Expense for Unvested Awards (Parenthetical) (Details)
$ in Thousands
Mar. 31, 2023
USD ($)
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Unrecognized compensation cost | $ $ 46,299
Unvested awards outstanding | shares 512,663
Awards without a grant date and measurement date [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Unrecognized compensation cost | $ $ 11,800
Unvested awards outstanding | shares 512,663
v3.23.1
Stock-based compensation - Summary of Fair Value of the Company's Awards Granted Under the 2022 Plan (Details) - 2022 Plan [Member]
 12 Months Ended
Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Expected dividends 0
Minimum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Expected volatility 65.00%
Risk-free interest rate 2.50%
Maximum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Expected volatility 70.00%
Risk-free interest rate 2.70%
v3.23.1
Stock-based compensation - Summary of RSU Awards and PSU Awards Activity (Details)
 12 Months Ended
Mar. 31, 2023
$ / shares
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Ending balance, shares 512,663
RSU [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Beginning balance, shares 0
Granted 2,172,234
Vested 0
Forfeited (169,815)
Ending balance, shares 2,002,419
Beginning balance, Weighted average fair value per share | $ / shares $ 0
Granted, Weighted average fair value per share | $ / shares 20.12
Vested,Weighted average fair value per share | $ / shares 0
Forfeited, Weighted average fair value per share | $ / shares 16.78
Ending balance, Weighted average fair value per share | $ / shares $ 20.4
PSU [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Beginning balance, shares 0
Granted 219,713
Vested 0
Forfeited 0
Ending balance, shares 219,713
Beginning balance, Weighted average fair value per share | $ / shares $ 0
Granted, Weighted average fair value per share | $ / shares 23.01
Vested,Weighted average fair value per share | $ / shares 0
Forfeited, Weighted average fair value per share | $ / shares 0
Ending balance, Weighted average fair value per share | $ / shares $ 23.01
v3.23.1
Stock-based compensation - Summary of RSU Awards and PSU Awards Activity (Parentheticals) (Details)
Mar. 31, 2023
shares
Share-Based Payment Arrangement, Disclosure [Abstract]  
Unvested awards outstanding 512,663
v3.23.1
Stock-based compensation - Summary of Additional Information PSUs Awarded (Details)
 12 Months Ended
Mar. 31, 2023
$ / shares
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Targeted number of awards 512,663
Minimum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Range of shares that may be issued 0
Maximum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Range of shares that may be issued 2,692,619
Awards with grant date and measurement date [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Targeted number of awards 219,713
Weighted average fair value per share | $ / shares $ 23.01
Awards with grant date and measurement date [Member] | Minimum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Range of shares that may be issued 0
Awards with grant date and measurement date [Member] | Maximum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Range of shares that may be issued 439,426
Awards without a grant date and measurement date [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Targeted number of awards 512,663
Weighted average fair value per share | $ / shares $ 23.01
Awards without a grant date and measurement date [Member] | Minimum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Range of shares that may be issued 0
Awards without a grant date and measurement date [Member] | Maximum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Range of shares that may be issued 1,025,326
v3.23.1
Stock-based compensation - Summary of Additional Information PSUs Awarded (Parenthetical) (Details) - Performance Shares [Member]
Mar. 31, 2023
Maximum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Payout range 200.00%
Minimum [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Payout range 0.00%
v3.23.1
Stock-based compensation - Summary of Options Awards Activity (Details)
 12 Months Ended
Mar. 31, 2023
$ / shares
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Ending balance, shares 2,692,619
Share-Based Payment Arrangement, Option [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Beginning balance, shares 0
Granted 2,806,905
Exercised 0
Forfeited (114,286)
Ending balance, shares 2,692,619
Options awards exercisable 0
Options awards vested 2,692,619
Beginning balance, Weighted average exercise price | $ / shares $ 0
Granted, Weighted average exercise price | $ / shares 21
Exercised, Weighted average exercise price | $ / shares 0
Forfeited, Weighted average exercise price | $ / shares 21
Ending balance, Weighted average exercise price | $ / shares 21
Options awards exercisable, Weighted average exercise price | $ / shares 0
Options awards vested, Weighted average exercise price | $ / shares $ 21
v3.23.1
Stock-based compensation - Summary of Vesting Information (Details) - $ / shares
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Targeted number of awards 2,692,619  
Weighted average fair value per share $ 6.3  
Share-Based Payment Arrangement, Option [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Targeted number of awards 2,692,619 0
Options Performance Period end date Mar. 31, 2026  
Minimum [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Range of shares that may be issued 0  
Maximum [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Range of shares that may be issued 2,692,619  
v3.23.1
Earnings Per Share - Summary of Computation of Earnings Per Share And Weighted Average Shares Outstanding (Details) - USD ($)
$ / shares in Units, $ in Thousands
 2 Months Ended 12 Months Ended
Mar. 31, 2023
Mar. 31, 2023
 [1]
BASIC EPS    
Net income available to Nextracker Inc common stockholders, Income numerator $ 1,143  
Net income available to Nextracker Inc common stockholders, Weighted average shares 45,886,065 45,886,065
Net income available to Nextracker Inc common stockholders, Per share amount $ 0.02 $ 0.02
Effect of Dilutive impact    
Common stock equivalents, Weighted average shares 98,204,522  
Income attributable to non-controlling interests, Income numerator $ 2,446  
DILUTED EPS    
Net income available to Nextracker Inc. common stockholders, Income numerator $ 3,589  
Net income available to Nextracker Inc common stockholders, Weighted average shares 145,851,637 145,851,637
Net income available to Nextracker Inc common stockholders, Per share amount $ 0.02 $ 0.02
Common stock equivalents from Options awards [Member]    
Effect of Dilutive impact    
Common stock equivalents, Weighted average shares 377,316  
Common stock equivalents from RSUs [Member]    
Effect of Dilutive impact    
Common stock equivalents, Weighted average shares 1,291,346  
Common stock equivalents from PSUs [Member]    
Effect of Dilutive impact    
Common stock equivalents, Weighted average shares 92,388  
[1] Basic and diluted income per share is applicable only for the period February 9, 2023 through March 31, 2023, which is the period following the initial public offering (“IPO”) and the related Transactions. See Note 8 for the calculation of shares used in the computation of earnings per share and the basis for the computation of earnings per share.
v3.23.1
Bank borrowings and long-term debt - Additional information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Feb. 28, 2023
Feb. 13, 2023
Feb. 12, 2023
Feb. 10, 2023
Mar. 31, 2023
Mar. 31, 2022
Debt Instrument [Line Items]            
Distribution in an aggregate amount     $ 175,000      
Long-term debt         $ 147,147 $ 0
IPO [Member]            
Debt Instrument [Line Items]            
Distribution in an aggregate amount   $ 175,000   $ 175,000    
Two Thousand Twenty Three Credit Agreement [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]            
Debt Instrument [Line Items]            
Debt instrument, interest rate, effective percentage         6.90%  
Description of reference rate used for variable rate of debt instrument         SOFR rate of 4.97  
Debt Instrument, basis spread on variable rate         1.85%  
Two Thousand Twenty Three Credit Agreement [Member] | Minimum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]            
Debt Instrument [Line Items]            
Basis points 162.50%          
Two Thousand Twenty Three Credit Agreement [Member] | Minimum [Member] | Base Rate [Member]            
Debt Instrument [Line Items]            
Basis points 62.50%          
Two Thousand Twenty Three Credit Agreement [Member] | Minimum [Member] | Eurodollar [Member]            
Debt Instrument [Line Items]            
Basis points 162.50%          
Two Thousand Twenty Three Credit Agreement [Member] | Maximum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]            
Debt Instrument [Line Items]            
Basis points 200.00%          
Two Thousand Twenty Three Credit Agreement [Member] | Maximum [Member] | Base Rate [Member]            
Debt Instrument [Line Items]            
Basis points 100.00%          
Two Thousand Twenty Three Credit Agreement [Member] | Maximum [Member] | Eurodollar [Member]            
Debt Instrument [Line Items]            
Basis points 200.00%          
Two Thousand Twenty Three Credit Agreement [Member] | Term Loan [Member]            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity   150,000        
Line of credit facility frequency of payment and payment terms The Term Loan requires quarterly principal payments beginning on June 30, 2024 in an amount equal to 0.625% of the original aggregate principal amount of the Term Loan. From June 30, 2025, the quarterly principal payment will increase to 1.25% of the original aggregate principal amount of the Term Loan. The remaining balance of the Term Loan and the outstanding balance of any RCF loans will be repayable on February 11, 2028.          
Two Thousand Twenty Three Credit Agreement [Member] | Term Loan [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]            
Debt Instrument [Line Items]            
Debt instrument, interest rate, effective percentage         6.82%  
Two Thousand Twenty Three Credit Agreement [Member] | Revolving Credit Facility [Member]            
Debt Instrument [Line Items]            
Line of Credit Facility, Maximum Borrowing Capacity   500,000        
Two Thousand Twenty Three Credit Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member]            
Debt Instrument [Line Items]            
Quarterly commitment fee on the undrawn portion 20.00%          
Two Thousand Twenty Three Credit Agreement [Member] | Revolving Credit Facility [Member] | Maximum [Member]            
Debt Instrument [Line Items]            
Long-Term line of credit   100,000        
Quarterly commitment fee on the undrawn portion 35.00%          
Two Thousand Twenty Three Credit Agreement [Member] | Letter of Credit [Member]            
Debt Instrument [Line Items]            
Long-Term line of credit   300,000        
Two Thousand Twenty Three Credit Agreement [Member] | Swing Line Loans [Member]            
Debt Instrument [Line Items]            
Long-Term line of credit   $ 50,000        
v3.23.1
Bank borrowings and long-term debt - Scheduled repayments of the Company's bank borrowings and long-term debt (Details)
$ in Thousands
Mar. 31, 2023
USD ($)
Long-Term Debt, Fiscal Year Maturity [Abstract]  
2024 $ 0
2025 3,750
2026 7,500
2027 7,500
2028 131,250
Total $ 150,000
v3.23.1
Supplemental cash flow disclosures - Summary Of Represents Supplemental Cash Flow Disclosures (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Supplemental Cash Flow Elements [Abstract]      
Unpaid purchases of property and equipment $ 206 $ 138 $ 820
Capitalized offering costs (5,331) 5,331 1,696
Legal settlement paid by Parent 20,428 0 0
Paid-in-kind dividend for Series A redeemable preferred units 21,427 0 0
Settlement of assets and liabilities with Parent $ 52,529 $ 0 $ 0
v3.23.1
Supplemental cash flow disclosures - Summary Of Represents Supplemental Cash Flow Disclosures (Parenthetical) (Details)
$ in Millions
 12 Months Ended
Mar. 31, 2023
USD ($)
Supplemental Cash Flow Elements [Abstract]  
Insurance recoverable set off $ 22.3
v3.23.1
Relationship with parent and related parties - Additional information (Details) - USD ($)
$ in Millions
 12 Months Ended
Feb. 12, 2023
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Related Party Transaction [Line Items]        
Distribution in an aggregate amount $ 175.0      
Term Loan [Member] | Two Thousand Twenty Three Credit Agreement [Member]        
Related Party Transaction [Line Items]        
Proceeds from term loan 150.0      
Yuma, Inc. [Member]        
Related Party Transaction [Line Items]        
Distribution in an aggregate amount 153.3      
TPG Rise [Member]        
Related Party Transaction [Line Items]        
Distribution in an aggregate amount $ 21.7      
Flex Ltd [Member]        
Related Party Transaction [Line Items]        
General corporate expenses   $ 5.2 $ 13.0 $ 13.3
Selling, general and administrative expenses   3.4 9.9 10.0
Cost of sales   1.8 3.1 3.3
Related party transaction purchases from related party   67.1 47.7 60.3
Due to related parties   $ 37.5 $ 36.5 $ 24.4
v3.23.1
Risk Management and Financial Instruments - Summary of Material Transactions Reflected in Accumulated Net Parent Investment (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Related Party Transaction [Line Items]      
Related party transaction amounts of transaction $ (31,544) $ (8,875) $ 427,725
Corporate allocations (excluding stock-based compensation expense) [Member]      
Related Party Transaction [Line Items]      
Related party transaction amounts of transaction 1,483 9,999 8,998
Transfer Of operations To Nextracker [Member]      
Related Party Transaction [Line Items]      
Related party transaction amounts of transaction (39,025) (2,934) 5,299
Net Cash Pooling Activities [Member]      
Related Party Transaction [Line Items]      
Related party transaction amounts of transaction (35,240) (35,490) 377,360
Income Taxes [Member]      
Related Party Transaction [Line Items]      
Related party transaction amounts of transaction $ 41,238 $ 19,550 $ 36,068
v3.23.1
Commitments and Contingencies - Additional Information (Details) - USD ($)
$ in Millions
 1 Months Ended
Jul. 31, 2022
Mar. 31, 2023
Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]      
Litigation settlement amount awarded to other party $ 42.8    
Loss contingency insurance recovery receivable   $ 22.3 $ 22.3
v3.23.1
Income Taxes - Summary of Income before Income Tax, Domestic and Foreign (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract]      
Domestic $ 117,115 $ 45,259 $ 161,323
Foreign 51,968 19,849 (3,294)
Total $ 169,083 $ 65,108 $ 158,029
v3.23.1
Income Taxes - Summary of Components of Income Tax Expense (Benefit) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Current:      
Domestic $ 35,244 $ 13,558 $ 34,013
Foreign 18,238 5,974 2
Total 53,482 19,532 34,015
Deferred:      
Domestic (8,660) (6,173) 54
Foreign 2,928 836 (388)
Total (5,732) (5,337) (334)
Provision for income taxes $ 47,750 $ 14,195 $ 33,681
v3.23.1
Income Taxes - Summary of Effective Income Tax Rate Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Income Tax Expense (Benefit), Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Income taxes based on domestic statutory rates $ 35,508 $ 13,673 $ 33,186
Effect of tax rate differential 7,487 2,638 342
FDII Deduction (3,235) (1,583) (2,951)
Foreign disregarded entities 11,020 0 0
Foreign tax deduction (3,659) 0 0
Amount allocated to Non-controlling interest (1,671) 0 0
Stock-based compensation 0 (424) (4)
State 4,535 880 2,689
Guaranteed payment on Series A Preferred Units (4,500) (875) 0
Other 2,265 (114) 419
Provision for income taxes $ 47,750 $ 14,195 $ 33,681
v3.23.1
Income Taxes - Summary of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Mar. 31, 2022
Deferred tax liabilities:    
Fixed assets $ (54) $ (67)
Intangible assets 0 (437)
Others (2,688) (663)
Total deferred tax liabilities (2,742) (1,167)
Deferred tax assets:    
Fixed assets 0 47
Stock-based compensation 2,222 342
Deferred revenue 0 3,967
Warranty reserve 0 2,461
Accrued professional fees 0 2,378
Provision for doubtful accounts 0 449
Net operating loss and other carryforwards 5,467 5,553
Investment in Nextracker LLC 249,377 0
Others 1,598 1,367
Total deferred tax assets 258,664 16,564
Valuation allowances (1,528) 0
Total deferred tax assets, net of valuation allowances 257,136 16,564
Net deferred tax asset 254,394 15,397
The net deferred tax asset is classified as follows:    
Long-term asset 254,767 15,828
Long-term liability (373) (431)
Total $ 254,394 $ 15,397
v3.23.1
Income Taxes - Summary of Operating Loss Carryforwards (Details)
$ in Thousands
Mar. 31, 2023
USD ($)
Operating Loss Carryforwards [Line Items]  
Deferred Tax Assets, Operating Loss Carryforwards $ 4,281
Tax Period 2024 -2029 [Member]  
Operating Loss Carryforwards [Line Items]  
Deferred Tax Assets, Operating Loss Carryforwards 0
Tax Period 2030 - 2035 [Member]  
Operating Loss Carryforwards [Line Items]  
Deferred Tax Assets, Operating Loss Carryforwards 437
Tax Period 2036 - Post [Member]  
Operating Loss Carryforwards [Line Items]  
Deferred Tax Assets, Operating Loss Carryforwards 0
Indefinite Tax Period [Member]  
Operating Loss Carryforwards [Line Items]  
Deferred Tax Assets, Operating Loss Carryforwards $ 3,844
v3.23.1
Income Taxes - Summary of Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Income Tax Uncertainties [Abstract]      
Balance, beginning of fiscal year $ 440 $ 465 $ 410
Impact from foreign exchange rates fluctuation (6) (25) 55
Balance, end of fiscal year $ 434 $ 440 $ 465
v3.23.1
Income Taxes - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2021
Feb. 13, 2023
Mar. 31, 2022
Income Tax Disclosure [Line Items]        
U.S. domestic statutory income tax rate 21.00% 21.00%    
Tax receivable agreement payable $ 230,300      
Deferred tax asset  tax receivable agreement 249,400      
Percentage of tax benefits on tax receivable agreement     85.00%  
Unrecognized tax benefits interest and penalties expense 100      
Unrecognized tax benefits interest and penalties accrued 500     $ 400
Deferred Tax Liability Not Recognized, Amount of Unrecognized Deferred Tax Liability, Undistributed Earnings of Foreign Subsidiaries 500      
Undistributed earnings of foreign subsidiaries 4,900      
Deferred tax assets tax losses and other carryforwards 4,300      
Deferred tax assets valuation allowance $ 1,528     $ 0
v3.23.1
Segment Reporting - Summary of Geographic Information of Revenue (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Revenue, Major Customer [Line Items]      
Revenue $ 1,902,137 $ 1,457,592 $ 1,195,617
Geographic Concentration Risk [Member] | Revenue Benchmark [Member]      
Revenue, Major Customer [Line Items]      
Revenue 1,902,137 1,457,592 1,195,617
U.S. [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member]      
Revenue, Major Customer [Line Items]      
Revenue $ 1,298,596 $ 904,946 $ 900,927
Concentration risk percentage 68.00% 62.00% 75.00%
Rest of the World [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member]      
Revenue, Major Customer [Line Items]      
Revenue $ 603,541 $ 552,646 $ 294,690
Concentration risk percentage 32.00% 38.00% 25.00%
Brazil [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member]      
Revenue, Major Customer [Line Items]      
Revenue $ 295,846 $ 188,368 $ 14,440
Concentration risk percentage 16.00% 13.00% 1.00%
v3.23.1
Segment Reporting - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Revenue, Major Customer [Line Items]      
Property and equipment, net $ 7,255 $ 7,423  
Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | Other than U.S. and Brazil [Member]      
Revenue, Major Customer [Line Items]      
Concentration risk percentage   10.00% 10.00%
Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | U.S. [Member]      
Revenue, Major Customer [Line Items]      
Concentration risk percentage 68.00% 62.00% 75.00%
Geographic Concentration Risk [Member] | Property, plant and equipment [Member] | U.S. [Member]      
Revenue, Major Customer [Line Items]      
Concentration risk percentage 99.00% 99.00%  
Property and equipment, net $ 7,200 $ 7,300