0001715768-23-000009 | 10-Q | XBRL Viewer

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Cover - shares	9 Months Ended
Cover - shares	Dec. 31, 2022	Feb. 16, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Dec. 31, 2022
Document Transition Report	false
Entity File Number	000-55832
Entity Registrant Name	Transphorm, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-1858829
Entity Address, Address Line One	75 Castilian Drive
Entity Address, City or Town	Goleta,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	93117
City Area Code	805
Local Phone Number	456-1300
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	TGAN
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		57,016,858
Entity Central Index Key	0001715768
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--03-31
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Mar. 31, 2022
Current assets:
Cash and cash equivalents	$ 23,149	$ 33,435
Restricted cash	500	500
Accounts receivable, net, including related parties (Note 14)	3,704	2,558
Inventory	7,476	6,330
Prepaid expenses and other current assets	1,570	1,971
Total current assets	36,399	44,794
Property and equipment, net	5,367	1,649
Operating lease right-of-use assets	3,173	0
Goodwill	1,097	1,180
Intangible assets, net	395	617
Investment in joint venture	647	143
Other assets	2,167	263
Total assets	49,245	48,646
Current liabilities:
Accounts payable and accrued expenses	4,016	3,588
Deferred revenue	0	346
Accrued interest	184	180
Accrued payroll and benefits	1,657	1,171
Operating lease liabilities	536	0
Revolving credit facility	12,000	0
Total current liabilities	18,393	5,285
Revolving credit facility, net of current portion	0	12,000
Operating lease liabilities, net of current portion	2,670	0
Total liabilities	21,063	17,285
Commitments and contingencies (Note 9)
Stockholders’ equity:
Common stock, $0.0001 par value; 750,000,000 shares authorized as of December 31, 2022 and March 31, 2022, and 56,861,743 and 53,379,307 shares issued and outstanding as of December 31, 2022 and March 31, 2022, respectively	6	5
Additional paid-in capital	229,954	211,190
Accumulated deficit	(200,446)	(178,638)
Accumulated other comprehensive loss	(1,332)	(1,196)
Total stockholders’ equity	28,182	31,361
Total liabilities and stockholders’ equity	$ 49,245	$ 48,646

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2022	Mar. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	56,861,743	53,379,307
Common stock, shares outstanding (in shares)	56,861,743	53,379,307

Condensed Consolidated Statements of Operations (unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Revenue, net, including related parties (Note 14)	$ 4,493	$ 4,604	$ 13,319	$ 19,123
Cost of goods sold	7,162	3,935	14,444	8,741
Gross (loss) profit	(2,669)	669	(1,125)	10,382
Operating expenses:
Research and development	2,325	1,609	5,895	5,023
Sales and marketing	1,447	976	3,596	2,488
General and administrative	3,457	2,852	9,818	8,309
Total operating expenses	7,229	5,437	19,309	15,820
Loss from operations	(9,898)	(4,768)	(20,434)	(5,438)
Interest expense	184	187	550	611
Loss in joint venture	799	712	2,065	3,294
Changes in fair value of promissory note	0	0	0	(605)
Other income, net	(421)	(1,503)	(1,241)	(3,502)
Loss before tax expense	(10,460)	(4,164)	(21,808)	(5,236)
Tax expense	0	0	0	0
Net loss	$ (10,460)	$ (4,164)	$ (21,808)	$ (5,236)
Net loss per share - basic (in usd per share)	$ (0.18)	$ (0.08)	$ (0.38)	$ (0.12)
Net loss per share - diluted (in usd per share)	$ (0.18)	$ (0.08)	$ (0.38)	$ (0.12)
Weighted average common shares outstanding - basic (in shares)	56,739,450	49,147,630	55,926,828	43,671,321
Weighted average common shares outstanding - diluted (in shares)	56,739,450	49,147,630	55,926,828	43,671,321

Condensed Consolidated Statements of Comprehensive Loss (unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (10,460)	$ (4,164)	$ (21,808)	$ (5,236)
Other comprehensive loss, net of tax:
Foreign currency translation adjustments	521	(70)	(136)	(131)
Other comprehensive loss, net of tax	521	(70)	(136)	(131)
Comprehensive loss	$ (9,939)	$ (4,234)	$ (21,944)	$ (5,367)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) (unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Mar. 31, 2021		40,531,996
Beginning balance at Mar. 31, 2021	$ (25,055)	$ 4	$ 144,201	$ (168,403)	$ (857)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock options exercised (in shares)	31,925	31,925
Stock options exercised	$ 134		134
Restricted stock units vested (in shares)		12,750
Issuance of common stock (Note 10) (in shares)		9,370,251
Issuance of common stock (Note 10)	50,273	$ 1	50,272
Conversion of promissory note (Note 10) (in shares)		3,120,000
Conversion of promissory note (Note 10)	14,378		14,378
Stock-based compensation	1,856		1,856
Other comprehensive loss	(131)				(131)
Net loss	(5,236)			(5,236)
Ending balance (in shares) at Dec. 31, 2021		53,066,922
Ending balance at Dec. 31, 2021	36,219	$ 5	210,841	(173,639)	(988)
Beginning balance (in shares) at Sep. 30, 2021		41,664,020
Beginning balance at Sep. 30, 2021	$ (19,546)	$ 4	150,843	(169,475)	(918)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock options exercised (in shares)	0
Restricted stock units vested (in shares)		9,750
Issuance of common stock (Note 10) (in shares)		8,273,152
Issuance of common stock (Note 10)	$ 44,773	$ 1	44,772
Conversion of promissory note (Note 10) (in shares)		3,120,000
Conversion of promissory note (Note 10)	14,378		14,378
Stock-based compensation	848		848
Other comprehensive loss	(70)				(70)
Net loss	(4,164)			(4,164)
Ending balance (in shares) at Dec. 31, 2021		53,066,922
Ending balance at Dec. 31, 2021	$ 36,219	$ 5	210,841	(173,639)	(988)
Beginning balance (in shares) at Mar. 31, 2022	53,379,307	53,379,307
Beginning balance at Mar. 31, 2022	$ 31,361	$ 5	211,190	(178,638)	(1,196)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock options exercised (in shares)	168,326	168,326
Stock options exercised	$ 709		709
Restricted stock units vested (in shares)		115,731
Restricted stock units surrendered due to net share settlement to satisfy employee tax liability (in shares)		(1,620)
Restricted stock units surrendered due to net share settlement to satisfy employee tax liability	(6)		(6)
Issuance of common stock (Note 10) (in shares)		3,199,999
Issuance of common stock (Note 10)	15,720	$ 1	15,719
Stock-based compensation	2,342		2,342
Other comprehensive loss	(136)				(136)
Net loss	$ (21,808)			(21,808)
Ending balance (in shares) at Dec. 31, 2022	56,861,743	56,861,743
Ending balance at Dec. 31, 2022	$ 28,182	$ 6	229,954	(200,446)	(1,332)
Beginning balance (in shares) at Sep. 30, 2022		56,626,340
Beginning balance at Sep. 30, 2022	$ 36,345	$ 6	228,178	(189,986)	(1,853)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock options exercised (in shares)	154,904	154,904
Stock options exercised	$ 653		653
Restricted stock units vested (in shares)		80,551
Restricted stock units surrendered due to net share settlement to satisfy employee tax liability (in shares)		(52)
Stock-based compensation	1,123		1,123
Other comprehensive loss	521				521
Net loss	$ (10,460)			(10,460)
Ending balance (in shares) at Dec. 31, 2022	56,861,743	56,861,743
Ending balance at Dec. 31, 2022	$ 28,182	$ 6	$ 229,954	$ (200,446)	$ (1,332)

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022
Cash flows from operating activities:
Net loss	$ (10,460)	$ (4,164)	$ (21,808)	$ (5,236)
Adjustments to reconcile net loss to net cash used in operating activities:
Inventory write-off	2,800	8	2,810	202
Depreciation and amortization			719	621
Amortization of operating lease right-of-use assets			425	0
Perpetual licensing revenue from a related party (Note 14)			0	(8,000)
Stock-based compensation			2,342	1,856
Interest cost			4	295
Gain on promissory note conversion			0	(1,222)
Gain on sale of equipment			(110)	0
Loss in joint venture			2,065	1,839
Changes in fair value of derivative instruments			75	0
Changes in fair value of promissory note	0	0	0	(605)
Changes in operating assets and liabilities:
Accounts receivable			(1,221)	(871)
Inventory			(3,956)	(3,935)
Prepaid expenses and other current assets			401	204
Other assets			(504)	(8)
Accounts payable and accrued expenses			428	1,359
Deferred revenue			(346)	(238)
Accrued payroll and benefits			486	(171)
Operating lease liabilities			(392)	0
Net cash used in operating activities	8,800		(18,582)	(13,910)
Cash flows from investing activities:
Advances and purchases of property and equipment			(5,633)	(690)
Proceeds from sale of equipment			110	0
Investment in joint venture			(2,569)	(3,765)
Net cash used in investing activities			(8,092)	(4,455)
Cash flows from financing activities:
Proceeds from stock option exercise			709	134
Proceeds from issuance of common stock			16,000	49,773
Cost associated with issuance of common stock			(280)	0
Payment for taxes related to net share settlement of restricted stock units			(6)	0
Net cash provided by financing activities			16,423	49,907
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash			(35)	(75)
Net (decrease) increase in cash, cash equivalents and restricted cash			(10,286)	31,467
Cash, cash equivalents and restricted cash at beginning of period			33,935	9,500	$ 9,500
Cash and cash equivalents	23,149	40,467	23,149	40,467	33,435
Restricted cash at end of period	500	500	500	500
Cash, cash equivalents and restricted cash at end of period	$ 23,649	$ 40,967	23,649	40,967	$ 33,935
Supplemental disclosures of cash flow information:
Interest expense paid			546	316
Supplemental non-cash investing activity:
Equipment purchases			0	250
Supplemental non-cash financing activity:
Issuance of shares in connection with a service contract			0	500
Operating lease right-of-use asset obtained in exchange for operating lease liabilities			3,598	0
Development loan reduction related to perpetual licensing revenue			0	8,000
Conversion of promissory note			$ 0	$ 15,600

Business and Basis of Presentation	9 Months Ended
Business and Basis of Presentation	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business and Basis of Presentation	Business and Basis of Presentation The original Transphorm, Inc., now named Transphorm Technology, Inc. (“Transphorm Technology”), a wholly owned subsidiary of Parent (as defined below), was founded in 2007 to develop gallium nitride (“GaN”) semiconductor components used in power conversion. On February 12, 2020 (the “Closing Date”), Peninsula Acquisition Corporation (“Peninsula”), a shell company, consummated the Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) dated February 12, 2020, by and among Peninsula, Peninsula Acquisition Sub, Inc., a Delaware corporation and wholly owned subsidiary of Peninsula (“Merger Sub”), and Transphorm Technology. Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into Transphorm Technology, with Transphorm Technology surviving as the surviving company and as a wholly-owned subsidiary of Peninsula (the “Merger”). On the Closing Date, Peninsula changed its name to Transphorm, Inc. (“Parent”). Throughout these notes, “the Company,” “Transphorm,” “we,” “us” and “our” refer to Parent and its direct and indirect wholly-owned subsidiaries. Transphorm Technology and its subsidiaries hold all material assets and conduct all business activities and operations of the Company. Transphorm Technology’s activities to date have been primarily performing research and development, establishing manufacturing infrastructure, market sampling, product launch, hiring personnel, and raising capital to support and expand these activities. Transphorm Japan, Inc. (“TPJ”) was established in Japan in February 2014 to secure the Company’s production capacity and establish a direct presence in Asian markets. Transphorm Aizu, Inc. (“Transphorm Aizu”) was established in Japan to manage the financial transactions around Aizu Fujitsu Semiconductor Wafer Solution Limited (“AFSW”), the wafer fabrication facility located in Aizu Wakamatsu, Japan that is owned by GaNovation, the joint venture company in which the Company has a non-controlling interest. Transphorm Japan Epi, Inc. (“TJE”) was established in Japan in 2019 to enable the operational capacity of the MOCVD reactors held in Aizu. Going Concern The accompanying unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. However, considering the Company’s working capital (including restricted cash) of $18.0 million as of December 31, 2022, the Company’s historical losses from operations (during the three and nine months ended December 31, 2022, the Company used $8.8 million and $18.6 million in cash from operations), and the future expected losses, there is substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of these financial statements. During the year ended March 31, 2022 and nine months ended December 31, 2022, the Company raised gross proceeds of $50.0 million and $16.0 million, respectively. In response to the factors noted above, management plans to raise additional working capital to fund operations through the issuance of stock to investors, license of intellectual property and/or issuance of notes payable. However, there is no assurance that the Company will be successful in raising additional capital. The Company’s ability to sustain operations is dependent on its ability to successfully market and sell its products and its ability to raise capital through additional financings until it is able to achieve profitability with positive cash flows. To the extent sufficient financing is not available, the Company may not be able to, or may be delayed in, developing its offerings and meeting its obligations. The Company will continue to evaluate its projected expenditures relative to its available cash and to evaluate financing alternatives in order to satisfy its working capital and other cash requirements. The accompanying unaudited condensed consolidated financial statements do not reflect any adjustments that might result from the outcome of these uncertainties. Impact of COVID-19 on Our Business The COVID-19 pandemic has adversely disrupted and may further disrupt the operations at certain of our customers, partners, suppliers and other third-party providers. As a result of the pandemic, some of the Company’s customers experienced delays in their internal development programs and design cycles with the Company’s GaN products, which led to postponements of their orders of the Company’s products and postponements of determinations that the Company’s products will be used in their designs for new products under development, with corresponding delays in their market introduction and potentially the Company’s revenues. While the impact of the pandemic on the Company’s business and results of operations has not been significant to date, and the Company does not expect to see any significant impact in the near term, any future impact of the pandemic cannot be predicted with certainty and may, along with the global macroeconomic environment, make it more difficult or preclude the Company from raising additional capital, increase costs of capital and otherwise adversely affect the Company’s business, results of operations, financial condition and liquidity. Basis of Presentation The accompanying unaudited condensed consolidated financial statements reflect all adjustments of a normal and recurring nature that are necessary for a fair presentation of the results for the interim period ended December 31, 2022, but are not necessarily indicative of the results that will be reported for the entire fiscal year or any other interim period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) have been condensed or omitted. The aforementioned unaudited condensed consolidated financial statements are prepared in conformity with GAAP and in accordance with the instructions to Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission. The interim information should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2022. The consolidated balance sheet as of March 31, 2022 is derived from those audited financial statements. Cost of goods sold, which was previously presented as a separate line item under operating expenses for the prior year comparable periods, was reclassed as a separate line item to arrive at gross (loss) profit in the condensed consolidated statement of operations. Significant Accounting Policies Descriptions of the Company’s significant accounting policies are included in Note 2 - Summary of Significant Accounting Policies in the notes to consolidated financial statements in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2022, except for the adoption of Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842) as noted below. Accounting Standard Adopted Effective April 1, 2022, the Company adopted ASU 2016-02, Leases (Topic 842), which requires lessees to recognize a right-of-use (“ROU”) asset and a lease liability on their balance sheet for all leases, including operating leases, with a term of greater than 12 months. In July 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-11, which adds a transition option permitting entities to apply the provisions of the new standard at its adoption date instead of the earliest comparative period presented in the consolidated financial statements. Under this transition option, comparative reporting would not be required, and the provisions of the standard would be applied prospectively to leases in effect at the date of adoption. The Company elected to use the optional transition method provided by ASU 2018-11. The Company also elected the package of practical expedients permitted under the transition guidance within the new standard, which allowed the Company to carry forward its ASC 840 assessment regarding definition of a lease, lease classification, and initial direct costs. The following practical expedients were applied implementing this standard. •The Company did not reassess whether any expired or existing contracts are, or contain, leases. Additionally, the Company did not reassess for lease classifications of expired or existing leases, or initial direct costs for any existing leases. •The Company elected the short-term lease exception, which allows the Company to account for leases with a lease term of twelve months or less similar to existing operating leases. The cost of these leases is disclosed, but is not recognized in the ROU asset and lease liability balances. Consistent with ASC 842 requirements, leases that are one month or less are not included in the disclosures. Operating lease ROU assets represent the Company’s right to use the underlying asset during the lease term, and operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at lease commencement based on the present value of the remaining lease payments using incremental borrowing rate at the lease commencement date. The Company chose the practical expedients and reviewed the lease and non-lease components for any impairment or otherwise, subsequently determining that no cumulative-effect adjustment to equity was necessary as part of implementing the modified retrospective approach for its adoption of ASC 842. Operating lease expense, which is comprised of amortization of the ROU asset and the interest accreted on the lease liability, is recognized on a straight-line basis over the lease term and is recorded in lease expense in the condensed consolidated statements of operations. Recently Issued Accounting Standards under Evaluation Debt - In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40), Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to address the complexity in accounting for certain financial instruments with characteristics of liabilities and equity. Among other provisions, the amendments in this ASU significantly change the guidance on the issuer’s accounting for convertible instruments and the guidance on the derivative scope exception for contracts in an entity’s own equity such that fewer conversion features will require separate recognition, and fewer freestanding instruments, like warrants, will require liability treatment. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, excluding entities eligible to be smaller reporting companies as defined by the SEC. As the Company is a smaller reporting company, the ASU is effective for fiscal years beginning after December 15, 2023. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and the adoption is not expected to have a significant impact on the consolidated financial statements. Financial Instruments - FASB ASU 2020-03, Codification Improvements to Financial Instruments, makes clear the determination of the contractual life of a net investment in leases in estimating expected credit losses under ASC 326, Financial Instruments – Credit Losses. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The standard changes the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. ASU 2016-13 is effective for the Company in 2023. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and the adoption is not expected to have a significant impact on the consolidated financial statements. Income Tax - In December 2019, the FASB issued ASU 2019-12, which modifies ASC 740 to simplify the accounting for income taxes. The ASU’s amendments are based on changes that were suggested by stakeholders as part of the FASB’s initiative to reduce the complexity of accounting standards while maintaining or enhancing the helpfulness of information provided to financial statement users. ASU 2019-12 is effective for fiscal years beginning after December 15, 2022. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and the adoption is not expected to have a significant impact on the consolidated financial statements.

Nexperia Arrangement	9 Months Ended
Nexperia Arrangement	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nexperia Arrangement	Nexperia Arrangement On April 4, 2018, the Company entered into a multi-element commercial arrangement with Nexperia B.V. (“Nexperia”), a related party through share ownership, including a development and license agreement, loan and security agreement and supply agreement, to obtain financing in exchange for the sale of equity instruments and performing certain technology and product development activities for Nexperia (collectively, the “Collaboration Arrangement”). Nexperia specializes in designing, manufacturing and selling a broad range of small discrete semiconductor devices that utilize components such as those manufactured by the Company. By entering into this Collaboration Arrangement, Nexperia gained access to technology that allows for the production of high power semiconductors for use in electric vehicles. Financing under the Collaboration Arrangement was comprised of the following elements: •$16.0 million of equity financing; •$9.0 million license fee for transfer of the Gen-3 manufacturing process; •$15.0 million of term loans, separated into tranches for pre-funded projects; and •$10.0 million revolving loan, secured against certain of the Company’s U.S. patents not relating to MOCVD or epiwafer technology. Loan and Security Agreement The LSA, entered into on April 4, 2018, originally comprised term loans in an aggregate principal amount of $15.0 million, separated into tranches for pre-funded projects, and a $10.0 million revolving loan, each of which bore 6% annual interest. In June 2020, $5.0 million of term loans was satisfied in full upon the Company’s transfer of its Gen-4 technology development to Nexperia, at which point the Company recognized $5.0 million as licensing revenue. On May 18, 2021, Amendment No. 6 to the LSA was executed to (1) extend the maturity date for the revolving loan to the earlier of April 4, 2023 and the occurrence of specified change of control events, (2) add Parent as a guarantor of Transphorm Technology’s obligations under the LSA, and (3) convert $2.0 million of term loans into a revolving loan with the same terms and conditions as the existing revolving loan. See Note 8 - Debts. On June 30, 2021, Amendment No. 7 to the LSA was executed to extend the maturity of the then-outstanding $8.0 million term loan to July 16, 2021. On July 16, 2021, Nexperia agreed that the $8.0 million term loan was satisfied in full in connection with the Company transferring its Gen-5 and 900V technology developments to Nexperia, at which point the Company recognized $8.0 million as perpetual licensing revenue. Amended and Restated Development and License Agreement The amended and restated development and license agreement (the “DLA”), entered into on May 18, 2021 provides that the Company will develop and transfer to Nexperia certain manufacturing process technologies to enable Nexperia to manufacture GaN-based products at Nexperia’s facilities. These technologies to be transferred included the Company’s Gen-3, Gen-4 (Tranche A), and Gen-5 and 900V (Tranche B) process technologies, but do not include the Company’s Epi Process Technology (as defined in the DLA). Nexperia also agreed to provide funding for the development of such technologies in return for limited exclusivities in automotive and other fields. Nexperia’s rights now include sale of products in the automotive field in Japan along with Transphorm’s rights for sale of products in the automotive field in Japan which remain in place. As per the original agreement, after April 2023, Nexperia’s exclusive rights for sale of products in the automotive field outside of Japan terminate. In addition, the parties have clarified the ability of Nexperia’s customers to use products developed by Nexperia through exercise of its rights under this agreement. Amended and Restated Supply Agreement The amended and restated supply agreement (the “Supply Agreement”), entered into on May 18, 2021, sets forth the terms under which Nexperia may purchase epiwafers and processed wafers from the Company, and the Company may purchase processed wafers from Nexperia. The agreement specifies that Nexperia is the Company’s priority customer with respect to epiwafers manufactured by TJE and, accordingly, has preferred utilization of extra capacity, and further specifies procedures to address expansion of the Company’s epiwafer manufacturing capacity and Nexperia’s obligations with respect thereto. The term of the Supply Agreement was extended until December 31, 2025, with automatic one year renewals thereafter, and the Company may not terminate the Supply Agreement while the option agreement (described below) is in effect. Strategic Cooperation Agreement The strategic cooperation agreement, entered into on May 18, 2021, serves as a framework agreement that describes the numerous agreements between the parties and provides Nexperia with information rights and inspection rights with respect to the Company’s business. Option Agreement The option agreement, entered into on May 18, 2021, establishes the parameters pursuant to which Nexperia, in certain limited instances, is permitted to exercise an option (the “Option”) to acquire TJE, a Japanese subsidiary of the Company through which the Company is engaged in the development, manufacturing and sales of GaN-based epitaxial wafer products. In general, the Option is exercisable upon (1) certain acquisitions of securities or assets of the Company or its subsidiaries by a Competitor (as defined in the option agreement) that results in the Company, directly or indirectly, owning less than a majority of TJE, which acquisition is followed by any material breach (that is not cured within a specified time period) by the Company or a subsidiary of its obligations with respect to epiwafer supply to Nexperia under the Supply Agreement, or (2) the unilateral termination by the Company of the Supply Agreement. The option agreement also establishes the material terms, including price and timing, for the exercise of the Option by Nexperia. The Option terminates (1) if the Option is not exercised by Nexperia prior to the date on which the option agreement terminates, or (2) on the first to occur of (a) the termination of the option agreement upon written agreement of the parties, (b) the mutual termination or expiration of the Supply Agreement, or (c) the first to occur of (i) two years following the date on which the Company notifies Nexperia of epiwafer qualification of a second source and (ii) April 1, 2028. In connection with the option agreement, the Company has also amended and restated its existing intracompany license agreement with TJE to clarify Nexperia’s rights upon exercise of the Option.

Revenue Recognition

9 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Revenue Recognition

The Company derives its revenues primarily through the sale and delivery of promised goods and services to distributors and end-users in various sectors such as, but not limited to, the gaming, industrial, IT, and consumer products industries. The Company disaggregates revenue based on the following contract types:

•Commercial Product and Service contracts, including contracts for sales of high-powered GaN-based products manufactured utilizing the Company’s proprietary and patented epiwafer technology and wafer fabrication and other assembly processes, sales of GaN epiwafers for the radio frequency and power markets, and the provision of epiwafer growth services and products to the Company’s strategic partners.

•Government contracts for research and development related services and activities.

•Licensing contracts, including licenses to use the Company’s patented proprietary technology.

The Company follows a five-step approach for recognizing revenue, consisting of the following: (1) identifying the contract with a customer; (2) identifying the performance obligations in the contract; (3) determining the transaction price; (4) allocating the transaction price to the performance obligations in the contract; and (5) recognizing revenue when, or as, the entity satisfies a performance obligation. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The Company does not have any significant financing components associated with its revenue contracts, as payment is received at or shortly after the point of sale.

Commercial Product and Service contracts

Performance obligations are satisfied, and revenue is recognized when control of a good or service promised in a contract is transferred to a customer using relative standalone selling prices. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service at a point in time, and revenue is recognized in an amount that reflects the consideration the Company expects to be entitled to, in exchange for those products or services. The majority of the Company's revenue under commercial product and service contracts is derived from product sales.

Revenue is recognized over time if the customer receives the benefits as the Company performs work, if the customer controls the asset as it is being produced (continuous transfer of control), or if the product being produced for the customer has no alternative use and the Company has a contractual right to payment for performance to date. The Company recognizes revenue ratably over time under the cooperation and development agreement with Yaskawa Electric Corporation (“Yaskawa”), a related party through share ownership.

Sales of products or services typically do not include more than one performance obligation.

A portion of the Company’s products are sold through distributors. Distributors stock inventory and sell the Company’s products to their own customer base. The Company recognizes revenue upon shipment of its products to its distributors.

Master supply or distributor agreements are in place with many of the Company's customers and contain terms and conditions including, but not limited to, payment, delivery, incentives and warranty. These agreements sometimes require minimum purchase commitments. If a master supply, distributor or other similar agreement is not in place with a customer, the Company considers a purchase order, which is governed by the Company’s standard terms and conditions, to be the contract governing the relationship with that customer.

Pricing terms are negotiated independently on a stand-alone basis. Revenue is measured based on the amount of net consideration to which the Company expects to be entitled to receive in exchange for products or services.

Government contracts

Government contract revenue is principally generated under research and development contracts with agencies of the U.S. government. Performance obligations under government contracts are satisfied over time because the customer receives the benefits as the Company performs work, the customer controls the asset as it is being produced (continuous transfer of control), and the Company has a contractual right to payment for performance to date.

Licensing contracts

From time to time, the Company may enter into licensing arrangements related to its intellectual property. Revenue from licensing arrangements is recognized when earned and estimable. The timing of revenue recognition is dependent on the terms of each license agreement. Generally, the Company will recognize non-refundable upfront licensing fees related to patent licenses immediately upon receipt of the funds if the Company has no significant future obligations to perform under the arrangement.

In the case that the arrangement gives rise to variable consideration in the form of milestone and royalty payments, the Company evaluates the royalties to determine if they qualify for the sales and usage-based royalty exception. In the case of the Company’s royalty arrangement with Nexperia, the Company determined the royalties qualify for the sales and usage-based royalty exception, as the license of intellectual property is the predominant item to which the royalty relates and revenue is recognized upon the subsequent sale occurring. The variable amounts are recognized at the net consideration the Company expects to receive upon satisfaction of contractually agreed upon development targets and sales volumes.

Disaggregation of Revenue from Contracts with Customers

Revenue disaggregated by contract type is as follows (in thousands):


	Three Months Ended December 31,				Nine Months Ended December 31,
	2022		2021		2022		2021
Commercial product and service	$	3,960	$	3,623	$	11,556	$	8,127
Government (1)	533		981		1,763		2,996
Licensing	—		—		—		8,000
Revenue, net	$	4,493	$	4,604	$	13,319	$	19,123

(1) Government revenue from a Government Agency was $0.5 million and $1.0 million for the three months ended December 31, 2022 and 2021, respectively, and $1.6 million and $3.0 million for the nine months ended December 31, 2022 and 2021, respectively. The contract with the Government Agency ended December 31, 2022.

The Company recognized service revenue under commercial product and service contracts of $0.3 million and $1.4 million for the three and nine months ended December 31, 2022, respectively, and $0.4 million and $1.8 million for the three and nine months ended December 31, 2021, respectively.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Concentration of Credit Risk and Significant Customers

9 Months Ended

Dec. 31, 2022

Risks and Uncertainties [Abstract]

Concentration of Credit Risk and Significant Customers

Concentration of Credit Risk and Significant CustomersThe Company manages its credit risk associated with exposure to distributors and direct customers on outstanding accounts receivable through the application of credit approvals and other monitoring procedures. Credit

sales, which are mainly on credit terms of 30 to 60 days, are only made to customers who meet the Company's credit standards, while sales to new customers or customers with low credit ratings are usually made on an advance payment basis. The Company closely monitors the aging of accounts receivable from its distributors and direct customers, and regularly reviews their financial positions, where available.

Significant customers are those that represent 10% or more of revenue or accounts receivable.

Total revenues, by percentage, from individual customers representing 10% or more of total revenues in the respective periods were as follows:


	Three Months Ended December 31,		Nine Months Ended December 31,
	2022	2021	2022	2021
Customer A	20.5%	10.9%	13.9%	49.8%
Customer B	10.6%	21.3%	11.8%	15.7%
Customer C	*	41.2%	23.2%	16.1%
Customer D	39.5%	*	24.4%	*

* Less than 10% of total

Accounts receivable, by percentage, from individual customers representing 10% or more of accounts receivable are set forth in the following table:


	As of
	December 31, 2022	March 31, 2022
Customer A	24.3%	20.1%
Customer B	*	19.4%
Customer C	10.0%	38.8%
Customer D	34.6%	*
Customer E	13.5%	*

* Less than 10% of total

Customers A and E are related parties and Customer B is a government agency. JCP Capital Management, LLC Limited is a majority stockholder of Customer C. Customer D is GaNovation. See Note 6 - Investment in Joint Venture and Note 14 - Related Party Transactions.

Inventory

9 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Inventory

Inventory consists of the following as of the dates presented (in thousands):


	December 31, 2022		March 31, 2022
Raw materials	$	4,789	$	2,412
Work in process	1,594		1,865
Sub-assembly	736		1,677
Finished goods	357		376
Total	$	7,476	$	6,330

The Company recorded inventory write-off of $2.8 million and $8 thousand for the three months ended December 31, 2022 and 2021, respectively. The Company recorded inventory write-off of $2.8 million and

$0.2 million for the nine months ended December 31, 2022 and 2021, respectively. The inventory write-offs resulted primarily from a decision in the current period to discontinue the evaluation of certain epiwafer inventory produced while bringing the Company’s reactors online following an internal risk assessment of using these epiwafer units in the Company’s manufacturing process, and in favor of allocating the Company’s resources to current and future epiwafer production and expansion efforts.

Investment in Joint Venture

9 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Investment in Joint Venture

Through July 31, 2021, the Company was party to a joint venture agreement (the “JVA”), by and among Aizu Fujitsu Semiconductor Limited, Fujitsu Semiconductor Limited (“FSL”), the Company and Transphorm Aizu for the ownership and operations of AFSW. Through July 31, 2021, the Company held a 49% interest in AFSW through Transphorm Aizu, the Company’s wholly-owned subsidiary established in Japan to manage the financial transactions around AFSW. Transphorm Aizu and FSL funded AFSW based on a mutually agreed funding schedule. Any outstanding balances were reviewed upon the conclusion of the JVA effective July 31, 2021 to assess unfunded commitment to joint venture liability. During the the nine months ended December 31, 2021, the Company recognized a $1.5 million gain, in other income, upon termination of the JVA and settlement of its obligation.

On April 1, 2020, FSL exercised its put option under the JVA and notified the Company that FSL intended to exit the joint venture by selling its 51% interest in AFSW to the Company. In December 2020, the Company entered into a joint venture agreement with JCP Capital Management, LLC Limited (“JCP”) (controlling party with 75% ownership) to create GaNovation, a joint venture company in Singapore, to engage in the business of distribution, development and supply of GaN products and, upon approval of the regulatory authorities in Japan, to purchase FSL’s and Transphorm’s interests in AFSW. In July 2021, regulatory authorities in Japan approved GaNovation’s purchase of 100% of the interests in AFSW from Transphorm and FSL. On July 20, 2021, Transphorm Aizu entered into a Share Purchase Agreement (the “Purchase Agreement”) with GaNovation, pursuant to which GaNovation agreed to acquire Transphorm’s 49% interest in AFSW from Transphorm Aizu for 1 Japanese Yen. The closing of the Purchase Agreement occurred on August 1, 2021. Following the closing of the Purchase Agreement and other concurrent transactions between GaNovation and FSL, GaNovation owns 100% of AFSW and Transphorm holds a 25% interest in GaNovation.

GaNovation (through AFSW) manufactures semiconductor products exclusively for its owners under manufacturing agreements at prices estimated to cover the cost of production. GaNovation was determined to be a variable interest entity as the equity at risk was not believed to be sufficient. GaNovation depends on its owners for any additional cash. The Company extended $2.6 million to GaNovation to fund operations of GaNovation for the nine months ended December 31, 2022 and $3.8 million to GaNovation and AFSW to fund operations of GaNovation and AFSW for the nine months ended December 31, 2021. The Company’s known maximum exposure to loss approximated the carrying value of its investment balance, which included the financing. Potential future losses could be higher than the carrying amount of the Company’s investment, as the Company is liable for other future operating costs or obligations of GaNovation. In addition, because Transphorm is currently committed to purchasing GaN wafers and production-related services from AFSW at pre-agreed pricing based upon the Company’s second generation products, the Company may be required to purchase products at a higher cost for its newer generation products. Investment in GaNovation was $0.6 million and $0.1 million as of December 31, 2022 and March 31, 2022, respectively.

For the period from April 1, 2022 through March 31, 2023, JCP is responsible for 75% of the funding obligations and losses of AFSW, while Transphorm is responsible for 25% of the funding obligations and losses of AFSW. Beginning April 1, 2023, JCP will be responsible for 67.5% of the funding obligations and losses of AFSW, while Transphorm will be responsible for 32.5% of the funding obligations and losses of AFSW, except that JCP’s total funding obligations or investment shall not exceed $35 million and Transphorm’s total funding obligations or investment shall not exceed $12 million for the three-year period beginning from August 1, 2021. Transphorm had invested $4.6 million on its funding obligation as of December 31, 2022.

The Company’s investment activities in GaNovation and AFSW for the periods presented are summarized below (in thousands):


	GaNovation				GaNovation		GaNovation / AFSW (1)
	Three Months Ended December 31,				Nine Months Ended December 31,
	2022		2021		2022		2021
Beginning Balance	$	414	$	89	$	143	$	(1,866)
Investment	1,032		684		2,569		3,765
Loss	(799)		(712)		(2,065)		(3,294)
Gain	—		—		—		1,455
Effect of exchange rate change	—		—		—		1
Ending Balance	$	647	$	61	$	647	$	61

(1) Includes transactions for AFSW during the four months ended July 30, 2021.

Summarized unaudited financial information of GaNovation and AFSW for the periods indicated are as follows (in thousands):


					GaNovation
					December 31, 2022		March 31, 2022
Current assets					$	3,678	$	4,259
Long-term assets					5,870		3,690

Other current liabilities					4,282		3,799
Due to controlling owner					4		(1)
Due to Transphorm					113		—
Net surplus					5,149		4,151

	GaNovation				GaNovation		GaNovation / AFSW (1)
	For the Three Months Ended December 31,				For the Nine Months Ended December 31,
	2022		2021		2022		2021
Sales	$	3,926	$	2,262	$	9,958	$	5,957
Gross loss	(2,716)		(2,338)		(6,964)		(7,094)
Net loss	(3,197)		(2,848)		(8,351)		(9,085)

(1) Includes sales of $2.2 million, gross loss of $(3.2) million and net loss of $(4.3) million for AFSW during the four months ended July 30, 2021.

Leases

9 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

LeasesOn April 1, 2022, the Company adopted ASU No. 2016-02, Leases (Topic 842), using the optional transition method permitted by ASU No. 2018-11, Leases (Topic 842): Targeted Improvements. See Note 1 - Business and Basis of Presentation.

The Company’s operating leases are real estate leases which are comprised of the Company’s headquarters and offices in the United States and internationally with remaining lease terms ranging from one to eight years as of December 31, 2022. Certain lease arrangements contain extension options and, as these extension options are generally considered reasonably certain of exercise, they are included in the lease term. As most of the Company’s leases do not provide an explicit rate, the Company utilizes a 6.0% discount rate (based on the rate provided for under the LSA with Nexperia) at the commencement date to calculate the present value of lease payments.

In determining whether a contract contains a lease, the Company assesses whether an arrangement includes a lease at contract inception. Operating lease ROU assets and liabilities are recognized at commencement date and initially measured based on the present value of lease payments over the defined lease term. The opening balances for operating lease ROU assets and lease liabilities were $3.5 million and $3.5 million, respectively, as of the adoption date of April 1, 2022. The outstanding balances of ROU assets and lease liabilities were $3.2 million and $3.2 million, respectively, as of December 31, 2022. The Company did not have any finance leases at December 31, 2022.

The following table presents the Company’s ROU assets and lease liabilities as of the date indicated (in thousands):


	December 31, 2022
Operating lease ROU assets	$	3,173

Operating lease liabilities	$	536
Operating lease liabilities, net of current portion	2,670
Total operating lease liability	$	3,206

Weighted average remaining lease terms for the Company’s operating leases were 5.8 years and the weighted average discount rate for the Company's operating leases was 6.0 percent as of December 31, 2022. Operating lease expense and short-term lease expense were $0.2 million and $0.1 million, respectively, for the three months ended December 31, 2022 and $0.6 million and $0.2 million, respectively, for the nine months ended December 31, 2022. Cash paid, and included in cash flows from operating activities, for amounts included in the measurement of the lease liability for the Company's operating leases was $0.2 million and $0.5 million for the three and nine months ended December 31, 2022, respectively.

The following table presents the Company's remaining lease liabilities by maturity for the periods indicated (in thousands):


	Year Ending March 31,
2023	$	179
2024	710
2025	674
2026	659
2027	616
Thereafter	984
Lease payments	3,822
Less: interest	(616)
Present value of lease liability	$	3,206

Debts

9 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Debts

Development Loans

As of March 31, 2021, the Company had $10.0 million of development loans outstanding under the LSA. On May 18, 2021, $2.0 million of development loans was converted into a revolving loan with the same terms and conditions as the existing revolving loan described below, leaving $8.0 million of development loans with a maturity date of June 30, 2021. On June 30, 2021, the maturity of the development loans was extended to July 16, 2021. On July 16, 2021, the $8.0 million of development loans was satisfied in full when the Company transferred its Gen-5 and 900V technology developments to Nexperia. See Note 2 - Nexperia Arrangement.

Revolving Credit Facility

As of March 31, 2021, the Company had a $10.0 million revolving loan outstanding under the LSA. On May 18, 2021, $2.0 million of development loans was converted into a revolving loan, increasing the aggregate principal amount of revolving loans to $12.0 million. The revolving loans mature on the earlier of April 4, 2023 and the occurrence of specified change of control events. See Note 2 - Nexperia Arrangement.

The revolving loans are recorded based on principal in the amount of $12.0 million and accrued interest (6% interest per annum). The Company recorded interest expense of $0.2 million for each of the three months ended December 31, 2022 and 2021, and $0.6 million and $0.5 million for the nine months ended December 31, 2022 and 2021, respectively.

As of December 31, 2022, the scheduled maturity, including accrued interest, of the Company’s borrowings under the revolving credit facility were as follows (in thousands):


Year Ending March 31,
2023	$	184
2024	12,000
Total	$	12,184

Promissory Note

In October 2017, the Company issued an unsecured subordinated convertible promissory note to Yaskawa (the “Yaskawa Note”) for $15.0 million. The stated interest rate of the Yaskawa Note was 1.0%, and principal plus interest was due on the earlier of September 30, 2022, or the date of the occurrence of an Event of Default, Change of Control or an Initial Public Offering (all terms as defined in the Yaskawa Note). In February 2020, the Yaskawa Note was amended to be convertible at the option of the holder into a maximum of 3,076,171 shares of the Company’s common stock at a conversion price of $5.12 per share.

On October 4, 2021, the Company entered into a Note Amendment and Conversion Agreement with Yaskawa to (i) reduce the conversion price of the Yaskawa Note from $5.12 per share to $5.00 per share and (ii) remove the limitation on the maximum number of shares of the Company’s common stock that could be issued upon conversion of the Yaskawa Note. Yaskawa simultaneously elected to convert the outstanding principal amount (plus accrued but unpaid interest) under the Yaskawa Note, which as of the effective date of the conversion totaled $15.6 million, into an aggregate of 3,120,000 shares of common stock. The Company also issued to Yaskawa a warrant to purchase up to 650,000 shares of common stock at an exercise price of $6.00 per share, with a term of three years. On October 4, 2021, the Company recognized $1.2 million gain, in other income, upon the conversion of the Yaskawa Note.

Pursuant to ASC 825-10-15-4, the Company elected to apply the fair value option for the promissory note and fair value of promissory note increased $0.6 million for the nine months ended December 31, 2021. In

connection with its promissory note obligation, the Company recorded interest expense of $3 thousand and $0.1 million for the three and nine months ended December 31, 2021, respectively. In accordance with the terms of the promissory note, interest is added to the principal balance and is reflected in the carrying value on the condensed consolidated balance sheet.

In December 2020, the Company entered into a cooperation and development agreement with Yaskawa, pursuant to which Yaskawa agreed to provide $4.0 million over approximately three years to fund development activities related to industrial power conversion applications, with an initial focus on servo motor drive applications. Yaskawa provided payments of $1.0 million and $0.8 million of this $4.0 million commitment in December 2020 and July 2021, respectively. With respect to the $1.8 million payment, the Company recognized $0.3 million and $0.4 million as revenue for the three months ended June 30, 2021 and September 30, 2021, respectively. The Company also recorded $0.4 million as revenue for services rendered for the three months ended June 30, 2022. The cooperation and development agreement was subsequently amended to provide for two separate commitments of $2.5 million and $1.5 million, respectively. The $2.5 million contract was fully recognized as of June 30, 2022 and the $1.5 million contract will be recognized over 19 months until December 31, 2023. Accordingly, with respect to the $1.5 million contract, the Company recognized $0.2 million as revenue for services rendered for each of the three months ended June 30, 2022, September 30, 2022 and December 31, 2022.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitment with a Government Agency In connection with a contract with a government agency, the Company entered into commitments to acquire equipment and services from vendors totaling $7.4 million, all of which is reimbursable. Under this contract, which expired in December 2022, the Company made total purchases of $7.4 million as of December 31, 2022, of which $7.4 million was reimbursed by the government agency as of December 31, 2022. During the nine months ended December 31, 2022, the Company made purchases of $0.2 million and remaining accounts payable to the vendors was $0.1 million as of December 31, 2022. In September 2021, the Company was awarded a $0.9 million contract with a $0.5 million option by a government agency for delivering epiwafer technology and the expiration date of the contract is May 2023. During the nine months ended December 31, 2022, the Company billed and received $0.4 million related to such contract. Cooperation Agreement On December 30, 2022, and effective as of December 18, 2022, the Company entered into a cooperation agreement (the “Cooperation Agreement”) with GaNext (Zhuhai) Technology Co., Ltd (“GaNext”). Among other things, the Cooperation Agreement calls for certain royalties including a royalty due to the Company in the event that GaNext utilizes epiwafers not provided by the Company (such royalties are based on time and volume with a minimum floor), and a royalty payable by the Company in the event the Company utilizes certain future platform that may be developed independently by GaNext (such royalties are based on time and volume, and half the amount per wafer of the royalties GaNext would pay the Company when utilizing epiwafers not provided by the Company). Other Commitment In July 2022, the Company placed an order for a reactor from Aixtron, Inc. for a total purchase price of $2.8 million. As of December, 31 2022, the Company had $1.4 million remaining to be paid on the commitment. Contingencies During the ordinary course of business, the Company may become a party to legal proceedings incidental to its business. The Company accrues contingent liabilities when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. Legal cost is expensed as incurred. On April 5, 2022, Joel Newman, an alleged holder of the Company’s common stock, filed a complaint in the Delaware Court of Chancery derivatively against the Company’s directors and KKR Phorm Investors L.P. (“Phorm”). The complaint alleges that the directors and Phorm breached their fiduciary duties, and the directors committed waste, because the terms of the November 5, 2021 private placement in which Phorm participated were unfairly favorable to Phorm. The directors have the right to advancement from the Company of expenses incurred defending the claims. On July 11, 2022, plaintiff filed an amended complaint, on which the parties completed briefing on January 9, 2023. A hearing on the motion to dismiss is scheduled for May 9, 2023. The Company is unable to estimate the potential loss or range of loss, if any, associated with this lawsuit. The Company is not aware of any material legal claims or assessments other than disclosed above. Although the results of litigation and claims are inherently unpredictable, management believes (in consultation with legal counsel) there was not at least a reasonable possibility that the Company had incurred a material loss with respect to any loss contingencies as of December 31, 2022 and through the issuance of these financial statements. Indemnification The Company from time to time enters into types of contracts that contingently require the Company to indemnify parties against third-party claims. These contracts primarily relate to: (1) real estate leases, under which the Company may be required to indemnify property owners for environmental and other liabilities and for other claims arising from the Company’s use of the applicable premises; (2) agreements with the Company’s officers, directors, and employees, under which the Company may be required to indemnify such persons from liabilities arising out of their relationship; (3) indemnifying customers in the event of product failure; and (4) agreements with outside parties that use the Company’s intellectual property, under which the Company may indemnify for copyright or patent infringement related specifically to the use of such intellectual property. Historically, the Company has not been required to make payments under these obligations, and no liabilities have been recorded for these obligations in the Company’s consolidated financial statements.

Stockholders' Equity

9 Months Ended

Dec. 31, 2022

Equity [Abstract]

Stockholders' Equity

Stockholders’ Equity

In April 2021, the Company issued 97,099 shares of common stock as payment of $0.5 million pursuant to a one year internet advertising contract with SRAX, Inc.

In October 2021, the Company issued 3,120,000 shares of common stock to Yaskawa upon the conversion of $15.6 million of outstanding principal and accrued interest under the Yaskawa Note.

In January and February 2022, the Company withheld an aggregate of 97,249 shares of common stock upon the vesting of restricted stock units to satisfy employee withholding tax obligations.

In July and October 2022, the Company withheld an aggregate of 1,620 shares of common stock upon the vesting of restricted stock units to satisfy employee withholding tax obligations.

As of December 31, 2022, 750,000,000 shares of common stock are authorized, of which 56,861,743 shares of common stock were issued and outstanding, and 5,000,000 shares of preferred stock are authorized, none of which were issued and outstanding. The Company’s Board of Directors has the ability to designate the rights, preferences and privileges for the preferred stock.

Private Placements

On August 13, 2021, the Company sold 1,000,000 shares of common stock in a private placement offering at a purchase price of $5.00 per share with gross proceeds of $5.0 million (before deducting legal costs of $22 thousand).

On November 5, 2021 and November 9, 2021, the Company sold an aggregate of 6,600,000 shares of common stock in a private placement offering at a purchase price of $5.00 per share, with aggregate gross proceeds of $33.0 million (before deducting placement agent fees and other offering expenses, which were an aggregate of $0.8 million). Pursuant to the purchase agreements entered into with the investors in this offering, each investor had the right (but not the obligation), subject to the satisfaction of customary closing conditions, to purchase and acquire from the Company (i) additional shares of common stock at a purchase price of $5.00 per share and (ii) additional warrants to purchase shares of common stock. On June 2, 2022, in connection with the investors’ exercise of such purchase rights, the Company sold 3,199,999 shares of common stock for aggregate gross proceeds of $16.0 million (before deducting placement agent fees and other offering expenses, which were an aggregate of $0.3 million).

On December 7, 2021, the Company sold 1,673,152 shares of common stock in a private placement offering at a purchase price of $7.71 per share, with aggregate gross proceeds of $12.9 million (before deducting a finder’s fee and other offering expenses, which were an aggregate of $0.3 million).

Common Stock

Common stockholders are entitled to dividends, as and when declared by the Company’s Board of Directors, subject to the priority dividend rights of the holders of other classes of stock. There have been no dividends declared to date. The holder of each share of common stock is entitled to one vote.

The Company has reserved shares of common stock for future issuance as of the date presented as follows:


			December 31, 2022
Equity incentive plans			9,092,751
Common stock warrants			3,323,966
Total			12,416,717

Common Stock Warrants

In connection with the private placements disclosed above, the Company issued warrants as follows.

On August 13, 2021, the Company issued warrants to purchase 209,000 shares of common stock at an exercise price of $6.00 per share. On November 5, 2021, the Company issued warrants to purchase 958,334 shares of common stock at an exercise price of $6.00 per share. On November 9, 2021, the Company issued warrants to purchase 416,667 shares of common stock at an exercise price of $6.00 per share. On December 7, 2021, the Company issued warrants to purchase 348,649 shares of common stock at an exercise price of $9.25 per share. On February 10, 2022, the Company issued warrants to purchase 20,233 shares of common stock at an exercise price of $8.48 per share. On June 2, 2022, the Company issued warrants to purchase 666,668 shares of common stock at an exercise price of $6.00 per share. These warrants are exercisable by paying cash or by cashless exercise. The exercise price of the warrants is subject to standard anti-dilution adjustment in the case of stock dividends or other distributions on shares of common stock or any other equity or equity equivalent securities payable in shares of common stock, stock splits, stock combinations, reclassifications or similar events affecting the Company’s common stock, and also, subject to limitations, upon any distribution of assets, including cash, stock or other property to the Company’s stockholders. The exercise price of the warrants is not subject to “price-based” anti-dilution adjustment. The Company has determined that these warrants are subject to equity treatment because warrant holders have no right to demand cash settlement and there are no unusual anti-dilution rights.

On October 4, 2021, the Company issued warrants to purchase 650,000 shares of common stock at an exercise price of $6.00 per share upon Yaskawa Note conversion.

On January 5, 2022, the Company issued 13,028 shares of common stock in connection with the cashless exercise of a warrant. On January 10, 2022, the Company issued 82,500 shares of common stock in connection with the exercise of a warrant at an exercise price of $3.30 per share.

The following warrants to purchase common stock were outstanding as of December 31, 2022:


Number of Shares	Exercise Price		Expiration Date
209,000	$	6.00	August 13, 2024
650,000	6.00		October 4, 2024
1,416,669	6.00		November 5, 2024
625,000	6.00		November 9, 2024
348,649	9.25		December 7, 2024
20,233	8.48		December 10, 2025
45,000	3.30		December 23, 2025
6,046	34.74		5 years after an initial public offering of the Company
3,369	54.41		5 years after an initial public offering of the Company
3,323,966

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 16
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 50
-Paragraph 6
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Stock-Based Compensation

9 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

The 2020 Equity Incentive Plan (the “2020 Plan”) was approved by the Company’s stockholders on February 11, 2020. The 2020 Plan provides for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”), to employees, and for the grant of nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), performance units, and performance shares to employees, directors and consultants.

Subject to the adjustment provisions of the 2020 Plan and the automatic annual increase described below, the maximum aggregate number of shares of common stock that may be issued under the 2020 Plan is 5,050,000

shares, which includes (i) 2,588,077 shares initially reserved for issuance, plus (ii) any shares of the Company’s common stock subject to issued and outstanding awards under the Transphorm Technology 2007 Stock Plan or the Transphorm Technology 2015 Equity Incentive Plan that, on or after February 12, 2020, expire or otherwise terminate without having been exercised or issued in full, are tendered to or withheld by the Company for payment of an exercise price or for tax withholding obligations, or are forfeited to or repurchased by the Company due to failure to vest, with the maximum number of shares to be added to the 2020 Plan pursuant to this clause (ii) equal to 2,461,923 shares.

Subject to the adjustment provisions of the 2020 Plan, the number of shares of common stock available for issuance under the 2020 Plan will also include an annual increase on the first day of each fiscal year beginning with the Company’s 2022 fiscal year and ending on (and including) the Company’s 2030 fiscal year, in an amount equal to the least of: (i) 5,000,000 shares of common stock; (ii) five percent (5%) of the outstanding shares of the Company’s common stock on the last day of the immediately preceding fiscal year; or (iii) such number of shares of common stock as the administrator of the 2020 Plan may determine. On April 1, 2022, 2,668,965 shares were added to the 2020 Plan pursuant to such automatic annual increase provision.

As of December 31, 2022, there were 2,929,485 stock options outstanding, 1,018,478 RSUs outstanding and 5,144,788 shares available for grant under the 2020 Plan.

Stock Options

The following table summarizes stock option activity and related information for the periods presented:


	Number of Options	Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value (1) (in thousands)
Outstanding at October 1, 2022	3,045,662	$	4.89	5.80	$	1,783
Options granted	87,803	4.77
Options exercised	(154,904)	4.22
Options canceled	(49,076)	5.25
Outstanding at December 31, 2022	2,929,485	4.92		5.76	2,608
Exercisable at December 31, 2022	2,221,319	4.62		4.70	2,342

Outstanding at October 1, 2021	2,506,531	$	4.77	5.67	$	590
Options granted	473,077	6.52
Options exercised	—	—
Options canceled	(21,704)	9.32
Outstanding at December 31, 2021	2,957,904	5.02		6.14	9,218
Exercisable at December 31, 2021	2,227,540	4.61		5.00	7,958

(1) Intrinsic value represents the excess of the fair value on the last day of the period (which was $5.44 and $8.00 as of December 31, 2022 and 2021, respectively) over the exercise price, multiplied by the number of options.


	Number of Options	Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value (1) (in thousands)
Outstanding at April 1, 2022	2,879,008	$	4.88	6.02	$	6,747
Options granted	281,712	5.09
Options exercised	(168,326)	4.22
Options canceled	(62,909)	5.75
Outstanding at December 31, 2022	2,929,485	4.92		5.76	2,608
Exercisable at December 31, 2022	2,221,319	4.62		4.70	2,342

Outstanding at April 1, 2021	2,543,125	$	4.82	6.05	$	—
Options granted	528,077	6.31
Options exercised	(31,925)	4.21
Options canceled	(81,373)	7.46
Outstanding at December 31, 2021	2,957,904	5.02		6.14	9,218
Exercisable at December 31, 2021	2,227,540	4.61		5.00	7,958

Stock-based compensation expense is determined based on the fair value of the Company’s common stock as determined by the Board of Directors and assumptions such as volatility, expected term, risk-free interest rates, and other factors. Changes in the deemed fair value of the common stock, the underlying assumptions in the calculations, the number of options granted or the terms of such options, the expected forfeiture rate, the treatment of tax benefits and other changes may result in significant differences in the amounts or timing of the compensation expense recognized.

The assumptions used to value options granted to employees during the periods presented were as follows:


	Three Months Ended December 31,		Nine Months Ended December 31,
	2022	2021	2022	2021
Weighted average expected life (in years)	5.66	5.58	5.68	5.88
Risk-free interest rate	3.73% - 3.75%	1.32%	3.12% - 3.75%	1.30%
Expected volatility	45.91% - 47.20%	42.65%	42.49% - 47.20%	42.77%
Grant date fair market value	$4.77	$6.55	$4.77 - $5.24	$6.34
Grant date fair value	$2.21- $2.30	$3.11	$2.21 - $3.01	$2.99
Dividend yield	—%	—%	—%	—%

Option Modifications

During the three months ended December 31, 2022, the Company recognized $0.3 million in incremental compensation cost as a result of an amendment to a former employee’s option agreements to allow for an extended post termination exercise period.

Restricted Stock Units

During the three months ended September 30, 2021, the Company granted 35,000 RSUs, 25 percent of which are scheduled to vest after one year and the remainder of which are scheduled to vest in equal quarterly installments over the next three years, in each case subject to the RSU holders’ continued status as a service provider to the Company through each vesting date. During the three months ended September 30, 2022, the Company granted 164,440 RSUs that are scheduled to vest within four years, in each case subject to the RSU holders’ continued status as a service provider to the Company through each vesting date. During the three months ended December 31, 2022, the Company granted 75,250 RSUs that are scheduled to vest annually over three years, in each case subject to the RSU holders’ continued status as a service provider to the Company through each vesting date.

The following table summarizes RSU activity and related information for the periods presented:


	December 31, 2022
	Three Months Ended			Nine Months Ended
	Number of Shares	Weighted-Average Grant Date Fair Value Per Share		Number of Shares	Weighted-Average Grant Date Fair Value Per Share
Balance at beginning of period	1,027,754	$	4.96	954,775	$	4.61
Granted	75,250	4.77		239,690	5.09
Vested	(80,551)	7.17		(115,731)	6.31
Canceled	(3,975)	4.04		(60,256)	3.98
Balance at end of period	1,018,478	4.77		1,018,478	4.77


	December 31, 2021
	Three Months Ended			Nine Months Ended
	Number of Shares	Weighted-Average Grant Date Fair Value Per Share		Number of Shares	Weighted-Average Grant Date Fair Value Per Share
Balance at beginning of period	951,637	$	3.96	935,397	$	3.96
Granted	307,640	6.60		342,640	6.31
Vested	(9,750)	3.75		(12,750)	3.75
Canceled	(1,520)	3.85		(17,280)	3.97
Balance at end of period	1,248,007	4.61		1,248,007	4.61

On December 16, 2022 the Board approved $0.5 million worth of RSU grants for which shares were to be determined on January 1, 2023 and which shall vest on January 1, 2024. On January 1, 2023, the total number of RSU awards under this grant was determined to be 93,895.

Stock-Based Compensation

The accompanying condensed consolidated statement of operations includes stock-based compensation expense for the periods presented as follows (in thousands):


	Three Months Ended December 31,				Nine Months Ended December 31,
	2022		2021		2022		2021
Cost of revenue	$	88	$	52	$	180	$	118
Research and development	410		145		365		383
Sales and marketing	62		88		171		159
General and administrative	563		563		1,626		1,196
Total	$	1,123	$	848	$	2,342	$	1,856

Unrecognized Stock-Based Compensation

Unrecognized stock-based compensation expense as of dates presented was as follows (in thousands, except years):


	December 31, 2022			December 31, 2021
	Unrecognized Expense		Average Expected Recognition Period (in years)	Unrecognized Expense		Average Expected Recognition Period (in years)
Stock options	$	1,553	1.17	$	1,531	2.23
Restricted stock	1,979		1.59	3,117		1.74
Total	$	3,532	1.41	$	4,648	1.90

Fair Value Measurements

9 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

FASB ASC 820, Fair Value Measurements and Disclosures, establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows:

Level 1 - Unadjusted quoted prices in active markets for identical assets and liabilities.

Level 2 - Inputs (other than quoted prices included within Level 1) that are observable, unadjusted quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data of substantially the full term of the related assets or liabilities.

Level 3 - Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Inputs are unobservable for the asset or liability. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

The following table includes the changes in fair value of the promissory note which are Level 3 on the fair value hierarchy (in thousands):


April 1, 2021	$	16,128
Interest expense accrued	77
Decrease in fair value	(605)
Conversion	(15,600)
March 31, 2022	$	—

On October 4, 2021, the promissory note of $15.6 million, consisting of an outstanding principal amount of $15.0 million plus accrued but unpaid interest of $0.6 million, was converted into an aggregate of 3,120,000 shares of common stock. See Note 8 - Debts and Note 10 - Stockholders’ Equity.

The Company recorded interest expense of $3 thousand and $77 thousand for the three and nine months ended December 31, 2021, respectively. Fair value of promissory note decreased by $0.6 million for the nine months ended December 31, 2021.

Derivative Assets and Liabilities. For derivatives, the Company uses forward contract and option models employing market observable inputs, such as spot currency rates and forward points. The Company has determined that the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, therefore the derivatives are categorized as Level 2. As of December 31, 2022 the fair value of the Company’s derivative assets were $0.1 million and there were no derivative liabilities. The Company had no derivative assets or liabilities as of March 31, 2022.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Derivative Instruments and Hedging Activities

9 Months Ended

Dec. 31, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

Foreign Currency Forward and Option Contracts. The Company uses foreign currency forward and option contracts to manage the foreign exchange risk associated with certain foreign currency-denominated assets and liabilities, specifically those associated with its Japanese operations. As a result of foreign currency fluctuations, the U.S. dollar equivalent values of its foreign currency-denominated assets and liabilities change. The Company has not elected to account for these contracts as hedge instruments and as such, gains and losses on these contracts are included in other income (expense), net in the Company's condensed consolidated statements of operations, along with foreign currency gains and losses of the related foreign currency-denominated assets and liabilities associated with this foreign currency forward and option contracts. During the three months ended December 31, 2022, the Company entered into four quarterly tiered collar contracts with quarterly maturities ending January 2024. During three months ended December 31, 2022 the Company recognized net gains of $0.1 million associated with these contracts.

The following table presents the fair value of derivative instruments recognized in the Company's condensed consolidated balance sheets as of December 31, 2022 (in thousands):


	Derivative Not Designated as Hedging Instruments		Gross Amounts of Recognized Assets and Liabilities		Gross Amounts Offset in the Balance Sheet		Net Amounts of Assets and Liabilities Presented in the Balance Sheet
Prepaid expenses and other current assets	$	75	$	75	$	—	$	75
Net	$	75	$	75	$	—	$	75

Related Party Transactions

9 Months Ended

Dec. 31, 2022

Related Party Transactions

The Company entered into the following related party transactions for the periods indicated (in thousands):


	December 31, 2022
	Three Months Ended		Nine Months Ended
Joint Venture-GaNovation:
Product sale	$	1,774	$	3,246
Service revenue	67		131
Inventory purchase	96		345
Cost of goods sold	1,030		2,738
Research and development expense	141		330
Consumption tax	91		311
Employee and related benefits	35		124
Yaskawa:
Revenue per a cooperation and development agreement	221		991
Nexperia:
Product sale	923		1,778
Service fee income	—		66
Reimbursements in license maintenance fee	13		88
Interest expense	184		550

As of December 31, 2022, total due from related parties was $2.2 million, consisting of $1.3 million due from GaNovation and $0.9 million accounts receivable from Nexperia. As of December 31, 2022, total due to related parties was $1.2 million to GaNovation and $0.2 million to Nexperia.

The Company entered into the following related party transactions for the periods indicated (in thousands):


	December 31, 2021
	Three Months Ended		Nine Months Ended
Joint Venture-GaNovation (1):
Inventory purchase	$	70	$	140
Cost of goods sold	791		2,306
Research and development expense	102		401
Consumption tax	55		92
Employee and related benefits	124		221
Gain upon termination of JVA and settlement of its obligation	—		1,455
Yaskawa:
Revenue per a cooperation and development agreement	375		1,084
Gain on Yaskawa promissory note conversion	1,221		1,221
Non-controlling stockholder:
Product sale	—		19
License maintenance fee	—		111
Consulting expense	—		176
GaNovation:
Product sale	251		405
Nexperia:
Product sale	504		1,010
License fee income	—		8,479
Reimbursements in license maintenance fee	38		113
Interest expense	184		534

(1) Includes transactions for AFSW during the four months ended July 30, 2021.

As of March 31, 2022, total due from related parties was $1.2 million, consisting of $719 thousand due from the joint venture and $515 thousand accounts receivable from a stockholder and noteholder of the Company. As of March 31, 2022, total accounts payable to related parties was $760 thousand to the joint venture and $102 thousand to Nexperia.

Subsequent Events	9 Months Ended
Subsequent Events	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsThe Company has evaluated subsequent events through the filing date or the issuance of these financial statements and is not aware of any material items that would require disclosure in the notes to the financial statements or would be required to be recognized as of December 31, 2022.

Business and Basis of Presentation (Policies)	9 Months Ended
Business and Basis of Presentation (Policies)	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements reflect all adjustments of a normal and recurring nature that are necessary for a fair presentation of the results for the interim period ended December 31, 2022, but are not necessarily indicative of the results that will be reported for the entire fiscal year or any other interim period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) have been condensed or omitted. The aforementioned unaudited condensed consolidated financial statements are prepared in conformity with GAAP and in accordance with the instructions to Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission. The interim information should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2022. The consolidated balance sheet as of March 31, 2022 is derived from those audited financial statements. Cost of goods sold, which was previously presented as a separate line item under operating expenses for the prior year comparable periods, was reclassed as a separate line item to arrive at gross (loss) profit in the condensed consolidated statement of operations.
Reclassifications	.
Accounting Standard Adopted and Recently Issued Accounting Standards under Evaluation	Accounting Standard Adopted Effective April 1, 2022, the Company adopted ASU 2016-02, Leases (Topic 842), which requires lessees to recognize a right-of-use (“ROU”) asset and a lease liability on their balance sheet for all leases, including operating leases, with a term of greater than 12 months. In July 2018, the Financial Accounting Standards Board (“FASB”) issued ASU 2018-11, which adds a transition option permitting entities to apply the provisions of the new standard at its adoption date instead of the earliest comparative period presented in the consolidated financial statements. Under this transition option, comparative reporting would not be required, and the provisions of the standard would be applied prospectively to leases in effect at the date of adoption. The Company elected to use the optional transition method provided by ASU 2018-11. The Company also elected the package of practical expedients permitted under the transition guidance within the new standard, which allowed the Company to carry forward its ASC 840 assessment regarding definition of a lease, lease classification, and initial direct costs. The following practical expedients were applied implementing this standard. •The Company did not reassess whether any expired or existing contracts are, or contain, leases. Additionally, the Company did not reassess for lease classifications of expired or existing leases, or initial direct costs for any existing leases. •The Company elected the short-term lease exception, which allows the Company to account for leases with a lease term of twelve months or less similar to existing operating leases. The cost of these leases is disclosed, but is not recognized in the ROU asset and lease liability balances. Consistent with ASC 842 requirements, leases that are one month or less are not included in the disclosures. Operating lease ROU assets represent the Company’s right to use the underlying asset during the lease term, and operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at lease commencement based on the present value of the remaining lease payments using incremental borrowing rate at the lease commencement date. The Company chose the practical expedients and reviewed the lease and non-lease components for any impairment or otherwise, subsequently determining that no cumulative-effect adjustment to equity was necessary as part of implementing the modified retrospective approach for its adoption of ASC 842. Operating lease expense, which is comprised of amortization of the ROU asset and the interest accreted on the lease liability, is recognized on a straight-line basis over the lease term and is recorded in lease expense in the condensed consolidated statements of operations. Recently Issued Accounting Standards under Evaluation Debt - In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40), Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to address the complexity in accounting for certain financial instruments with characteristics of liabilities and equity. Among other provisions, the amendments in this ASU significantly change the guidance on the issuer’s accounting for convertible instruments and the guidance on the derivative scope exception for contracts in an entity’s own equity such that fewer conversion features will require separate recognition, and fewer freestanding instruments, like warrants, will require liability treatment. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, excluding entities eligible to be smaller reporting companies as defined by the SEC. As the Company is a smaller reporting company, the ASU is effective for fiscal years beginning after December 15, 2023. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and the adoption is not expected to have a significant impact on the consolidated financial statements. Financial Instruments - FASB ASU 2020-03, Codification Improvements to Financial Instruments, makes clear the determination of the contractual life of a net investment in leases in estimating expected credit losses under ASC 326, Financial Instruments – Credit Losses. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The standard changes the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. ASU 2016-13 is effective for the Company in 2023. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and the adoption is not expected to have a significant impact on the consolidated financial statements. Income Tax - In December 2019, the FASB issued ASU 2019-12, which modifies ASC 740 to simplify the accounting for income taxes. The ASU’s amendments are based on changes that were suggested by stakeholders as part of the FASB’s initiative to reduce the complexity of accounting standards while maintaining or enhancing the helpfulness of information provided to financial statement users. ASU 2019-12 is effective for fiscal years beginning after December 15, 2022. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and the adoption is not expected to have a significant impact on the consolidated financial statements.
Revenue Recognition	The Company derives its revenues primarily through the sale and delivery of promised goods and services to distributors and end-users in various sectors such as, but not limited to, the gaming, industrial, IT, and consumer products industries. The Company disaggregates revenue based on the following contract types: •Commercial Product and Service contracts, including contracts for sales of high-powered GaN-based products manufactured utilizing the Company’s proprietary and patented epiwafer technology and wafer fabrication and other assembly processes, sales of GaN epiwafers for the radio frequency and power markets, and the provision of epiwafer growth services and products to the Company’s strategic partners. •Government contracts for research and development related services and activities. •Licensing contracts, including licenses to use the Company’s patented proprietary technology. The Company follows a five-step approach for recognizing revenue, consisting of the following: (1) identifying the contract with a customer; (2) identifying the performance obligations in the contract; (3) determining the transaction price; (4) allocating the transaction price to the performance obligations in the contract; and (5) recognizing revenue when, or as, the entity satisfies a performance obligation. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The Company does not have any significant financing components associated with its revenue contracts, as payment is received at or shortly after the point of sale. Commercial Product and Service contracts Performance obligations are satisfied, and revenue is recognized when control of a good or service promised in a contract is transferred to a customer using relative standalone selling prices. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service at a point in time, and revenue is recognized in an amount that reflects the consideration the Company expects to be entitled to, in exchange for those products or services. The majority of the Company's revenue under commercial product and service contracts is derived from product sales. Revenue is recognized over time if the customer receives the benefits as the Company performs work, if the customer controls the asset as it is being produced (continuous transfer of control), or if the product being produced for the customer has no alternative use and the Company has a contractual right to payment for performance to date. The Company recognizes revenue ratably over time under the cooperation and development agreement with Yaskawa Electric Corporation (“Yaskawa”), a related party through share ownership. Sales of products or services typically do not include more than one performance obligation. A portion of the Company’s products are sold through distributors. Distributors stock inventory and sell the Company’s products to their own customer base. The Company recognizes revenue upon shipment of its products to its distributors. Master supply or distributor agreements are in place with many of the Company's customers and contain terms and conditions including, but not limited to, payment, delivery, incentives and warranty. These agreements sometimes require minimum purchase commitments. If a master supply, distributor or other similar agreement is not in place with a customer, the Company considers a purchase order, which is governed by the Company’s standard terms and conditions, to be the contract governing the relationship with that customer. Pricing terms are negotiated independently on a stand-alone basis. Revenue is measured based on the amount of net consideration to which the Company expects to be entitled to receive in exchange for products or services. Government contracts Government contract revenue is principally generated under research and development contracts with agencies of the U.S. government. Performance obligations under government contracts are satisfied over time because the customer receives the benefits as the Company performs work, the customer controls the asset as it is being produced (continuous transfer of control), and the Company has a contractual right to payment for performance to date. Licensing contracts From time to time, the Company may enter into licensing arrangements related to its intellectual property. Revenue from licensing arrangements is recognized when earned and estimable. The timing of revenue recognition is dependent on the terms of each license agreement. Generally, the Company will recognize non-refundable upfront licensing fees related to patent licenses immediately upon receipt of the funds if the Company has no significant future obligations to perform under the arrangement. In the case that the arrangement gives rise to variable consideration in the form of milestone and royalty payments, the Company evaluates the royalties to determine if they qualify for the sales and usage-based royalty exception. In the case of the Company’s royalty arrangement with Nexperia, the Company determined the royalties qualify for the sales and usage-based royalty exception, as the license of intellectual property is the predominant item to which the royalty relates and revenue is recognized upon the subsequent sale occurring. The variable amounts are recognized at the net consideration the Company expects to receive upon satisfaction of contractually agreed upon development targets and sales volumes.

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 17
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130561-203045

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 20
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130563-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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+ Details

Revenue Recognition (Tables)

9 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

Revenue disaggregated by contract type is as follows (in thousands):


	Three Months Ended December 31,				Nine Months Ended December 31,
	2022		2021		2022		2021
Commercial product and service	$	3,960	$	3,623	$	11,556	$	8,127
Government (1)	533		981		1,763		2,996
Licensing	—		—		—		8,000
Revenue, net	$	4,493	$	4,604	$	13,319	$	19,123

Concentration of Credit Risk and Significant Customers (Tables)

9 Months Ended

Dec. 31, 2022

Risks and Uncertainties [Abstract]

Schedules of Concentration of Risk, by Risk Factor

Total revenues, by percentage, from individual customers representing 10% or more of total revenues in the respective periods were as follows:


	Three Months Ended December 31,		Nine Months Ended December 31,
	2022	2021	2022	2021
Customer A	20.5%	10.9%	13.9%	49.8%
Customer B	10.6%	21.3%	11.8%	15.7%
Customer C	*	41.2%	23.2%	16.1%
Customer D	39.5%	*	24.4%	*

* Less than 10% of total

Accounts receivable, by percentage, from individual customers representing 10% or more of accounts receivable are set forth in the following table:


	As of
	December 31, 2022	March 31, 2022
Customer A	24.3%	20.1%
Customer B	*	19.4%
Customer C	10.0%	38.8%
Customer D	34.6%	*
Customer E	13.5%	*

* Less than 10% of total

Inventory (Tables)

9 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory consists of the following as of the dates presented (in thousands):


	December 31, 2022		March 31, 2022
Raw materials	$	4,789	$	2,412
Work in process	1,594		1,865
Sub-assembly	736		1,677
Finished goods	357		376
Total	$	7,476	$	6,330

Investment in Joint Venture (Tables)

9 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Investment Activities in AFSW

The Company’s investment activities in GaNovation and AFSW for the periods presented are summarized below (in thousands):


	GaNovation				GaNovation		GaNovation / AFSW (1)
	Three Months Ended December 31,				Nine Months Ended December 31,
	2022		2021		2022		2021
Beginning Balance	$	414	$	89	$	143	$	(1,866)
Investment	1,032		684		2,569		3,765
Loss	(799)		(712)		(2,065)		(3,294)
Gain	—		—		—		1,455
Effect of exchange rate change	—		—		—		1
Ending Balance	$	647	$	61	$	647	$	61

(1) Includes transactions for AFSW during the four months ended July 30, 2021.

Summarized unaudited financial information of GaNovation and AFSW for the periods indicated are as follows (in thousands):


					GaNovation
					December 31, 2022		March 31, 2022
Current assets					$	3,678	$	4,259
Long-term assets					5,870		3,690

Other current liabilities					4,282		3,799
Due to controlling owner					4		(1)
Due to Transphorm					113		—
Net surplus					5,149		4,151

	GaNovation				GaNovation		GaNovation / AFSW (1)
	For the Three Months Ended December 31,				For the Nine Months Ended December 31,
	2022		2021		2022		2021
Sales	$	3,926	$	2,262	$	9,958	$	5,957
Gross loss	(2,716)		(2,338)		(6,964)		(7,094)
Net loss	(3,197)		(2,848)		(8,351)		(9,085)

(1) Includes sales of $2.2 million, gross loss of $(3.2) million and net loss of $(4.3) million for AFSW during the four months ended July 30, 2021.

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Leases (Tables)

9 Months Ended

Dec. 31, 2022

Leases [Abstract]

Schedule of Lease Assets and Liabilities

The following table presents the Company’s ROU assets and lease liabilities as of the date indicated (in thousands):


	December 31, 2022
Operating lease ROU assets	$	3,173

Operating lease liabilities	$	536
Operating lease liabilities, net of current portion	2,670
Total operating lease liability	$	3,206

Schedule of Future Minimum Operating Lease Commitments

The following table presents the Company's remaining lease liabilities by maturity for the periods indicated (in thousands):


	Year Ending March 31,
2023	$	179
2024	710
2025	674
2026	659
2027	616
Thereafter	984
Lease payments	3,822
Less: interest	(616)
Present value of lease liability	$	3,206

Debts (Tables)

9 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Maturities of Long-Term Debt

As of December 31, 2022, the scheduled maturity, including accrued interest, of the Company’s borrowings under the revolving credit facility were as follows (in thousands):


Year Ending March 31,
2023	$	184
2024	12,000
Total	$	12,184

Stockholders' Equity (Tables)

9 Months Ended

Dec. 31, 2022

Equity [Abstract]

Schedule of Convertible Preferred Stock by Class

The Company has reserved shares of common stock for future issuance as of the date presented as follows:


			December 31, 2022
Equity incentive plans			9,092,751
Common stock warrants			3,323,966
Total			12,416,717

Schedule of Stockholders' Equity Note, Warrants or Rights

The following warrants to purchase common stock were outstanding as of December 31, 2022:


Number of Shares	Exercise Price		Expiration Date
209,000	$	6.00	August 13, 2024
650,000	6.00		October 4, 2024
1,416,669	6.00		November 5, 2024
625,000	6.00		November 9, 2024
348,649	9.25		December 7, 2024
20,233	8.48		December 10, 2025
45,000	3.30		December 23, 2025
6,046	34.74		5 years after an initial public offering of the Company
3,369	54.41		5 years after an initial public offering of the Company
3,323,966

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

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+ Details

Stock-Based Compensation (Tables)

9 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

The following table summarizes stock option activity and related information for the periods presented:


	Number of Options	Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value (1) (in thousands)
Outstanding at October 1, 2022	3,045,662	$	4.89	5.80	$	1,783
Options granted	87,803	4.77
Options exercised	(154,904)	4.22
Options canceled	(49,076)	5.25
Outstanding at December 31, 2022	2,929,485	4.92		5.76	2,608
Exercisable at December 31, 2022	2,221,319	4.62		4.70	2,342

Outstanding at October 1, 2021	2,506,531	$	4.77	5.67	$	590
Options granted	473,077	6.52
Options exercised	—	—
Options canceled	(21,704)	9.32
Outstanding at December 31, 2021	2,957,904	5.02		6.14	9,218
Exercisable at December 31, 2021	2,227,540	4.61		5.00	7,958


	Number of Options	Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value (1) (in thousands)
Outstanding at April 1, 2022	2,879,008	$	4.88	6.02	$	6,747
Options granted	281,712	5.09
Options exercised	(168,326)	4.22
Options canceled	(62,909)	5.75
Outstanding at December 31, 2022	2,929,485	4.92		5.76	2,608
Exercisable at December 31, 2022	2,221,319	4.62		4.70	2,342

Outstanding at April 1, 2021	2,543,125	$	4.82	6.05	$	—
Options granted	528,077	6.31
Options exercised	(31,925)	4.21
Options canceled	(81,373)	7.46
Outstanding at December 31, 2021	2,957,904	5.02		6.14	9,218
Exercisable at December 31, 2021	2,227,540	4.61		5.00	7,958

Schedule of Valuation Assumptions

The assumptions used to value options granted to employees during the periods presented were as follows:


	Three Months Ended December 31,		Nine Months Ended December 31,
	2022	2021	2022	2021
Weighted average expected life (in years)	5.66	5.58	5.68	5.88
Risk-free interest rate	3.73% - 3.75%	1.32%	3.12% - 3.75%	1.30%
Expected volatility	45.91% - 47.20%	42.65%	42.49% - 47.20%	42.77%
Grant date fair market value	$4.77	$6.55	$4.77 - $5.24	$6.34
Grant date fair value	$2.21- $2.30	$3.11	$2.21 - $3.01	$2.99
Dividend yield	—%	—%	—%	—%

Schedule of Unvested Restricted Stock Units

The following table summarizes RSU activity and related information for the periods presented:


	December 31, 2022
	Three Months Ended			Nine Months Ended
	Number of Shares	Weighted-Average Grant Date Fair Value Per Share		Number of Shares	Weighted-Average Grant Date Fair Value Per Share
Balance at beginning of period	1,027,754	$	4.96	954,775	$	4.61
Granted	75,250	4.77		239,690	5.09
Vested	(80,551)	7.17		(115,731)	6.31
Canceled	(3,975)	4.04		(60,256)	3.98
Balance at end of period	1,018,478	4.77		1,018,478	4.77


	December 31, 2021
	Three Months Ended			Nine Months Ended
	Number of Shares	Weighted-Average Grant Date Fair Value Per Share		Number of Shares	Weighted-Average Grant Date Fair Value Per Share
Balance at beginning of period	951,637	$	3.96	935,397	$	3.96
Granted	307,640	6.60		342,640	6.31
Vested	(9,750)	3.75		(12,750)	3.75
Canceled	(1,520)	3.85		(17,280)	3.97
Balance at end of period	1,248,007	4.61		1,248,007	4.61

Stock-Based Compensation Expense

he accompanying condensed consolidated statement of operations includes stock-based compensation expense for the periods presented as follows (in thousands):


	Three Months Ended December 31,				Nine Months Ended December 31,
	2022		2021		2022		2021
Cost of revenue	$	88	$	52	$	180	$	118
Research and development	410		145		365		383
Sales and marketing	62		88		171		159
General and administrative	563		563		1,626		1,196
Total	$	1,123	$	848	$	2,342	$	1,856

Unrecognized Stock-Based Compensation

Unrecognized stock-based compensation expense as of dates presented was as follows (in thousands, except years):


	December 31, 2022			December 31, 2021
	Unrecognized Expense		Average Expected Recognition Period (in years)	Unrecognized Expense		Average Expected Recognition Period (in years)
Stock options	$	1,553	1.17	$	1,531	2.23
Restricted stock	1,979		1.59	3,117		1.74
Total	$	3,532	1.41	$	4,648	1.90

Fair Value Measurements (Tables)

9 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Changes in Fair Value of Promissory Notes

The following table includes the changes in fair value of the promissory note which are Level 3 on the fair value hierarchy (in thousands):


April 1, 2021	$	16,128
Interest expense accrued	77
Decrease in fair value	(605)
Conversion	(15,600)
March 31, 2022	$	—

Derivative Instruments and Hedging Activities (Tables)

9 Months Ended

Dec. 31, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The following table presents the fair value of derivative instruments recognized in the Company's condensed consolidated balance sheets as of December 31, 2022 (in thousands):


	Derivative Not Designated as Hedging Instruments		Gross Amounts of Recognized Assets and Liabilities		Gross Amounts Offset in the Balance Sheet		Net Amounts of Assets and Liabilities Presented in the Balance Sheet
Prepaid expenses and other current assets	$	75	$	75	$	—	$	75
Net	$	75	$	75	$	—	$	75

Related Party Transactions (Tables)

9 Months Ended

Dec. 31, 2022

Schedule of Related Party Transactions

The Company entered into the following related party transactions for the periods indicated (in thousands):


	December 31, 2022
	Three Months Ended		Nine Months Ended
Joint Venture-GaNovation:
Product sale	$	1,774	$	3,246
Service revenue	67		131
Inventory purchase	96		345
Cost of goods sold	1,030		2,738
Research and development expense	141		330
Consumption tax	91		311
Employee and related benefits	35		124
Yaskawa:
Revenue per a cooperation and development agreement	221		991
Nexperia:
Product sale	923		1,778
Service fee income	—		66
Reimbursements in license maintenance fee	13		88
Interest expense	184		550

The Company entered into the following related party transactions for the periods indicated (in thousands):


	December 31, 2021
	Three Months Ended		Nine Months Ended
Joint Venture-GaNovation (1):
Inventory purchase	$	70	$	140
Cost of goods sold	791		2,306
Research and development expense	102		401
Consumption tax	55		92
Employee and related benefits	124		221
Gain upon termination of JVA and settlement of its obligation	—		1,455
Yaskawa:
Revenue per a cooperation and development agreement	375		1,084
Gain on Yaskawa promissory note conversion	1,221		1,221
Non-controlling stockholder:
Product sale	—		19
License maintenance fee	—		111
Consulting expense	—		176
GaNovation:
Product sale	251		405
Nexperia:
Product sale	504		1,010
License fee income	—		8,479
Reimbursements in license maintenance fee	38		113
Interest expense	184		534

(1) Includes transactions for AFSW during the four months ended July 30, 2021.

Business and Basis of Presentation (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended		12 Months Ended
	Dec. 31, 2022	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net cash used in operating activities	$ 8,800	$ (18,582)	$ (13,910)
Working capital	$ 18,000	18,000
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Proceeds from issuance of common stock		16,000	$ 49,773
Private Placement
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Proceeds from issuance of common stock		$ 16,000		$ 50,000

Nexperia Arrangement (Details) - USD ($)			1 Months Ended	3 Months Ended		9 Months Ended
Nexperia Arrangement (Details) - USD ($)	Jul. 16, 2021	Apr. 04, 2018	Jun. 30, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Jun. 30, 2021	May 18, 2021	Mar. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License fees		$ 9,000,000
Long-term loan facility		15,000,000
Revenue from product and license fees				$ 4,493,000	$ 4,604,000	$ 13,319,000	$ 19,123,000
Supply agreement renewal term						1 year
Nexperia
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Term after notification of epiwafer qualification of a second source						2 years
License and Service
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue from product and license fees	$ 8,000,000
Tranche C Loan
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revolving loan		10,000,000
Loan and Security Agreement (LSA)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Long-term loan facility		15,000,000
Revolving loan		$ 10,000,000							$ 12,000,000	$ 10,000,000
Interest rate per annum (in percent)		6.00%
Repayment of Nexperia debt			$ 5,000,000
Revenue from product and license fees			$ 5,000,000
Tranche B-1 Loan
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Long-term loan facility									$ 2,000,000
Repayment of Nexperia debt	$ 8,000,000
Tranche B Loan
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Long-term loan facility								$ 8,000,000
Series 3 Preferred Stock
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Issuance of preferred stock		$ 16,000,000

Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Revenue Recognition (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue, net	$ 4,493	$ 4,604	$ 13,319	$ 19,123
Commercial product and service
Disaggregation of Revenue [Line Items]
Revenue, net	3,960	3,623	11,556	8,127
Service
Disaggregation of Revenue [Line Items]
Revenue, net	300	400	1,400	1,800
Government
Disaggregation of Revenue [Line Items]
Revenue, net	533	981	1,763	2,996
Government Revenue From Government Agency
Disaggregation of Revenue [Line Items]
Revenue, net	500	1,000	1,600	3,000
Licensing
Disaggregation of Revenue [Line Items]
Revenue, net	$ 0	$ 0	$ 0	$ 8,000

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Concentration of Credit Risk and Significant Customers (Details) - Customer Concentration Risk	3 Months Ended		9 Months Ended		12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022
Revenue \| Customer A
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)	20.50%	10.90%	13.90%	49.80%
Revenue \| Customer B
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)	10.60%	21.30%	11.80%	15.70%
Revenue \| Customer C
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)		41.20%	23.20%	16.10%
Revenue \| Customer D
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)	39.50%		24.40%
Accounts Receivable \| Customer A
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)			24.30%		20.10%
Accounts Receivable \| Customer B
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)					19.40%
Accounts Receivable \| Customer C
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)			10.00%		38.80%
Accounts Receivable \| Customer D
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)			34.60%
Accounts Receivable \| Customer E
Concentration Risk [Line Items]
Percentage of revenue or accounts receivable (in percent)			13.50%

Inventory (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022
Inventory Disclosure [Abstract]
Raw materials	$ 4,789		$ 4,789		$ 2,412
Work in process	1,594		1,594		1,865
Sub-assembly	736		736		1,677
Finished goods	357		357		376
Total	7,476		7,476		$ 6,330
Inventory write-off	$ 2,800	$ 8	$ 2,810	$ 202

Investment in Joint Venture - Narrative (Details)		3 Months Ended		4 Months Ended	9 Months Ended
Investment in Joint Venture - Narrative (Details)	Aug. 01, 2021 JPY (¥)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jul. 31, 2021	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Sep. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Sep. 30, 2021 USD ($)	Aug. 01, 2021 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2020	Apr. 01, 2020
Variable Interest Entity [Line Items]
Investment in joint venture		$ 647,000			$ 647,000			$ 143,000
Term of maximum funding obligations or investment	3 years
JCP Capital Management
Variable Interest Entity [Line Items]
Term of maximum funding obligations or investment	3 years
AFSW \| GaNovation
Variable Interest Entity [Line Items]
Percentage of voting interest acquired										100.00%
Joint Venture Company In Singapore
Variable Interest Entity [Line Items]
Ownership percentage												75.00%
Fujitsu Semiconductor Limited
Variable Interest Entity [Line Items]
Purchase of additional interest (in percent)													51.00%
Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Ownership percentage in entity				49.00%
Gain upon termination of JVA and settlement of its obligation						$ 1,500,000
Maximum funding obligation or investments of reporting entity										$ 12,000,000
Total investment in funding obligation		$ 4,600,000			$ 4,600,000
Variable Interest Entity, Not Primary Beneficiary \| April 1, 2022 through March 31, 2023
Variable Interest Entity [Line Items]
Percentage of funding obligations and losses		25.00%			25.00%
Variable Interest Entity, Not Primary Beneficiary \| April 1, 2023 through March 31, 2024
Variable Interest Entity [Line Items]
Percentage of funding obligations and losses		32.50%			32.50%
Variable Interest Entity, Not Primary Beneficiary \| AFSW
Variable Interest Entity [Line Items]
Additional financial support provided to investment						3,800,000
Variable Interest Entity, Not Primary Beneficiary \| GaNovation
Variable Interest Entity [Line Items]
Ownership percentage in entity	25.00%
Payment for acquisition \| ¥	¥ 1
Additional financial support provided to investment		$ 1,032,000	$ 684,000		$ 2,569,000
Total investment in funding obligation		$ 647,000	61,000		$ 647,000	61,000	$ 414,000	$ 143,000	$ 89,000
Variable Interest Entity, Not Primary Beneficiary \| AFSW
Variable Interest Entity [Line Items]
Additional financial support provided to investment						3,765,000
Total investment in funding obligation			$ 61,000			$ 61,000					$ (1,866,000)
Variable Interest Entity, Not Primary Beneficiary \| AFSW \| GaNovation
Variable Interest Entity [Line Items]
Percentage of ownership acquired	49.00%
Variable Interest Entity, Primary Beneficiary \| JCP Capital Management
Variable Interest Entity [Line Items]
Maximum funding obligation or investments of primary beneficiary										$ 35,000,000
Variable Interest Entity, Primary Beneficiary \| JCP Capital Management \| April 1, 2022 through March 31, 2023
Variable Interest Entity [Line Items]
Percentage of funding obligations and losses		75.00%			75.00%
Variable Interest Entity, Primary Beneficiary \| JCP Capital Management \| April 1, 2023 through March 31, 2024
Variable Interest Entity [Line Items]
Percentage of funding obligations and losses		67.50%			67.50%

Investment in Joint Venture - Investment activities (Details) - Variable Interest Entity, Not Primary Beneficiary - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Summary of Variable Interest Entities [Roll Forward]
Ending Balance	$ 4,600		$ 4,600
GaNovation
Summary of Variable Interest Entities [Roll Forward]
Beginning Balance	414	$ 89	143
Investment	1,032	684	2,569
Loss	(799)	(712)	(2,065)
Gain	0	0	0
Effect of exchange rate change	0	0	0
Ending Balance	$ 647	61	$ 647	$ 61
AFSW
Summary of Variable Interest Entities [Roll Forward]
Beginning Balance				(1,866)
Investment				3,765
Loss				(3,294)
Gain				1,455
Effect of exchange rate change				1
Ending Balance		$ 61		$ 61

Investment in Joint Venture - Summarized financial information (Details) - USD ($) $ in Thousands	3 Months Ended		4 Months Ended	9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Jul. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022
Variable Interest Entity [Line Items]
Current assets	$ 36,399			$ 36,399		$ 44,794
Variable Interest Entity, Measure of Activity [Abstract]
Gross loss	(2,669)	$ 669		(1,125)	$ 10,382
Variable Interest Entity, Not Primary Beneficiary \| AFSW
Variable Interest Entity, Measure of Activity [Abstract]
Sales			$ 2,200
Gross loss			(3,200)
Net loss			$ (4,300)
Variable Interest Entity, Not Primary Beneficiary \| GaNovation
Variable Interest Entity [Line Items]
Current assets	3,678			3,678		4,259
Long-term assets	5,870			5,870		3,690
Other current liabilities	4,282			4,282		3,799
Due to related parties	4			4		(1)
Net surplus	5,149			5,149		4,151
Variable Interest Entity, Measure of Activity [Abstract]
Sales	3,926	2,262		9,958	5,957
Gross loss	(2,716)	(2,338)		(6,964)	(7,094)
Net loss	(3,197)	$ (2,848)		(8,351)	$ (9,085)
Variable Interest Entity, Not Primary Beneficiary \| Transphorm, Inc.
Variable Interest Entity [Line Items]
Due to related parties	$ 113			$ 113		$ 0

Leases - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
Leases - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2022	Apr. 01, 2022	Mar. 31, 2022
Lessee, Lease, Description [Line Items]
Discount rate on operating leases (in percent)	6.00%	6.00%
Operating lease ROU assets	$ 3,173	$ 3,173	$ 3,500	$ 0
Total operating lease liability	$ 3,206	$ 3,206	$ 3,500
Operating lease, weighted average remaining lease term	5 years 9 months 18 days	5 years 9 months 18 days
Net lease expense recognized	$ 200	$ 600
Short-term lease expense	100	200
Cash paid for lease agreements	$ 200	$ 500
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease terms	1 year	1 year
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease terms	8 years	8 years

Leases - Schedule of lease assets and liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Apr. 01, 2022	Mar. 31, 2022
Leases [Abstract]
Operating lease ROU assets	$ 3,173	$ 3,500	$ 0
Operating lease liabilities	536		0
Operating lease liabilities, net of current portion	2,670		$ 0
Total operating lease liability	$ 3,206	$ 3,500

Leases - Schedule of future minimum operating lease commitments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Apr. 01, 2022
Leases [Abstract]
2023	$ 179
2024	710
2025	674
2026	659
2027	616
Thereafter	984
Lease payments	3,822
Less: interest	(616)
Present value of lease liability	$ 3,206	$ 3,500

Debts - Narrative (Details)				1 Months Ended				3 Months Ended						8 Months Ended	9 Months Ended		19 Months Ended
Debts - Narrative (Details)	Oct. 04, 2021 USD ($) $ / shares shares	Jul. 16, 2021 USD ($)	Feb. 12, 2020 shares $ / shares	Oct. 31, 2021 USD ($) shares	Jul. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Jun. 30, 2020 USD ($)	Dec. 31, 2022 USD ($)	Sep. 30, 2022 USD ($)	Jun. 30, 2022 USD ($) segment	Dec. 31, 2021 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Jul. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jun. 30, 2022 USD ($) segment	Jan. 10, 2022 $ / shares	Oct. 03, 2021 $ / shares	May 18, 2021 USD ($)	Mar. 31, 2021 USD ($)	Apr. 04, 2018 USD ($)	Oct. 31, 2017 USD ($)
Debt Instrument [Line Items]
Principal amount of development loans outstanding								$ 12,184,000							$ 12,184,000
Long-term loan facility																						$ 15,000,000
Conversion price per share on convertible note payable (in usd per share) \| $ / shares			$ 5.12
Exercise price (in usd per share) \| $ / shares																		$ 3.30
Gain on Yaskawa promissory note conversion								421,000			$ 1,503,000				1,241,000	$ 3,502,000
Changes in fair value of promissory note								0			0				0	605,000
Interest expense								184,000			187,000				550,000	611,000
2020 Cooperation and Development Agreement
Debt Instrument [Line Items]
Term of cooperation and development agreement.						3 years
2022 Amended Cooperation And Development Agreement, Commitment One
Debt Instrument [Line Items]
Revenue recognized for collaboration development activities																	$ 2,500,000
Twenty Twenty Two Amended Cooperation And Development Agreement, Commitment Two
Debt Instrument [Line Items]
Revenue recognized for collaboration development activities								200,000	$ 200,000	$ 200,000
Yaskawa
Debt Instrument [Line Items]
Number of collaborative agreement contracts \| segment										2							2
Yaskawa \| 2020 Cooperation and Development Agreement
Debt Instrument [Line Items]
Cooperative and development activities						$ 4,000,000
Proceeds from collaborators					$ 800,000	$ 1,000,000								$ 1,800,000
Revenue recognized for collaboration development activities										$ 400,000		$ 400,000	$ 300,000
Yaskawa \| 2022 Amended Cooperation And Development Agreement, Commitment One
Debt Instrument [Line Items]
Cooperative and development activities															2,500,000
Yaskawa \| Twenty Twenty Two Amended Cooperation And Development Agreement, Commitment Two
Debt Instrument [Line Items]
Cooperative and development activities															$ 1,500,000
Period of revenue recognition															19 months
Yaskawa
Debt Instrument [Line Items]
Conversion price per share on convertible note payable (in usd per share) \| $ / shares	$ 5.00																		$ 5.12
Number of shares issued (in shares) \| shares	3,120,000
Warrant to purchase shares issued, number of shares	$ 650,000
Exercise price (in usd per share) \| $ / shares	$ 6.00
Exercisable period of warrants (in years)	3 years
Loan and Security Agreement (LSA)
Debt Instrument [Line Items]
Principal amount of development loans outstanding																					$ 10,000,000
Long-term loan facility																						15,000,000
Repayment of Nexperia debt							$ 5,000,000
Revolving loan																				$ 12,000,000	10,000,000	$ 10,000,000
Interest rate per annum (in percent)																						6.00%
Tranche B-1 Loan
Debt Instrument [Line Items]
Long-term loan facility																				$ 2,000,000
Repayment of Nexperia debt		$ 8,000,000
Development Loans Due On June 30, 2021
Debt Instrument [Line Items]
Principal amount of development loans outstanding																					$ 8,000,000
Repayment of Nexperia debt		$ 8,000,000
Tranche C Note
Debt Instrument [Line Items]
Long-term loan facility																						$ 12,000,000
Interest rate per annum (in percent)																						6.00%
Interest expense accrued								$ 200,000			200,000				$ 600,000	500,000
Yaskawa Note
Debt Instrument [Line Items]
Interest rate per annum (in percent)																							1.00%
Unsecured subordinated convertible promissory note				$ 15,600,000																			$ 15,000,000
Maximum number of shares of common stock issuable (in shares) \| shares			3,076,171
Changes in fair value of promissory note																600,000
Interest expense											3,000					77,000
Yaskawa Note \| Yaskawa
Debt Instrument [Line Items]
Principal and unpaid interest of convertible note	$ 15,600,000
Number of shares issued (in shares) \| shares				3,120,000
Gain on Yaskawa promissory note conversion	$ 1,200,000										$ 1,221,000					$ 1,221,000

Debts - Maturities schedule (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Debt Disclosure [Abstract]
2023	$ 184
2024	12,000
Total	$ 12,184

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions	9 Months Ended
	Dec. 31, 2022	Jul. 31, 2022	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitment to acquire equipment and services	$ 7.4
Cumulative purchases made to date	7.4
Reimbursement received from government agency	7.4
Amount purchased	0.2
Remaining accounts payable to vendors	0.1
Contract for epiwafer technology			$ 0.9
Option in addition to contract for epiwafer technology			$ 0.5
Amounts billed and received on government contracts	0.4
Purchase commitment		$ 2.8
Remaining amount to be paid on the commitment	$ 1.4

Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Thousands								1 Months Ended		2 Months Ended	3 Months Ended	4 Months Ended	9 Months Ended
	Jun. 02, 2022 USD ($) $ / shares shares	Jan. 10, 2022 $ / shares shares	Jan. 05, 2022 shares	Dec. 07, 2021 USD ($) $ / shares shares	Nov. 09, 2021 USD ($) $ / shares shares	Oct. 04, 2021 $ / shares shares	Aug. 13, 2021 USD ($) $ / shares shares	Oct. 31, 2021 USD ($) shares	Apr. 30, 2021 USD ($) shares	Feb. 28, 2022 shares	Dec. 31, 2022 vote shares	Oct. 31, 2022 shares	Dec. 31, 2022 USD ($) vote shares	Dec. 31, 2021 USD ($) shares	Sep. 30, 2022 shares	Mar. 31, 2022 shares	Feb. 10, 2022 $ / shares shares	Nov. 05, 2021 $ / shares shares	Sep. 30, 2021 shares	Mar. 31, 2021 shares	Oct. 31, 2017 USD ($)
Class of Stock [Line Items]
Number of shares sold in private placement offering (in shares)									97,099
Aggregate gross proceeds from closing of offering \| $									$ 500
Term of advertising contract									1 year
Shares withheld to satisfy employee withholding tax obligations (in shares)										97,249		1,620
Common stock, shares authorized (in shares)											750,000,000		750,000,000			750,000,000
Common stock, shares issued (in shares)											56,861,743		56,861,743			53,379,307
Common stock, shares outstanding (in shares)											56,861,743		56,861,743			53,379,307
Preferred stock, shares issued (in shares)											0		0
Preferred stock, shares outstanding (in shares)											0		0
Placement agent fees and closing expenses \| $													$ 280	$ 0
Number of votes, common stock (per share) \| vote											1		1
Exercise price (in usd per share) \| $ / shares		$ 3.30
Issuance of common stock for exercise of warrants (in shares)		82,500	13,028
Common Stock
Class of Stock [Line Items]
Shares withheld to satisfy employee withholding tax obligations (in shares)											52		1,620
Common stock, shares outstanding (in shares)											56,861,743		56,861,743	53,066,922	56,626,340	53,379,307			41,664,020	40,531,996
Private Placement
Class of Stock [Line Items]
Number of shares sold in private placement offering (in shares)				1,673,152	6,600,000		1,000,000
Aggregate gross proceeds from closing of offering \| $				$ 12,900	$ 33,000		$ 5,000
Price per share (in usd per share) \| $ / shares				$ 7.71	$ 5.00		$ 5.00
Placement agent fees and closing expenses \| $				$ 300	$ 800		$ 22
Private Placement \| Warrant
Class of Stock [Line Items]
Number of common stock issuable from warrants (in shares)	666,668			348,649	416,667	650,000	209,000										20,233	958,334
Private Placement \| Common Stock
Class of Stock [Line Items]
Exercise price (in usd per share) \| $ / shares	$ 6.00			$ 9.25	$ 6.00	$ 6.00	$ 6.00										$ 8.48	$ 6.00
Private Placement, Additional Shares Purchased
Class of Stock [Line Items]
Number of shares sold in private placement offering (in shares)	3,199,999
Aggregate gross proceeds from closing of offering \| $	$ 16,000
Price per share (in usd per share) \| $ / shares	$ 5.00
Placement agent fees and closing expenses \| $	$ 300
Preferred Stock
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)											5,000,000		5,000,000
Yaskawa
Class of Stock [Line Items]
Number of shares issued (in shares)						3,120,000
Exercise price (in usd per share) \| $ / shares						$ 6.00
Yaskawa Note
Class of Stock [Line Items]
Unsecured subordinated convertible promissory note \| $								$ 15,600													$ 15,000
Yaskawa Note \| Yaskawa
Class of Stock [Line Items]
Number of shares issued (in shares)								3,120,000

Stockholders' Equity - Reserved common stock (Details)	Dec. 31, 2022 shares
Class of Stock [Line Items]
Common stock reserved for issuance (in shares)	12,416,717
Warrant
Class of Stock [Line Items]
Common stock reserved for issuance (in shares)	3,323,966
Stock options
Class of Stock [Line Items]
Common stock reserved for issuance (in shares)	9,092,751

Stockholders' Equity - Warrants (Details) - $ / shares	9 Months Ended
Stockholders' Equity - Warrants (Details) - $ / shares	Dec. 31, 2022	Jan. 10, 2022
Class of Stock [Line Items]
Number of shares (in shares)	3,323,966
Exercise price (in usd per share)		$ 3.30
August 13, 2024
Class of Stock [Line Items]
Number of shares (in shares)	209,000
Exercise price (in usd per share)	$ 6.00
October 4, 2024
Class of Stock [Line Items]
Number of shares (in shares)	650,000
Exercise price (in usd per share)	$ 6.00
Novmeber 5, 2024
Class of Stock [Line Items]
Number of shares (in shares)	1,416,669
Exercise price (in usd per share)	$ 6.00
November 9, 2024
Class of Stock [Line Items]
Number of shares (in shares)	625,000
Exercise price (in usd per share)	$ 6.00
December 7, 2024
Class of Stock [Line Items]
Number of shares (in shares)	348,649
Exercise price (in usd per share)	$ 9.25
December 10, 2025
Class of Stock [Line Items]
Number of shares (in shares)	20,233
Exercise price (in usd per share)	$ 8.48
December 23. 2025
Class of Stock [Line Items]
Number of shares (in shares)	45,000
Exercise price (in usd per share)	$ 3.30
5 years after an initial public offering of the Company
Class of Stock [Line Items]
Number of shares (in shares)	6,046
Exercise price (in usd per share)	$ 34.74
Expiration period	5 years
5 years after an initial public offering of the Company
Class of Stock [Line Items]
Number of shares (in shares)	3,369
Exercise price (in usd per share)	$ 54.41
Expiration period	5 years

Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions	3 Months Ended			9 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2022	Jan. 01, 2023	Dec. 16, 2022	Apr. 01, 2022	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued under company plans (in shares)	2,929,485	3,045,662	2,506,531	2,929,485				2,879,008	2,957,904	2,543,125
Incremental compensation cost	$ 0.3
RSU
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted (in shares)	75,250	164,440	35,000
Amount approved for grant						$ 0.5
RSU \| Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)					93,895
RSU \| Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting percentage			25.00%
Award vesting period	3 years		1 year
The 2020 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	5,050,000			5,050,000
Percentage of outstanding shares (in percent)	5.00%			5.00%
Additional shares authorized (in shares)							2,668,965
Shares issued under company plans (in shares)	2,929,485			2,929,485
Number of shares available for grant (in shares)	5,144,788			5,144,788
The 2020 Equity Incentive Plan \| RSU
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity awards outstanding under The 2020 Plan (in shares)	1,018,478			1,018,478
The 2020 Equity Incentive Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options authorized (in shares)				2,461,923
Annual increase in shares available for issue (in shares)				5,000,000
Transphorm Technology 2007 Stock Plan and 2015 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	2,588,077			2,588,077

Stock-Based Compensation - Schedule of option activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				9 Months Ended		12 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022	Mar. 31, 2021
Number of Options
Beginning balance, Options outstanding (in shares)	3,045,662		2,506,531		2,879,008	2,543,125	2,543,125
Options granted (in shares)	87,803		473,077		281,712	528,077
Options exercised (in shares)	(154,904)		0		(168,326)	(31,925)
Options canceled (in shares)	(49,076)		(21,704)		(62,909)	(81,373)
Ending balance, Options outstanding (in shares)	2,929,485	3,045,662	2,957,904	2,506,531	2,929,485	2,957,904	2,879,008	2,543,125
Exercisable at period end (in shares)	2,221,319		2,227,540		2,221,319	2,227,540
Weighted Average Exercise Price per Share
Beginning of period (in usd per share)	$ 4.89		$ 4.77		$ 4.88	$ 4.82	$ 4.82
Options granted (in usd per share)	4.77		6.52		5.09	6.31
Options exercised (in usd per share)	4.22		0		4.22	4.21
Options canceled (in usd per share)	5.25		9.32		5.75	7.46
End of period (in usd per share)	4.92	$ 4.89	5.02	$ 4.77	4.92	5.02	$ 4.88	$ 4.82
Exercisable at end of period (in usd per share)	$ 4.62		$ 4.61		$ 4.62	$ 4.61
Weighted Average Remaining Contractual Term (in Years)
Options outstanding, weighted average remaining contractual term (in years)	5 years 9 months 3 days	5 years 9 months 18 days	6 years 1 month 20 days	5 years 8 months 1 day	5 years 9 months 3 days	6 years 1 month 20 days	6 years 7 days	6 years 18 days
Options exercisable, weighted average remaining contractual term (in years)	4 years 8 months 12 days		5 years		4 years 8 months 12 days	5 years
Aggregate Intrinsic Value (in thousands)
Options outstanding, aggregate intrinsic value	$ 2,608	$ 1,783	$ 9,218	$ 590	$ 2,608	$ 9,218	$ 6,747	$ 0
Options exercisable, aggregate intrinsic value	$ 2,342		$ 7,958		$ 2,342	$ 7,958
Intrinsic value (in usd per share)	$ 5.44		$ 8.00		$ 5.44	$ 8.00

Stock-Based Compensation - Fair value assumptions (Details) - Stock options - $ / shares	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average expected life (in years)	5 years 7 months 28 days	5 years 6 months 29 days	5 years 8 months 4 days	5 years 10 months 17 days
Risk-free interest rate, minimum	3.73%		3.12%
Risk-free interest rate, maximum	3.75%		3.75%
Risk-free interest rate		1.32%		1.30%
Expected volatility, minimum (in percent)	45.91%		42.49%
Expected volatility, maximum (in percent)	47.20%		47.20%
Expected volatility (in percent)		42.65%		42.77%
Grant date fair market value (in usd per share)	$ 4.77	$ 6.55		$ 6.34
Grant date fair value (in usd per share)		$ 3.11		$ 2.99
Dividend yield (in percent)	0.00%	0.00%	0.00%	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant date fair market value (in usd per share)			$ 4.77
Grant date fair value (in usd per share)	$ 2.21		2.21
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant date fair market value (in usd per share)			5.24
Grant date fair value (in usd per share)	$ 2.30		$ 3.01

Stock-Based Compensation - Restricted stock (Details) - $ / shares	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Number of Shares
Restricted stock canceled (in shares)	(3,975)	(1,520)	(60,256)	(17,280)
Weighted-Average Grant Date Fair Value Per Share
Restricted stock canceled (in usd per share)	$ 4.04	$ 3.85	$ 3.98	$ 3.97
RSU
Number of Shares
Restricted stock at beginning of period (in shares)	1,027,754	951,637	954,775	935,397
Restricted stock granted (in shares)	75,250	307,640	239,690	342,640
Restricted stock vested (in shares)	(80,551)	(9,750)	(115,731)	(12,750)
Restricted stock at end of period (in shares)	1,018,478	1,248,007	1,018,478	1,248,007
Weighted-Average Grant Date Fair Value Per Share
Restricted stock at beginning of period (in usd per share)	$ 4.96	$ 3.96	$ 4.61	$ 3.96
Restricted stock granted (in usd per share)	4.77	6.60	5.09	6.31
Restricted stock vested (in usd per share)	7.17	3.75	6.31	3.75
Restricted stock at end of period (in usd per share)	$ 4.77	$ 4.61	$ 4.77	$ 4.61

Stock-Based Compensation - Share-based payment arrangement, expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	$ 1,123	$ 848	$ 2,342	$ 1,856
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	88	52	180	118
Research and development expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	410	145	365	383
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	62	88	171	159
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	$ 563	$ 563	$ 1,626	$ 1,196

Stock-Based Compensation - Unrecognized stock-based compensation (Details) - USD ($) $ in Thousands	9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	$ 3,532	$ 4,648
Average Expected Recognition Period (in years)	1 year 4 months 28 days	1 year 10 months 24 days
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options	$ 1,553	$ 1,531
Average Expected Recognition Period (in years)	1 year 2 months 1 day	2 years 2 months 23 days
Restricted stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock	$ 1,979	$ 3,117
Average Expected Recognition Period (in years)	1 year 7 months 2 days	1 year 8 months 26 days

Fair Value Measurements - Changes in level 3 inputs (Details) - Yaskawa Note - Yaskawa - Fair Value, Inputs, Level 3 $ in Thousands	12 Months Ended
	Mar. 31, 2022 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at beginning of period	$ 16,128
Interest expense accrued	77
Decrease in fair value	(605)
Conversion	(15,600)
Fair value at period end	$ 0

Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022	Oct. 04, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Interest expense	$ 184	$ 187	$ 550	$ 611
Changes in fair value of promissory note	0	0	0	(605)
Derivative asset	75		75		$ 0
Derivative liabilities	$ 0		$ 0		$ 0
Yaskawa Note
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Interest expense		$ 3		77
Changes in fair value of promissory note				$ (600)
Yaskawa Note \| Yaskawa
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Principal and unpaid interest of convertible note						$ 15,600
Principal amount of long term loan facility						15,000
Accrued interest on promissory note						$ 600
Number of common stock shares converted per preferred share (in shares)						3,120,000

Derivative Instruments and Hedging Activities (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Mar. 31, 2022
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative, gain (loss) on derivative, net	$ 100
Derivative Not Designated as Hedging Instruments	75
Gross Amounts of Recognized Assets and Liabilities	75
Gross Amounts Offset in the Balance Sheet	0
Net Amounts of Assets and Liabilities Presented in the Balance Sheet	$ 75	$ 0
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets

Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Oct. 04, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Related Party Transactions
Gain on Yaskawa promissory note conversion		$ 421	$ 1,503	$ 1,241	$ 3,502
GaNovation \| Product sale
Related Party Transactions
Revenue from related parties		1,774	251	3,246	405
GaNovation \| Service revenue
Related Party Transactions
Revenue from related parties		67		131
GaNovation \| Inventory purchase
Related Party Transactions
Related party transaction expenses		96	70	345	140
GaNovation \| Cost of goods sold
Related Party Transactions
Related party transaction expenses		1,030	791	2,738	2,306
GaNovation \| Research and development expense
Related Party Transactions
Related party transaction expenses		141	102	330	401
GaNovation \| Consumption tax
Related Party Transactions
Related party transaction expenses		91	55	311	92
GaNovation \| Employee and related benefits
Related Party Transactions
Related party transaction expenses		35	124	124	221
GaNovation \| Gain upon termination of JVA and settlement of its obligation
Related Party Transactions
Gain upon termination of JVA and settlement of its obligation			0		1,455
Yaskawa \| Yaskawa Note
Related Party Transactions
Gain on Yaskawa promissory note conversion	$ 1,200		1,221		1,221
Yaskawa \| Product sale
Related Party Transactions
Revenue from related parties		221	375	991	1,084
Non-controlling stockholder \| Product sale
Related Party Transactions
Revenue from related parties			0		19
Non-controlling stockholder \| License maintenance fee
Related Party Transactions
Related party transaction expenses			0		111
Non-controlling stockholder \| Consulting expense
Related Party Transactions
Related party transaction expenses			0		176
Nexperia \| Product sale
Related Party Transactions
Revenue from related parties		923	504	1,778	1,010
Nexperia \| Service fee income
Related Party Transactions
Revenue from related parties		0		66
Nexperia \| License maintenance fee
Related Party Transactions
Reimbursements in license maintenance fee		13	38	88	113
Nexperia \| License fee income
Related Party Transactions
Revenue from related parties			0		8,479
Nexperia \| Interest expense
Related Party Transactions
Revenue from related parties			$ 184		$ 534
Related party transaction expenses		$ 184		$ 550

Related Party Transactions - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Mar. 31, 2022
Related Party Transactions
Accounts receivable due from related party	$ 2,200	$ 1,200
GaNovation
Related Party Transactions
Accounts receivable due from related party	1,300
Nexperia
Related Party Transactions
Accounts receivable due from related party	900
Due to related parties	200
Accounts payable to related parties		102
Joint Venture
Related Party Transactions
Accounts receivable due from related party		719
Due to related parties	$ 1,200
Accounts payable to related parties		760
Stockholder and noteholder
Related Party Transactions
Accounts receivable due from related party		$ 515

- Definition

Carrying amount as of the balance sheet date of obligations due all related parties.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(k)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(C))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 210
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-03.17)
-URI https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 210
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03.15(3),(4))
-URI https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864

+ Details