The following information should be read in conjunction with the unaudited
interim condensed consolidated financial statements of PCTEL, Inc. ("PCTEL," the
"Company," "we," "our," and "us") and the notes thereto included in Item 1 of
this Quarterly Report on Form 10-Q and in conjunction with the consolidated
financial statements for the year ended December 31, 2020 contained in our
Annual Report on Form 10-K for the year ended December 31, 2020 (the "2020 Form
10-K"). Except for historical information, the following discussion contains
forward-looking statements that involve risks and uncertainties, including
statements regarding our anticipated revenues, profits, costs and expenses,
revenue mix and the impact on our business from the COVID-19 pandemic and
ensuing supply chain disruptions. These forward-looking statements include,
among others, those statements including the words "may," "will," "plans,"
"seeks," "expects," "anticipates," "intends," "believes" and words of similar
meaning. Such statements constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. No undue
reliance should be placed on these forward-looking statements. Our actual
results could differ materially from those projected in these forward-looking
statements. Specifically, the statements, among others, about our expectations
regarding the impact of the COVID-19 pandemic; our future financial performance;
growth of our antennas and Industrial IoT (as defined below) device business and
our test & measurement business; the impact of the acquisition of Smarteq on the
Company's ability to offer additional products, expand in the European market,
and generate revenue; the impact of our transition plan for manufacturing inside
and outside China; the impact of the uncertainty regarding the renewal of our
lease of our Tianjin, China manufacturing premises; the anticipated demand for
certain products including those related to public safety, Industrial IoT, 5G
and intelligent transportation; the impact of tariffs on certain imports from
China; and the anticipated growth of public and private wireless systems are
forward-looking statements. These statements are based on management's current
expectations and actual results may differ materially from those projected as a
result of certain risks and uncertainties, including, without limitation, the
disruptions to our workforce, operations, supply chain and customer demand
caused by the COVID-19 pandemic and impact of the pandemic on our results of
operations, financial condition and stock price; the impact of data
densification and IoT on capacity and coverage demand; the impact of 5G;
customer demand and growth generally in our defined market segments, including
demand from customers in Europe, the Company's ability to integrate Smarteq,
expand its European presence and benefit from additional antenna and Industrial
IoT product offerings; the ability to expand into new market segments and to
access government and military customers; the impact of the uncertainty
regarding renewal of our lease of our Tianjin, China manufacturing premises; the
impact of tariffs on certain imports from China; and our ability to grow our
business and create, protect and implement new technologies and solutions, as
well as the risk factors set forth in Item 1A of our 2020 Form 10-K and in our
subsequent reports and filings with the SEC. These forward-looking statements
are made only as of the date hereof. Except as may be required by law, we do not
undertake, and expressly disclaim, any obligation to update or revise any
forward-looking statements whether because of new information, future events or
otherwise.



COVID-19 Update



The ongoing COVID-19 pandemic and increased business uncertainty had an adverse
impact on our financial results during 2020 through global shutdowns and supply
chain and operational disruptions and many of these challenges have persisted.
We took a variety of actions during 2020 to help mitigate the financial impact,
including executing temporary cost savings measures, reducing our capital
spending, and proactively managing our working capital. In 2021, we have
proactively managed our supply chain to minimize the impact of global shortages
of key components for our products, including resins, adhesives, plastics and
electronics, redesigned certain products to alleviate the need for end-of-life
components, and maintained higher inventories to address long-lead times due to
freight congestion and delays. Based on improved revenues in the third quarter
2021 for antennas and Industrial IoT, demand for our products is recovering.
However, the global recovery in demand has had impacts on our business,
including increased material cost inflation, logistics costs increases and
component part shortages. Currently, our expectation is that the impacts of
material cost inflation and logistics constraints will continue through the
balance of 2021, but we are mitigating the impact of the cost increases through
price increases on certain products.



Our foremost focus continues to be the health and safety of our employees. We
continue to maintain our enhanced health and safety protocols at our facilities
and are encouraging our employees to obtain vaccination. We will continue to
closely monitor the risks posed by COVID-19 and the guidance from relevant
authorities. We will adjust our practices accordingly, as we have throughout the
pandemic.



Business Overview



PCTEL is a leading global provider of wireless technology, including
purpose-built Industrial Internet of Things ("Industrial IoT") devices, antenna
systems, and test & measurement solutions. We solve complex wireless challenges
to help organizations stay connected, transform, and grow. We have a strong
brand presence and expertise in radio frequency ("RF"), digital and mechanical
engineering. We have two businesses (antennas/Industrial IoT devices and test &
measurement products) that address three market segments: Enterprise Wireless,
Intelligent Transportation, and Industrial IoT. Our antennas and Industrial IoT
devices include antennas deployed in small cells, enterprise Wi-Fi access
points, fleet management and transit systems, and in network equipment and
devices for Industrial IoT. Our test & measurement products improve the
performance of wireless networks globally. Mobile

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operators, neutral hosts, and network equipment manufacturers rely on our
products to analyze, design, and optimize next generation wireless networks. We
seek out product applications that command a premium for product design and
performance, and we avoid commodity markets. Our strength is solving complex
wireless challenges for our customers through our products and solutions. To
this end, we are constantly innovating and improving our IoT, antenna and
wireless testing products and capabilities to capture the opportunities of the
rapidly evolving wireless industry. We focus on engineering, research, and
development to maintain and expand our competitiveness.





Antennas and Industrial IoT devices

PCTEL designs and manufactures precision antennas and Industrial IoT devices,
and we offer in-house wireless product development for our customers, including
design, testing, radio integration, and manufacturing capabilities. Revenue
growth in these markets is driven by the increased use and complexity of
wireless communications. Our antenna portfolio includes Wi-Fi, Bluetooth, Land
Mobile Radio ("LMR"), Tetra, Global Navigation Satellite System ("GNSS"),
Cellular, Industrial, Scientific, Medical ("ISM"), Long Range ("LoRa"), and
combination antenna solutions. Our Industrial IoT device portfolio includes
access points, radio modules, and wireless communication sensors. Consistent
with our mission to solve complex network engineering problems and to compete
effectively in the antenna and Industrial IoT device market, PCTEL maintains
expertise in the following areas: radio frequency engineering, wireless network
engineering, mechanical engineering, mobile antenna design, manufacturing, and
product quality and testing.

Test & Measurement Products

PCTEL provides RF test & measurement products that improve the performance of
wireless networks globally, with a focus on LTE, public safety, and 5G
technologies. Revenue growth in this market is driven by the implementation and
roll out of new wireless technology standards (i.e., 3G to 4G, 4G to 5G) and new
market applications for public safety and government. Our portfolio includes
scanning receivers, scanning receiver software, public safety solutions,
interference location systems, and mmwave transmitters. Our scanning receivers
are software defined radios used to 1) confirm adequate RF coverage during
deployment, 2) identify interfering signals which decrease capacity, 3)
troubleshoot system performance issues as networks expand, and 4) benchmark
competing networks because our scanning receivers can scan all technologies
across all frequencies during one test. Scanning receivers are necessary for
initial network deployment and throughout the entire life cycle of the mobile
network. Most of our 4G scanners can be upgraded to 5G via firmware. During the
third quarter 2021, we introduced the Gflex 5G scanning receiver which opens new
opportunities in the government signal intelligent market. Consistent with our
mission to solve complex network engineering problems and to compete effectively
in the RF test & measurement market, PCTEL maintains expertise in the following
areas: radio frequency engineering, digital signal processing ("DSP")
engineering, wireless network engineering, mechanical engineering,
manufacturing, and product quality and testing.



Third Quarter Overview



Revenues for the three months ended September 30, 2021 were $22.4 million, an
increase of 18.4% compared to $18.9 million for the same period in 2020. By
product line, revenues decreased by $0.9 million (13.1%) to $5.9 million for
test & measurement products and increased by $4.4 million (35.4%) to $16.7
million for antennas and Industrial IoT devices during the three months ended
September 30, 2021. The increase in revenues for antennas and Industrial IoT
devices was due to both the acquisition of Smarteq and higher organic
revenues. Gross profits of $10.3 million for the quarter increased by $0.7
million compared to the same period in 2020, primarily due to the revenue
increases for antennas and Industrial IoT devices. Operating expense of $9.6
million was $1.1 million higher than in the third quarter 2020. The increase
results from inclusion of Smarteq's operating expenses and employee-related
costs, including salaries and incentive compensation expenses. Operating
expenses for the third quarter 2020 were lower due, in part, to measures the
Company took at the beginning of the COVID-19 pandemic to control costs,
including temporary reductions in salaries, travel, and other discretionary
spending. The net impact of these changes resulted in income before tax of $0.7
million in the third quarter 2021 compared to income before tax of $1.1 million
for the third quarter of 2020.



Revenues for the nine months ended September 30, 2021 were $61.8 million, an
increase of 9.8%, compared to $56.3 million for the same period in 2020. By
product line, revenues decreased by $0.5 million (2.5%) to $18.5 million for
test & measurement products and increased by $6.3 million (16.6%) to $44.0
million for antennas and Industrial IoT devices. The decrease in revenues for
test & measurement products was due to lower revenues for products with 5G
technologies offset by revenue growth in products for public safety
applications. The increase in revenues for antennas and Industrial IoT devices
was due to both the acquisition of Smarteq and organic growth. Gross profits of
$28.5 million increased by $1.2 million compared to the same period in the prior
year due to the higher revenues in antennas and Industrial IoT devices product
line. Operating expenses of $28.7 million were $2.7 million higher than the same
period in the prior year. The increase resulted from inclusion of Smarteq's
operating expenses, intangible amortization expenses related to the Smarteq
acquisition, and employee-related costs, including salaries and incentive
compensation expenses. Operating expenses for the third quarter 2020 were lower
due, in part, to measures the Company took at the beginning of the COVID-

                                       33

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19 pandemic to control costs, including temporary reductions in salaries,
travel, and other discretionary spending. The net impact of these changes
resulted in a decrease in income before tax of $1.7 million for the nine months
ended September 30, 2021 compared to the same period in 2020. Net loss before
tax was $0.2 million for the nine months ended September 30, 2021 and net income
was $1.6 million for the nine months ended September 30, 2020.



Our cash and investments decreased by $1.0 million during the third quarter of 2021 because we used $2.5 million to repurchase shares. As of September 30, 2021, we had cash and investments of $32.5 million and debt of $0.1 million.





Smarteq Acquisition



On April 30, 2021, we acquired all the outstanding stock of Smarteq Wireless
Aktiebolag, a Swedish company based in Kista, Sweden, that designs antennas for
specialized Industrial IoT and vehicular applications ("Smarteq"), pursuant to a
Share Sale and Purchase Agreement between PCTEL and Allgon Aktiebolag, a Swedish
company and holder of the outstanding stock of Smarteq (the "Agreement").
Smarteq owns all the outstanding stock of SAS Smarteq France, which engages in
sales of Smarteq products. PCTEL paid cash consideration of SEK 56.8 million
($6.8 million) at the close of the transaction, all of which was provided from
PCTEL's existing cash. We believe the acquisition of Smarteq will provide a
strong European presence, expertise, and channel partners to accelerate our
growth in Europe, as well as a complementary portfolio of products for our
Industrial IoT and intelligent transportation customers worldwide. The results
for Smarteq are combined with the Company's antenna and Industrial IoT device
product line.



Revenues by Product Line



                                                       Three Months Ended September 30,
                                           2021           2020         $ Change           % Change

Antennas & Industrial IoT Devices       $   16,686     $   12,326     $     4,360                  35.4 %
Test & Measurement Products                  5,921     $    6,810            (889 )               -13.1 %
Corporate                                     (196 )   $     (213 )            17        not meaningful
Total                                   $   22,411     $   18,923     $     3,488                  18.4 %

                                                        Nine Months Ended September 30,
                                           2021           2020         $ Change           % Change

Antennas & Industrial IoT Devices       $   43,971     $   37,696     $     6,275                  16.6 %
Test & Measurement Products                 18,540         19,011            (471 )                -2.5 %
Corporate                                     (712 )         (436 )          (276 )      not meaningful
Total                                   $   61,799     $   56,271     $     5,528                   9.8 %



Revenues increased 18.4% for the three months ended September 30, 2021 compared
to the same period in 2020 due to higher revenues for antennas and Industrial
IoT devices. Revenues for the test & measurement product line decreased by 13.1%
for the three months ended September 30, 2021 compared to the three months ended
September 30, 2020 due to lower revenues for products with technologies other
than 5G technologies. For the three months ended September 30, 2021, revenues
for the antennas and Industrial IoT devices product line increased by 35.4%
compared to the same period in 2020 as a result of revenues from the
contribution of Smarteq and from higher organic revenues generated by antennas
for public safety, enterprise wireless, and GPS applications.



Revenues increased 9.8% for the nine months ended September 30, 2021 compared to
the same period in 2020 due to higher revenues for antennas and Industrial IoT
devices. For the nine months ended September 30, 2021, revenues increased for
antennas and Industrial IoT devices by 16.6% compared to the same period in 2020
as a result of revenues from the contribution of Smarteq and from higher organic
revenues generated by antennas for public safety, fleet applications, and GPS
applications. Revenues for the test & measurement product line decreased 2.5%
for the nine months ended September 30, 2021 compared to the nine months ended
September 30, 2020 due to lower revenues for test & measurement products with
technologies other than 5G technologies.



Gross Profit by Product Line

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                                                     Three Months Ended September 30,
                                       2021         % of Revenues          2020         % of Revenues

Antennas & Industrial IoT Devices   $    5,655                 33.9 %    $   4,336                 35.2 %
Test & Measurement Products              4,635                 78.3 %    $   5,203                 76.4 %
Corporate                                  (36 )     not meaningful             36       not meaningful
Total                               $   10,254                 45.8 %    $   9,575                 50.6 %

                                                      Nine Months Ended September 30,
                                       2021         % of Revenues          2020         % of Revenues

Antennas & Industrial IoT Devices   $   14,578                 33.2 %    $  13,228                 35.1 %
Test & Measurement Products         $   14,057                 75.8 %    $  14,109                 74.2 %
Corporate                           $     (102 )     not meaningful      $     (26 )     not meaningful
Total                               $   28,533                 46.2 %    $  27,311                 48.5 %



The gross profit percentage decreased by 4.8% for the three months ended
September 30, 2021 compared to the same period in 2020 due to a higher mix of
antennas and Industrial IoT devices and a lower gross margin percentage for
antennas and Industrial IoT devices. The gross profit percentage for the
antennas and Industrial IoT devices decreased by 1.3% for the three months ended
September 30, 2021 compared to the same period in 2020 primarily due to higher
freight costs and expense recognized related to the fair value step up of the
inventory acquired from the Smarteq acquisition. The gross profit percentage for
test & measurement products increased by 1.9% for the three months ended
September 30, 2021 compared to the same period in 2020.



The gross profit percentage decreased by 2.3% for the nine months ended
September 30, 2021 compared to the same period in 2020 due to a higher mix of
antennas and Industrial IoT devices and due a lower gross margin percentage for
antennas and Industrial IoT devices. The gross profit percentage for antennas
and Industrial IoT devices decreased by 1.9% for the nine months ended September
30, 2021 compared to the same period in 2020 primarily due to higher freight
costs and the expense recognized related to the fair value step of the inventory
for Smarteq. The gross profit percentage for test & measurement products
increased by 1.6% for the nine months ended September 30, 2021 compared to the
same period in 2020 due to lower production costs and because there was no
intangible amortization expense in cost of sales for test & measurement products
in the nine months ended September 30, 2021 compared to $0.1 million in the
comparable period in 2020.

Consolidated Operating Expenses





                                           Three Months Ended                     Three Months Ended
                                             September 30,                          September 30,            % of Revenues
                                                  2021              Change               2020               2021        2020
Research and development                 $                3,338     $   122     $                3,216        14.9 %     17.0 %
Sales and marketing                                       3,347         707                      2,640        14.9 %     14.0 %
General and administrative                                2,817         258                      2,559        12.6 %     13.5 %
Amortization of intangible assets                            80          80                          0         0.4 %      0.0 %
Restructuring benefits (expenses)                            (1 )       (26 )                       25         0.0 %      0.1 %
Total                                    $                9,581     $ 1,141     $                8,440        42.8 %     44.6 %


                                           Nine Months Ended                      Nine Months Ended
                                             September 30,                          September 30,            % of Revenues
                                                  2021              Change               2020               2021        2020
Research and development                 $                9,754     $   439     $                9,315        15.8 %     16.6 %
Sales and marketing                                       9,497       1,318                      8,179        15.4 %     14.5 %
General and administrative                                9,228         922                      8,306        14.9 %     14.8 %
Amortization of intangible assets                           135         103                         32         0.2 %      0.1 %
Restructuring expenses                                       59         (65 )                      124         0.1 %      0.2 %
Total                                    $               28,673     $ 2,717     $               25,956        46.4 %     46.2 %



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Research and development expenses were higher by $0.1 million and $0.4 million
for the three and nine months ended September 30, 2021, respectively, compared
to the same period in 2020 primarily due to inclusion of research and
development expenses related to Smarteq.

Sales and marketing expenses include costs associated with the sales and marketing employees, product line management, and trade show expenses.



Sales and marketing expenses increased $0.7 million for the three months ended
September 30, 2021 compared to the same period in 2020 due to inclusion of sales
and marketing expenses for Smarteq of $0.3 million, higher incentive
compensation of $0.3 million, and marketing expenses of $0.1 million.

Sales and marketing expenses increased $1.3 million for the nine months ended
September 30, 2021 compared to the same period in 2020 as expenses associated
with the acquisition of Smarteq were $0.4 million in addition to higher
incentive compensation expense of $0.5 million, employee related costs of $0.3
million, and marketing expenses of $0.1 million.

General and administrative expenses include costs associated with general management, finance, human resources, IT, legal, public company costs, and other operating expenses to the extent not otherwise allocated to business segments.



General and administrative expenses increased by $0.3 million and $0.9 million
for the three and nine months ended September 30, 2021, respectively, compared
to the same period in 2020 primarily due to inclusion of general and
administrative expenses for Smarteq and non-recurring professional fees
associated with the business acquisitions.

Amortization of intangible assets within operating expenses was $80 for the
three months ended September 30, 2021 and $135 for the nine months ended
September 30, 2021. This relates to amortization for the intangible assets for
the Smarteq acquisition. The amortization of intangible assets of $32 that was
recorded during the nine months ended September 30, 2020 related to intangible
assets that became fully amortized during the first quarter 2020.



Restructuring expenses relate to the transition of manufacturing operations from
our Tianjin, China facility to contract manufacturers. Restructuring expenses of
$59 for the nine months ended September 30, 2021 consisted of employee severance
and payroll related costs associated with the termination of five employees in
Tianjin. We will reduce additional headcount in Tianjin and incur additional
restructuring charges for severance and non-cash costs during the fourth quarter
2021 primarily for employee terminations but also for other non-cash related
expenses.  We expect the transition to be substantially completed by the end of
December 2021.



Restructuring income of $0.1 million for the nine months ended September 30,
2020 consisted of employee severance and payroll related costs associated with
the termination of ten employees in Tianjin.

Other Income, Net




                                      Three Months Ended September 30,              Nine Months Ended September 30,
                                        2021                     2020                2021                     2020
Interest income                    $            6           $           76      $           37           $          353
Foreign exchange losses                       (10 )                   (158 )               (54 )                   (139 )
Other, net                                      0                       (2 )                 7                        2
Total                              $           (4 )         $          (84 )    $          (10 )         $          216
Percentage of revenues                       (0.0 )%                  (0.4 )%             (0.0 )%                   0.4 %




Other income, net consists of interest income, foreign exchange losses, and
interest expense. Interest income from investment securities decreased by $70
and $316 during the three and nine months ended September 30, 2021,
respectively, compared to the prior year, primarily due to lower average
interest rates. Foreign exchange losses during the three and nine months ended
September 30, 2021 and 2020 were primarily related to changes in the exchange
rate between the Chinese Yuan and Swedish Krona relative to the U.S. dollar.

Expense for Income Taxes


                                        Three Months Ended September 30,              Nine Months Ended September 30,
                                         2021                      2020                 2021                     2020
Expense for income taxes            $             5           $             9     $             17           $         25
Effective tax rate                              0.7 %                     0.9 %              (11.3 )%                 1.6 %




                                       36

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We recorded income tax expense of $17 and $25 for the nine months ended
September 30, 2021 and 2020, respectively. The expense recorded for the nine
months ended September 30, 2021 and 2020 differed from the Federal statutory
rate of 21% primarily because we have a full valuation allowance on our deferred
tax assets. The full valuation allowance is due to the uncertainty regarding the
utilization of the deferred tax assets.



On a regular basis, we evaluate the recoverability of deferred tax assets and
the need for a valuation allowance. Such evaluations involve the application of
significant judgment. We considered multiple factors in our evaluation of the
need for a valuation allowance. The full valuation allowance against our
deferred tax assets was $15.3 million at September 30, 2021 and $12.9 million at
December 31, 2020. The deferred tax assets consist of domestic deferred tax
assets of $12.2 million and foreign deferred tax assets of $3.1 million. As part
of the Smarteq acquisition, we recorded $2.3 million of net deferred tax assets.
While the Company expects book and tax profits in 2021 and future periods,
Smarteq has recorded a three-year cumulative tax loss as of December 31,
2020. Based on this objective evidence and uncertainty associated with the
COVID-19 pandemic, the Company recorded a full valuation allowance on the
opening balance sheet for Smarteq.



We recorded pretax book income during 2020 and believe our financial outlook
remains positive. However, the COVID-19 pandemic has created a high level of
uncertainty. Due to this uncertainty, as well as difficulties with forecasting
financial results historically, we maintained a full valuation allowance on our
deferred tax assets at September 30, 2021. The analysis that we prepared to
determine the valuation allowance required significant judgment and assumptions
regarding future market conditions as well as forecasts for profits, taxable
income, and taxable income by jurisdiction. Due to the sensitivity of the
analysis, changes to the assumptions in subsequent periods could have a material
effect on the valuation allowance. See Note 13 to the condensed consolidated
financial statements for more information related to income taxes.



Net Income (Loss)



We recorded net income of $0.7 million for the three months ended September 30,
2021 compared to net income of $1.0 million for the same period in 2020, as
higher operating expenses offset higher gross profits. Operating expenses were
higher by $1.1 million as we spent more in all functional areas and intangible
amortization expense for the intangible assets acquired from Smarteq.

We recorded a net loss of $0.2 million for the nine months ended September 30,
2021 compared to net income of $1.5 million for the same period in 2020, as the
impact of higher operating expenses and lower other income and expense offset
the higher gross profits from higher revenues. The increase in gross profit was
a result of an increase in gross profit for both test & measurement products and
antennas and Industrial IoT devices. Operating expenses were higher by $2.7
million as we spent more in all functional areas, and we recorded intangible
amortization expense for the intangible assets acquired from Smarteq and we
higher restructuring expenses. Other income and expense was lower by $0.2
million because primarily because of lower interest income due to lower interest
rates.

Liquidity and Capital Resources





                                                          Nine Months Ended September 30,
                                                            2021                  2020
Net cash flow provided by (used in):
Operating activities                                   $         6,371       $        10,619
Investing activities                                   $         4,259       $        (7,655 )
Financing activities                                   $        (6,631 )     $        (5,742 )
Net increase (decrease) in cash and cash equivalents   $         3,999       $        (2,778 )




                                                  September 30,       December 31,
                                                      2021                2020

Cash and cash equivalents at the end of period $ 9,772 $

5,761

Short-term investments at the end of period $ 22,680 $

30,582


Long-term investments at the end of period       $             0     $      

4,640


Working capital at the end of period             $        47,679     $       52,867




Overview



Our primary source of liquidity is cash provided by operations, with short-term
swings in liquidity supported by a significant balance of cash and short-term
investments. The balance has fluctuated with cash from operations, acquisitions
and divestitures, payment of dividends, and the repurchase of our common shares.



                                       37

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Within operating activities, we are historically a net generator of operating
funds from our income statement activities. During the nine months ended
September 30, 2021, our balance sheet provided operating funds. In periods of
expansion, we expect to use cash from our balance sheet.



Within investing activities, capital spending historically ranges between 2.0%
and 4.0% of our revenues and the primary use of capital is for manufacturing,
engineering, and product development. We historically have made significant
transfers between investments and cash as we rotate our large cash balances and
short-term investment balances between money market funds, which are accounted
for as cash equivalents, and other investment vehicles. We have a history of
supplementing our organic revenue with acquisitions of product lines or
companies, resulting in significant uses of our cash and short-term investment
balances from time to time. We used $6.3 million, net of cash acquired for the
purchase of Smarteq in April 2021. We expect the historical trend for capital
spending and the variability caused by moving money between cash and investments
and periodic merger and acquisition activity to continue in the future.



Within financing activities, we have historically generated funds from the
exercise of stock options and proceeds from the issuance of common stock through
our Employee Stock Purchase Plan ("ESPP"). We have historically used funds to
issue dividends and we periodically repurchase shares of our common stock
through share repurchase programs. We used $3.8 million for the repurchase of
shares during the full year 2020 and $3.2 million for the repurchase of shares
during the nine months ended September 30, 2021. Share repurchases were funded
with cash on hand. The 2020 Repurchase Plan ended in September 2021 with the
completion of $5.0 million of share repurchases.



At September 30, 2021, our cash, cash equivalents, and investments were
approximately $32.5 million, and we had working capital of $47.7 million. As the
COVID-19 pandemic continues to evolve, we are proactively managing our costs and
our working capital in order to protect our financial position and maintain our
workforce. Management believes our cash and investments provide adequate
liquidity and working capital to support our operations given our historic
ability to generate free cash flow (cash flow from operations less capital
spending) and our low level of debt for the next twelve months from the date of
this Quarterly Report on Form 10-Q.

Operating Activities:





Operating activities generated $6.4 million of cash during the nine months ended
September 30, 2021. We generated $4.3 million of cash from our statement of
operations and $2.1 million from the balance sheet. The balance sheet was a net
source of cash as accounts receivable collections offset the impact of higher
inventories. Accounts receivable decreased by $2.2 million primarily due to
lower days sales outstanding on outstanding invoices. Inventories increased by
approximately $1.7 million in order to maintain customer service levels while
the Company manages supply chain delays and component shortages for both product
lines.



Operating activities generated $10.6 million of cash during the nine months
ended September 30, 2020. We generated $5.7 million of cash from our statement
of operations activities and $4.9 million from the balance sheet. The balance
sheet was a net source of cash as reductions in accounts receivable and
inventories were partially offset by the reduction in accounts payable. Accounts
receivable decreased by $3.6 million primarily because revenues declined by $4.0
million for the three months ended September 30, 2020 compared to the three
months ended December 31, 2019. The reduction in accounts payable primarily
relates to the reduction in inventories.



Investing Activities:



Our investing activities provided $4.3 million of cash during the nine months
ended September 30, 2021. In April 2021, the Company used $6.3 million for the
purchase of Smarteq, net of cash acquired. During the nine months ended
September 30, 2021, redemptions and maturities of our investments provided $33.7
million in funds and we rotated $21.1 million of cash into new investments. We
used $2.0 million for capital expenditures during the nine months ended
September 30, 2021.

Our investing activities used $7.7 million of cash during the nine months ended
September 30, 2020. During the nine months ended September 30, 2020, redemptions
and maturities of our investments provided $35.8 million in funds and we rotated
$40.0 million of cash into new investments. We used $3.4 million for capital
expenditures during the nine months ended September 30, 2020, primarily related
to our new leased facility in Clarksburg, Maryland. We used cash of $1.4 million
for leasehold improvements and other facility related equipment for the facility
which opened in January 2020. During the nine months ended September 30, 2020 we
received $1.0 million in tenant allowances for the Clarksburg facility. The
tenant allowance is reflected in operating activities.

Financing Activities:





We used $6.6 million in cash for financing activities during the nine months
ended September 30, 2021. We used $3.0 million for quarterly cash dividends,
$3.2 million for share repurchases, and $0.8 million for payroll taxes related
to stock-based compensation in this period. The tax payments related to
restricted stock awards. Proceeds from the issuance of common stock for our ESPP
provided $0.4 million for the nine months ended September 30, 2021.

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We used $5.7 million in cash for financing activities during the nine months
ended September 30, 2020. We used $3.1 million for quarterly cash dividends, and
$2.0 million for share repurchases in the first quarter. We used $1.1 million
for payroll taxes related to restricted stock awards and shares issued under the
short-term incentive plan. On April 16, 2020, we received a $3.5 million
paycheck protection program ("PPP") loan from the Small Business Administration.
Based upon subsequent guidance regarding PPP loan eligibility, we returned the
funds on April 30, 2020.

Off-Balance Sheet Arrangements





None.


Contractual Obligations and Commercial Commitments





We had purchase obligations of $19.6 million and $10.9 million at September 30,
2021 and December 31, 2020, respectively, for the purchase of inventory as well
as for other goods and services in the ordinary course of business. Balances for
purchases currently recognized as liabilities on the balance sheet are excluded.



We had a liability of $0.9 million and $0.8 million related to income tax uncertainties at September 30, 2021 and December 31, 2020, respectively. We do not know the timing of the settlement of this liability.

Critical Accounting Policies and Estimates

We use certain critical accounting policies as described in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies and Estimates" of the 2020 Form 10-K. There have been no material changes in any of our critical accounting policies since December 31, 2020. See Note 1 to the condensed consolidated financial statements for a discussion of recent accounting pronouncements.

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