0001820721-24-000076 | 10-Q | XBRL Viewer

Temporary equity, ending balance (in shares) at Sep. 30, 2023

$ 38,359

426,000

Temporary equity, ending balance at Sep. 30, 2023

$ 337,929

Stockholders' equity, beginning balance (in shares) at Dec. 31, 2022

150,513,000

Stockholders' equity, beginning balance at Dec. 31, 2022

124,281

$ 150

$ 383,176

$ (267,470)

$ 8,425

Increase (Decrease) in Stockholders' Equity [Roll Forward]

558,000

11,695

$ 1

11,694

(39,868)

117,898

Stockholders' equity, ending balance (in shares) at Sep. 30, 2023

15,289

^[1]

15,289

151,071,000

Stockholders' equity, ending balance at Sep. 30, 2023

$ 229,295

$ 151

355,002

(149,572)

23,714

Temporary equity, beginning balance (in shares) at Jun. 30, 2023

419,000

Temporary equity, beginning balance at Jun. 30, 2023

$ 324,838

Increase (Decrease) in Temporary Equity [Roll Forward]

Preferred cumulative dividends plus accretion (in shares)

7,000

Temporary equity, ending balance (in shares) at Sep. 30, 2023

$ 13,091

426,000

Temporary equity, ending balance at Sep. 30, 2023

$ 337,929

Stockholders' equity, beginning balance (in shares) at Jun. 30, 2023

151,049,000

Stockholders' equity, beginning balance at Jun. 30, 2023

238,400

$ 151

364,710

(172,670)

46,209

Increase (Decrease) in Stockholders' Equity [Roll Forward]

22,000

3,383

(13,091)

23,098

Other comprehensive income

^[1]

(22,495)

(22,495)

Stockholders' equity, ending balance (in shares) at Sep. 30, 2023

151,071,000

Stockholders' equity, ending balance at Sep. 30, 2023

$ 229,295

$ 151

355,002

(149,572)

23,714

Temporary equity, beginning balance (in shares) at Dec. 31, 2023

432,000

Temporary equity, beginning balance at Dec. 31, 2023

$ 351,260

Increase (Decrease) in Temporary Equity [Roll Forward]

Preferred cumulative dividends plus accretion (in shares)

21,000

Temporary equity, ending balance (in shares) at Sep. 30, 2024

$ 41,332

453,000

Temporary equity, ending balance at Sep. 30, 2024

$ 392,592

Stockholders' equity, beginning balance (in shares) at Dec. 31, 2023

151,242,120

151,242,000

Stockholders' equity, beginning balance at Dec. 31, 2023

$ 259,248

$ 151

344,517

(130,230)

44,810

Increase (Decrease) in Stockholders' Equity [Roll Forward]

692,000

Tax withholding related to vesting of equity-based compensation

6,896

(1,734)

(41,332)

(113,491)

Stockholders' equity, ending balance (in shares) at Sep. 30, 2024

$ (45,100)

^[1]

(45,100)

151,934,046

151,934,000

Stockholders' equity, ending balance at Sep. 30, 2024

$ 64,487

$ 151

308,347

(243,721)

(290)

Temporary equity, beginning balance (in shares) at Jun. 30, 2024

446,000

Temporary equity, beginning balance at Jun. 30, 2024

$ 378,512

Increase (Decrease) in Temporary Equity [Roll Forward]

Preferred cumulative dividends plus accretion (in shares)

7,000

Temporary equity, ending balance (in shares) at Sep. 30, 2024

$ 14,080

453,000

Temporary equity, ending balance at Sep. 30, 2024

$ 392,592

Stockholders' equity, beginning balance (in shares) at Jun. 30, 2024

151,875,000

Stockholders' equity, beginning balance at Jun. 30, 2024

199,963

$ 151

320,379

(102,367)

(18,200)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

59,000

Tax withholding related to vesting of equity-based compensation

2,060

(12)

(14,080)

(141,354)

Stockholders' equity, ending balance (in shares) at Sep. 30, 2024

$ 17,910

^[1]

17,910

151,934,046

151,934,000

Stockholders' equity, ending balance at Sep. 30, 2024

$ 64,487

$ 151

$ 308,347

$ (243,721)

$ (290)

[1]	There are no tax effects on foreign currency adjustments.

Segment Reporting

9 Months Ended

Sep. 30, 2024

Segment Reporting [Abstract]

Segment Reporting

ASC 280 Segment Reporting establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Historically, the Company managed its business on the basis of one operating and reportable segment. Concurrent with the acquisition of STI in January 2022, the Company began operating as two segments; Array Legacy Operations and STI Operations.

The following table provides a reconciliation of certain financial information for the Company’s reportable segments to information presented in its condensed consolidated financial statements for the three and nine months ended September 30, 2024 and 2023 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue
Array Legacy Operations	$	160,266	$	244,857	$	459,807	$	895,322
STI Operations	71,140		105,581		180,768		339,614
Total	$	231,406	$	350,438	$	640,575	$	1,234,936

Gross Profit
Array Legacy Operations	$	65,726	$	58,233	$	192,118	$	241,019
STI Operations	12,589		29,146		27,240		90,303
Total	$	78,315	$	87,379	$	219,358	$	331,322

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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Schedule of Carrying Values and Estimated Fair Values of Debt Instruments

Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Earnings Per Share [Abstract]
Net (loss) income	$ (141,354)	$ 23,098	$ (113,491)	$ 117,898
Less: preferred dividends and accretion	14,080	13,091	41,332	38,359
Net (loss) income to common shareholders, basic	(155,434)	10,007	(154,823)	79,539
Net (loss) income to common shareholders, diluted	$ (155,434)	$ 10,007	$ (154,823)	$ 79,539
Basic:
Weighted average shares (in shares)	151,923	151,068	151,691	150,865
(Loss) income per share (in dollars per share)	$ (1.02)	$ 0.07	$ (1.02)	$ 0.52
Diluted:
Effect of restricted stock and performance awards (in shares)	0	1,255	0	1,219
Weighted average shares (in shares)	151,923	152,323	151,691	152,083
Income per share (in dollars per share)	$ (1.02)	$ 0.07	$ (1.02)	$ 0.52

Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

The carrying values and estimated fair values of the Company’s debt financial instruments were as follows (in thousands):


	September 30, 2024				December 31, 2023
	Carrying Value		Fair Value		Carrying Value		Fair Value
Convertible Notes	$	417,049	$	314,500	$	415,632	$	416,500

Segment Reporting - Narrative (Details) - segment	12 Months Ended	33 Months Ended
Segment Reporting - Narrative (Details) - segment	Dec. 31, 2021	Sep. 30, 2024
Segment Reporting [Abstract]
Number of operating segments	1	2
Number of reportable segments	1	2

Commitments and Contingencies

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Legal Proceedings

The Company, in the normal course of business, is subject to claims and litigation. The Company reviews the status of each matter and assesses its potential financial exposure. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company would accrue a liability for the estimated loss.

On May 14, 2021, a putative class action was filed in the U.S. District Court for the Southern District of New York against the Company and certain officers and directors alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule 10b-5, promulgated thereunder, and Sections 11, 12(a)(2) and 15 of the Securities Exchange Act of 1933 (“Plymouth Action”). The complaint alleges misstatements and/or omissions in the Company’s registration statements and prospectuses related to the Company’s October 2020 initial public offering (“IPO”), the Company’s December 2020 offering, and the Company’s March 2021 offering during the putative class period of October 14, 2020 through May 11, 2021. A consolidated amended class action complaint was filed on December 7, 2021, with additional allegations regarding misstatements and/or omissions in: (1) in the Company’s Annual Report on Form 10-K and associated press release announcing results for the fourth quarter and full fiscal year 2020; and (2) in the Company’s November 5, 2020, and March 9, 2021, earnings calls.

On June 30, 2021, a substantially similar second putative class action was filed in the Southern District of New York against the Company and certain officers and directors alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule 10b-5, promulgated thereunder, and Sections 11 and 15 of the Securities Exchange Act of 1933 (“Keippel Action”), which was consolidated with the Plymouth Action.

All Defendants in the Plymouth Action, including the Company, moved to dismiss the consolidated amended complaint. On May 19, 2023, the Court granted the Company’s motion to dismiss and, on July 5, 2023, denied a request from the Plymouth Action plaintiffs for leave to amend the consolidated amended complaint and dismissed the Plymouth Action in its entirety with prejudice.

On August 4, 2023, the lead plaintiffs filed a notice of appeal of the Court’s dismissal of the consolidated amended complaint to the U.S. Court of Appeals for the Second Circuit. After full briefing, the Court of Appeals heard oral argument on June 26, 2024 and the case is pending decision by the Court.

On July 16, 2021, a verified derivative complaint was filed in the Southern District of New York against certain officers and directors of the Company. The complaint alleges: (1) violations of Section 14(a) of the Securities

Exchange Act of 1934 for misleading proxy statements, (2) breach of fiduciary duty, (3) unjust enrichment, (4) abuse of control, (5) gross mismanagement, (6) corporate waste, (7) aiding and abetting breach of fiduciary duty, and (8) contribution under sections 10(b) and 21D of the Securities Exchange Act of 1934. On July 30, 2021, a second verified derivative complaint was filed in the Southern District of New York against certain officers and directors of the Company. The complaint alleges: (1) violations of Section 14(a) of the Securities Exchange Act of 1934 for causing the issuance of a false/misleading proxy statement, (2) breach of fiduciary duty, and (3) aiding and abetting breaches of fiduciary duty.

On August 24, 2021, the Southern District of New York derivative actions were consolidated and the Court appointed co-lead counsel. The consolidated cases remain stayed pending the outcome of the appeal of the Plymouth Action.

On August 3, 2022, a verified derivative complaint was filed in the Court of Chancery of the State of Delaware against certain officers and directors of the Company, asserting claims for: (1) breach of fiduciary duty and (2) unjust enrichment. On August 11, 2022, a second verified derivative complaint was filed against certain officers and directors of the Company Court of Chancery, asserting claims for: (1) breach of fiduciary duty; (2) aiding and abetting breaches of fiduciary duty; (3) waste of corporate assets; (4) unjust enrichment; (5) insider selling; and (6) aiding and abetting insider selling.

On September 2, 2022, the Chancery Court derivative cases were consolidated and the Court appointed co-lead counsel. The consolidated cases have been stayed pending the outcome of the appeal of the Plymouth Action.

At this time the Company believes that the likelihood of any material loss related to these matters is remote given the preliminary stage of the claims and strength of the Company’s defenses. The Company has not recorded any material loss contingency in the condensed consolidated balance sheets as of September 30, 2024.

Commercial Supplier Settlement

During March 2024, the Company reached a settlement with one of its vendors, in which the Company received $4.0 million in the form of a one-time $2.6 million cash payment due immediately, and $1.4 million in credits with the vendor which can be applied by the Company to future orders from the respective vendor. If the Company does not utilize all of the credits by January 2026, it will receive a one-time cash payment from the vendor for the remaining unused credit balance. As of March 31, 2024, the Company recognized $4.0 million in Prepaid and other expenses, net on the condensed consolidated balance sheet and for the three months ended March 31, 2024, a $4.0 million reduction to Cost of revenue on the condensed consolidated statement of operations.

The Company is party to various other legal proceedings, claims, governmental and/or regulatory inspections, inquiries and investigations arising out of the ordinary course of its business. The Company believes that, there are no other proceedings or claims pending against it, the ultimate resolution of which could have a material adverse effect on its financial condition or results of operations. In all cases, at each reporting period, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies (ASC 450). Legal costs are expensed as incurred. It is

possible that future results for any particular quarter or annual period may be materially affected by changes in our assumption or the effectiveness of the Company’s strategies relating to these proceedings.

Contingent Consideration

Tax Receivable Agreement

Concurrent with the Former Parent’s acquisition of Array Technologies Patent Holdings Co., LLC on July 8, 2016, the Company’s operating subsidiary, Array Tech, Inc. (f/k/a Array Technologies, Inc.), entered into a Tax Receivable Agreement (the “TRA”) with the former majority shareholder of Array. The TRA is valued based on the future expected payments under the agreement. The TRA provides for the payment by Array Tech, Inc., to the former owners for certain federal, state, local and non-U.S. tax benefits deemed realized in post-closing taxable periods by Array Tech, Inc., from the use of certain deductions generated by the increase in the tax value of the developed technology. The TRA is accounted for as contingent consideration and subsequent changes in fair value of the contingent liability are recognized in contingent consideration on the condensed consolidated statements of operations. As of September 30, 2024 and December 31, 2023, the fair value of the TRA was $8.7 million and $10.4 million, respectively.

Estimating the amount of payments that may be made under the TRA is by nature imprecise. The significant fair value inputs used to estimate the future expected TRA payments to the former owners include the timing of tax payments, a discount rate, book income projections, timing of expected adjustments to calculate taxable income and the projected rate of use for attributes defined in the TRA.

Payments made under the TRA consider tax positions taken by the Company and are due within 125 days following the filing of the Company’s U.S. federal and state income tax returns under procedures described in the agreement. The current portion of the TRA liability is based on tax returns. The TRA will continue until all tax benefit payments have been made or the Company elects early termination under the terms described in the TRA.

The following table summarizes the activity related to the estimated TRA liability (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Beginning balance	$	8,704	$	9,429	$	10,363	$	8,587
Payments	—		—		(1,427)		(1,200)
Fair value adjustment	(39)		190		(271)		2,232
Ending balance	$	8,665	$	9,619	$	8,665	$	9,619

The TRA liability requires significant judgment and is classified as Level 3 in the fair value hierarchy.

Surety Bonds

As of September 30, 2024, the Company posted surety bonds in the total amount of $198.2 million. The Company is required to provide surety bonds to various parties as required for certain transactions initiated during the ordinary course of business to guarantee the Company’s performance in accordance with contractual or legal obligations. These off-balance sheet arrangements do not adversely impact the Company’s liquidity or capital resources.

Summary of Significant Accounting Policies - Schedule of Corrections, Condensed Consolidated Statements of Cash Flows (unaudited) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Cash Flows [Abstract]
Net (loss) income	$ (141,354)	$ 23,098	$ (113,491)	$ 117,898
Deferred tax expense (benefit)			(7,279)	(2,328)
Change in fair value of derivative assets		0		0
Income tax payable			$ (4,653)	(730)
As Previously Reported
Statement of Cash Flows [Abstract]
Net (loss) income		23,214		114,154
Deferred tax expense (benefit)				284
Change in fair value of derivative assets		(116)		1,140
Income tax payable				(738)
Adjustments \| Immaterial Capped Calls And Stock Corrections
Statement of Cash Flows [Abstract]
Net (loss) income		(116)		3,744
Deferred tax expense (benefit)				(2,612)
Change in fair value of derivative assets		$ 116		(1,140)
Income tax payable				$ 8

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

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Segment Reporting - Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Segment Reporting Information [Line Items]
Revenue	$ 231,406	$ 350,438	$ 640,575	$ 1,234,936
Gross profit	78,315	87,379	219,358	331,322
Array Legacy Operations
Segment Reporting Information [Line Items]
Revenue	160,266	244,857	459,807	895,322
Gross profit	65,726	58,233	192,118	241,019
STI Operations
Segment Reporting Information [Line Items]
Revenue	71,140	105,581	180,768	339,614
Gross profit	$ 12,589	$ 29,146	$ 27,240	$ 90,303

Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.

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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.

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Debt

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Debt

The following table summarizes the Company’s total debt (in thousands):


	September 30, 2024		December 31, 2023
Senior Secured Credit Facility:
Term loan facility	$	234,950	$	238,175
Revolving credit facility	—		—
Total secured credit facility	234,950		238,175

Convertible notes	425,000		425,000
Other debt	33,038		39,889
Total principal	692,988		703,064
Unamortized discount and issuance costs, total	(16,615)		(20,644)
Current portion of debt	(28,055)		(21,472)
Total long-term debt, net of current portion	$	648,318	$	660,948

Senior Secured Credit Facility

On October 14, 2020, the Company entered into a credit agreement (as amended, the “Credit Agreement”) governing the Company’s senior secured credit facility, consisting of (i) a $575 million senior secured 7-year term loan facility (the “Term Loan Facility”) and (ii) a $200 million senior secured 5-year revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Senior Secured Credit Facility”). The Credit Agreement was amended on February 23, 2021 (the “First Amendment”), on February 26, 2021 (the “Second Amendment”) and again on March 2, 2023 (the “Third Amendment”).

Revolving Credit Facility

The Company had no outstanding balance under the Revolving Credit Facility at September 30, 2024 and December 31, 2023. At September 30, 2024 and December 31, 2023 the Company had $16.4 million and $24.8 million, respectively, in standby letters of credit, and $183.6 million and $175.2 million, respectively, available to withdraw. In accordance with the Third Amendment, the Revolving Credit Facility pays interest at the Company’s election, at either (x) for SOFR Loans at Adjusted Term SOFR (as defined in the Credit Agreement) plus 3.25% or (y) for Base Rate Loans at the higher of the Prime Rate, one half of 1.00% above the Federal Funds Rate or the Adjusted Term SOFR for one-month interest period, after giving effect to any floor plus 1.00%, plus 2.25%.

Term Loan Facility

The outstanding balance on the Term Loan Facility was $235.0 million and $238.2 million as of September 30, 2024 and December 31, 2023, respectively. The Term Loan Facility is presented in the accompanying condensed consolidated balance sheets, net of debt discount and issuance costs of $8.7 million and $11.3 million as of September 30, 2024 and December 31, 2023, respectively. In accordance with the Third Amendment, the Term Loan Facility pays interest at the Company’s election, at either (x) for SOFR Loans at Adjusted Term SOFR (subject to a floor of 0.50%) plus 3.25% or (y) for Base Rate Loans at the higher of the Prime Rate, one half of 1.00% above the Federal Funds Rate or the Adjusted Term SOFR for one-month interest period, after giving effect to any floor plus 1.00%, plus 2.25%. The debt discount and issuance costs

are being amortized using the effective interest method and the effective interest rate of the Term Loan Facility as of September 30, 2024, was 10.20%. The Term Loan Facility has an annual excess cash flow calculation, for which the prescribed formula did not result in requiring the Company to make an advance principal payment for the year ended December 31, 2023.

Convertible Notes

On December 3, 2021 and December 9, 2021, the Company completed a $425 million private offering ($375 million and $50 million, respectively), of its 1.00% Convertible Senior Notes due 2028 (the “Convertible Notes”), resulting in proceeds of $413.3 million ($364.7 million and $48.6 million, respectively), after deducting the original issue discount of 2.75%. The Convertible Notes were issued pursuant to an indenture, dated December 3, 2021, between the Company and U.S. Bank National Association, as trustee.

The Convertible Notes are senior unsecured obligations of the Company and will mature on December 1, 2028, unless earlier converted, redeemed, or repurchased. The Convertible Notes bear interest at a rate of 1.00% per year, payable semiannually in arrears on June 1 and December 1 of each year, beginning on June 1, 2022. As of September 30, 2024 and December 31, 2023, the principal balance of the Convertible Notes was $425.0 million with unamortized discount and issuance costs of $8.0 million and $9.4 million, respectively, for a net carrying amount of $417.0 million and $415.6 million, respectively.

The conversion rate for the Convertible Notes was initially 41.9054 shares of the Company’s common stock per $1,000 principal amount of Convertible Notes, which was equivalent to an initial conversion price of approximately $23.86 per share of common stock or 10.1 million shares of common stock. The Convertible Notes were not convertible during the nine months ended September 30, 2024, and none have been converted to date. Also, given that the average market price of the Company’s common stock has not exceeded the exercise price since inception, there was no dilutive impact for the three and nine months ended September 30, 2024.

Capped Calls

In connection with the issuances of the Convertible Notes, the Company paid $52.9 million, in aggregate, to enter into capped call option agreements to reduce the potential dilution to holders of the Company’s common stock after a conversion of the Convertible Notes. Specifically, upon the exercise of the capped call instruments issued pursuant to the agreements (the “Capped Calls”), the Company would receive shares of its common stock equal to approximately 17.8 million shares (a) multiplied by (i) the lower of $36.0200 or the then-current market price of its common stock, less (ii) the applicable exercise price, $23.86, and (b) divided by the then-current market price of its common stock. The results of this formula are that the Company would receive more shares as the market price of its common stock exceeds the exercise price and approaches the cap, which was initially, and remains currently, $36.02 per share.

Consequently, if the Convertible Notes are converted, then the number of shares to be issued by the Company would be effectively partially offset by the shares of common stock received by the Company under the Capped Calls as they are exercised. The formula above would be adjusted in the event of certain specified extraordinary events affecting the Company, including: a merger; a tender offer; nationalization, insolvency or delisting of the Company’s common stock; changes in law; failure to deliver; insolvency filing; stock splits, combinations, dividends, repurchases or similar events; or an announcement of certain of the preceding actions.

The Company can also elect to receive the equivalent value of cash in lieu of shares of common stock upon settlement, except in certain circumstances. The Capped Calls expire on December 1, 2028, and terminate upon the occurrence of certain extraordinary events such as a merger, tender offer, nationalization, insolvency, delisting, event of default, a change in law, failure to deliver, an announcement of certain of these events, or an early conversion of the Convertible Notes. Although intended to reduce the net number of shares of common stock issued after a conversion of the Convertible Notes, the Capped Calls were separately negotiated transactions, are not a part of the terms of the Convertible Notes, and do not affect the rights of the holders of the Convertible Notes. See Note 2 – Summary of Significant Accounting Policies for information regarding the accounting for the Capped Calls.

Other Debt

Other debt consists of the debt obligations of STI (“Other Debt”) and the $33.0 million balance is denominated in Euros. Interest rates on other debt range from 3.63% to 4.53% annually.

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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Schedule of Current Inventory

Redeemable Perpetual Preferred Stock (Details) - USD ($)				3 Months Ended	9 Months Ended
	Jan. 07, 2022	Sep. 27, 2021	Aug. 11, 2021	Jun. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Class of Stock [Line Items]
Temporary equity, shares issued (in shares)					453,674,000		432,759,000
Principal payments on other debt					$ 24,879,000	$ 69,024,000
Percentage of variable weighted average price of temporary equity (as a percent)	95.00%
Put option, commitment fee paid				$ 1,500,000
Series A Redeemable Perpetual Preferred Shares
Class of Stock [Line Items]
Temporary equity, accretion of interest					20,400,000	$ 18,800,000
Initial liquidation preference (in dollars per share)	$ 1,000
Payments of dividends					20,900,000
Dividends payable					$ 53,700,000
Temporary equity, amortization of discount, period	5 years
Series A Redeemable Perpetual Preferred Shares \| Accrued Regular Dividend Rate
Class of Stock [Line Items]
Dividend rate, percentage (as a percent)	6.25%
Series A Redeemable Perpetual Preferred Shares \| Cash Regular Dividend Rate
Class of Stock [Line Items]
Dividend rate, percentage (as a percent)	5.75%
Temporary equity dividend rate spread (as a percent)	2.00%
Percent of the amount of default accrued dividends to be paid (as a percent)	100.00%
Series A Redeemable Perpetual Preferred Shares \| Cash Regular Dividend Rate \| Fifth, Sixth, and Seventh Anniversaries
Class of Stock [Line Items]
Temporary equity dividend rate spread (as a percent)	0.50%
Series A Redeemable Perpetual Preferred Shares \| Cash Regular Dividend Rate \| Eighth, Ninth, and Tenth Anniversaries
Class of Stock [Line Items]
Temporary equity dividend rate spread (as a percent)	1.00%
Securities Purchase Agreement
Class of Stock [Line Items]
Net proceeds from sale of series A perpetual preferred stock			$ 346,000,000.0
Principal payments on other debt		$ 100,000,000.0
Securities Purchase Agreement \| Common Stock
Class of Stock [Line Items]
Stock issued (in shares)			7,098,765
Securities Purchase Agreement \| Series A Redeemable Perpetual Preferred Shares
Class of Stock [Line Items]
Temporary equity, shares issued (in shares)			350,000
Principal payments on other debt		$ 102,000,000.0
Securities Purchase Agreement, Expiry or Termination \| Common Stock \| BCP Helios Aggregator L.P.
Class of Stock [Line Items]
Stock issued (in shares)		776,235
Net proceeds from sale of series A perpetual preferred stock		$ 776
Securities Purchase Agreement, Additional Closings
Class of Stock [Line Items]
Stock issued (in shares)	1,125,000
Net proceeds from sale of series A perpetual preferred stock	$ 49,400,000		$ 148,000,000.0
Issuance of common stock, net (in shares)	50,000
Securities Purchase Agreement, Additional Closings \| Common Stock
Class of Stock [Line Items]
Stock issued (in shares)			3,375,000
Securities Purchase Agreement, Additional Closings \| Series A Redeemable Perpetual Preferred Shares
Class of Stock [Line Items]
Stock issued (in shares)			150,000
Securities Purchase Agreement, Additional Closings, Certain Pricing Adjustments \| Common Stock
Class of Stock [Line Items]
Stock issued (in shares)			6,100,000

Debt (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Debt

The following table summarizes the Company’s total debt (in thousands):


	September 30, 2024		December 31, 2023
Senior Secured Credit Facility:
Term loan facility	$	234,950	$	238,175
Revolving credit facility	—		—
Total secured credit facility	234,950		238,175

Convertible notes	425,000		425,000
Other debt	33,038		39,889
Total principal	692,988		703,064
Unamortized discount and issuance costs, total	(16,615)		(20,644)
Current portion of debt	(28,055)		(21,472)
Total long-term debt, net of current portion	$	648,318	$	660,948

Inventories (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Inventories consisted of the following (in thousands):


	September 30, 2024		December 31, 2023
Raw materials	$	47,389	$	86,614
Finished goods	148,308		75,350
Inventories	$	195,697	$	161,964

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Accounting and Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), pursuant to the rules and regulations of the SEC. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of results for the interim periods reported. The results for the three and nine months ended September 30, 2024, are not necessarily indicative of results to be expected for the year ending December 31, 2024, or any other interim periods, or any future year or period. The balance sheet as of December 31, 2023, included herein was derived from the audited financial statements as of that date. Certain disclosures have been condensed or omitted from the interim financial statements. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 28, 2024. The preparation of these condensed consolidated financial statements and accompanying notes requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates.

Unless expressly stated or the context otherwise requires, the terms “the Company”, “we”, “us”, “our”, “Array”, and “Array Technologies” refer to Array Technologies, Inc. and its consolidated subsidiaries, and the term “condensed consolidated financial statements” refers to the accompanying unaudited condensed consolidated financial statements contained in this Quarterly Report.

Reclassifications

Software Implementation Costs

During the first quarter of 2024, the Company reclassified capitalized software costs recorded as Property, plant and equipment, net to Intangible assets, net on the condensed consolidated balance sheets. The reclassification was recorded retrospectively and resulted in a $4.0 million increase to Intangible assets, net at December 31, 2023, with a corresponding decrease in the same amount to Property, plant and equipment, net.

These reclassifications did not impact the Company’s operating income (loss), net income (loss), earnings (loss) per share, or statements of cash flows for any current or historical periods.

Brazil Value-Added Tax Benefit

Revenue in 2023, excludes a Brazil value-added tax benefit, Imposto sobre Circulação de Mercadorias e Servicos (“ICMS”), that has been reclassified and included in cost of product and service revenue for all periods presented. For the nine months ended September 30, 2023, the Brazil ICMS value-added tax benefit was $19.9 million, which has been included in cost of product and service revenue.

This reclassification had no impact on the Company’s gross profit, income (loss) from operations, net income or income (loss) per common share in the current period. This reclassification also did not impact the condensed consolidated balance sheets or condensed consolidated statements of cash flows.

Divestiture of Investment in Equity Securities

In June 2024, we divested 100% of our equity investment in preferred stock of a private company we purchased in 2021. We received $12.0 million in proceeds for the divestiture in July 2024. No gain or loss resulted from this transaction.

Goodwill and Indefinite-Lived Intangible Assets

Goodwill represents the excess of the consideration transferred over the estimated fair value of assets acquired and liabilities assumed in a business combination. Intangible assets are measured at their respective fair values as of the acquisition date and may be subject to adjustment within the measurement period, which may be up to one year from the acquisition date. The Company does not amortize goodwill but instead tests goodwill for impairment annually, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Such triggering events potentially warranting an annual or interim goodwill impairment assessment include, among other factors, declines in historical or projected revenue, operating income or cash flows, and sustained decreases in the Company’s stock price or market capitalization.

Goodwill is assessed for impairment using either a qualitative assessment or quantitative approach to determine whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount. The qualitative assessment evaluates factors including macroeconomic conditions, industry-specific and company-specific considerations, legal and regulatory environments, and historical performance. If the Company cannot determine if it is more likely than not that the fair value of a reporting unit is greater than its carrying value, a quantitative assessment is performed. The quantitative approach compares the estimated fair value of the reporting unit to its carrying amount, including goodwill. Impairment is indicated if the estimated fair value or the reporting unit is less than the carrying amount of the reporting unit, and an impairment charge is recognized for the differential.

When determining the fair value of a reporting unit using the quantitative approach, we determine the fair value of the reporting unit using an income approach based on discounted cash flows. The fair value determined under the income approach is then compared to guideline publicly-traded companies (“GPC”) market place EBITDA multiples to corroborate the fair value of the reporting unit determined under the income approach.

During the three months ended September 30, 2024, the Company identified certain indicators of impairment, and as a result, performed an interim quantitative goodwill impairment test, which resulted in an impairment of goodwill of $162.0 million. See Note 5 – Goodwill and Other Intangibles for additional information.

The Company has one indefinite-lived intangible asset for a Trade name it acquired as part of a past acquisition. The Company performs an annual impairment test on its Trade name indefinite-lived intangible asset, utilizing a qualitative or quantitative impairment analysis during the fourth quarter of each year. There were no indicators of impairment associated with this Trade name.

Long-Lived Assets

When events, circumstances or operating results indicate that the carrying values of long-lived assets, including our finite lived intangible assets, might not be recoverable through future operations, the Company prepares projections of the undiscounted future cash flows expected to be generated from the underlying asset group and the cash flows resulting from the asset groupings eventual disposition. If the projections indicate that the underlying asset grouping is not expected to be recoverable, the asset group is reduced to its estimated fair value.

During the three months ended September 30, 2024, the Company identified indicators of impairment associated with certain asset groups, and as a result, performed an undiscounted cash flow test, which resulted in no impairment. Refer to Note 5 for further information.

Revenue Recognition

A majority of our revenue is recognized over time as work progresses, and for single performance obligations, we use an input measure, the cost-to-cost method, to determine progress. We review and update the contract related estimates on an ongoing basis and recognize adjustments for any project specific facts and circumstances that could impact the measurement of the extent of progress such as the total costs to complete the contracts, under the cumulative catch-up method. Due to the relatively short duration of our outstanding performance obligations, and our ability to estimate the remaining costs to be incurred, which are substantially all material costs covered under our material supply agreements with our suppliers, we have not recorded any material catch-up adjustments for the periods presented that would have impacted revenues or EPS related to revisions in our measurement of remaining progress of our performance obligations.

Research and Development

The Company incurs research and development costs during its process of researching and developing new products and significant enhancements to existing products. Research and development costs consist primarily of personnel-related costs associated with our team of internal engineers, third-party consultants, materials and overhead. The Company expenses these costs as incurred prior to a respective product being ready for commercial production. Research and development expense was $1.6 million and $2.0 million during the three months ended September 30, 2024 and 2023, respectively, and $5.3 million and $6.4 million during the nine months ended September 30, 2024 and 2023, respectively.

Inflation Reduction Act Vendor Rebates

On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was enacted into law, which includes numerous green energy credits. The 45X Advanced Manufacturing Production Tax Credit (“45X Credit”) was established as part of the IRA. The 45X Credit is a per-unit tax credit that is earned over time for each clean energy component domestically produced and sold by a manufacturer. The Company has, and will continue to enter into, arrangements with manufacturing vendors that produce 45X Credit eligible parts, in which the vendors agree to share a portion of the benefit received related to Array purchases, in the form of “Vendor Rebates.”

The Company accounts for these Vendor Rebates as a reduction of the purchase prices of the vendors’ products and therefore a reduction in the cost of inventory until the inventory is sold, at which time the Company recognizes such rebates as a reduction of cost of product and service revenue on the consolidated statements of operations. As of September 30, 2024, the Company had outstanding Vendor Rebate receivable of $91.6 million, of which $54.3 million was included in Prepaid expenses and other (current) and $37.3 million was included in Other assets (non-current) on the condensed consolidated balance sheets. As of December 31, 2023, the Company had outstanding Vendor Rebate receivable of $48.4 million included in Prepaid expenses and other.

Inflation Reduction Act 45X Credits

The Company accounts for the 45X Advanced Manufacturing Production Credit established by the IRA, under IAS 20, Accounting for Government Grants and Disclosure of Government Assistance, as a reduction to production costs. The reduction to production costs, from the 45X Advanced Manufacturing Tax credit, is excluded from federal and state income taxes. The tax credit is included in Prepaid and other assets on the condensed consolidated balance sheet dated September 30, 2024.

During the second quarter of 2024, the Company concluded that certain parts manufactured by the Company qualify for the 45X Advanced Manufacturing Production Credits.

Foreign Currency Translation

Our foreign subsidiaries have functional currencies that are different than our reporting currency. When translating balances from the functional currency to the reporting currency, assets and liabilities are translated into U.S. dollars at period end exchange rates, retained earnings is translated at historical rates, and income, expenses, and cash flow items are translated at average exchange rates prevailing during the period. Translation adjustments for these subsidiaries are accumulated within accumulated other comprehensive income. In situations when a foreign subsidiary has a local currency that is different than the functional currency, monetary assets and liabilities are translated into the functional currency at the period end exchange rates, and non-monetary assets and the related income statement effects are translated into the functional currency using historical rates. Gains and losses that result from remeasurement from a local currency to the functional currency are included in earnings.

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. The standard will become effective for the Company’s fiscal year ended December 31, 2025, with early adoption permitted. The Company does not expect to early adopt this reporting standard and expects no material impacts upon adoption.

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU will require public entities to disclose significant segment expenses and other segment items and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Public entities with a single reportable segment will also be required to provide the new disclosures and all the disclosures required under ASC 280. The guidance is effective for fiscal years beginning after

December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments in this ASU should be applied retrospectively to all periods presented unless it is impracticable. The Company is assessing the effect on our consolidated financial statement disclosures; however, adoption will not impact our consolidated balance sheets or statements of operations.

In March 2024, the U.S. Securities and Exchange Commission (“SEC”) adopted the final rule under SEC Release No. 33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors. The rule would require registrants to disclose certain climate-related information in registration statements and annual reports. In April 2024, the SEC voluntarily stayed the final rule as a result of pending legal challenges. The disclosure requirements would apply to the Company’s fiscal year beginning January 1, 2025, pending resolution of the stay. The Company is currently evaluating the final rule to determine its impact on the Company’s disclosures.

Immaterial Correction of 2023 Interim Period Condensed Consolidated Financial Statements

Capped Calls

In connection with the pricing of the Convertible Notes, we entered into capped call transactions with the Option Counterparties. At issuance the Company concluded that the Capped Calls met the criteria for equity classification because they are indexed to the Company’s common stock and the Company has discretion to settle the Capped Calls in shares or cash. As a result, the amount paid for the Capped Calls was recorded as a reduction to additional paid-in capital. When the Company entered into the Capped Calls, the Company executed certain side letters (the “Side Letters”) with the counterparties that replaced some of the terms described in the primary contract including the volatility inputs used to value the Capped Calls under certain circumstances. Upon further evaluation of the accounting during the three months ended March 31, 2023, the Company concluded that the modification to the volatility inputs in the side letters precluded the Capped Calls from being accounted for as an equity instrument indexed to its own stock and should be accounted for as a freestanding derivative instrument asset recognized at fair value, with subsequent changes in fair value recognized in earnings. During the three months ended March 31, 2023, the Company began to account for the Capped Calls as derivative assets, with subsequent changes in fair value being recorded through earnings. During the three months ended December 31, 2023, after consultation with the staff of the Office of the Chief Accountant of the SEC, the Company concluded that the original equity classification accounting treatment was acceptable. As a result, the Company reclassified the derivative asset recognized at September 30, 2023, as a reduction to equity and reversed the related mark to market adjustments recognized during the nine months ended September 30, 2023.

Redeemable Perpetual Preferred Stock

At issuance, the Company evaluated the accounting for the instruments issued pursuant to the SPA and determined the Series A Shares and common stock issued in the Initial Closing, as well as the Prepaid Forward Contract, and Put Option are freestanding instruments that are classified in equity. During the first quarter of 2023, the Company reconsidered the provisions of the Put Option and concluded that it should be accounted for as a freestanding derivative instrument asset accounted for at fair value with subsequent fair value adjustments recognized in earnings. During the fourth quarter of 2023, after consultation with the staff of the Office of the Chief Accountant of the SEC, the Company concluded that the original equity accounting classification was correct. As a result, the Company reclassified the derivative asset recognized during the nine months ended September 30, 2023, as a reduction of equity and also reversed the related fair value adjustments.

Management evaluated the above misstatements and concluded they were not material to the nine months ended September 30, 2023, individually or in aggregate.

The following tables reflect the effects of the correction on all affected line items of the Company’s previously reported condensed consolidated financial statements to be presented as comparative in the Form 10-Q for the nine months ended September 30, 2024:

Condensed Consolidated Statements of Operations (unaudited)


	Three Months Ended September 30, 2023						Nine Months Ended September 30, 2023
(in thousands)	As Previously Reported		Adjustments		As Corrected		As Previously Reported		Adjustments		As Corrected
Change in fair value of derivative assets	$	116	$	(116)	$	—	$	(1,140)	$	1,140	$	—
Total other income (expense)	(9,762)		(116)		(9,878)		(30,242)		1,140		(29,102)
Income (loss) before income tax expense	30,443		(116)		30,327		153,662		1,140		154,802
Income tax expense (benefit)	7,229		—		7,229		39,508		(2,604)		36,904
Net income (loss)	23,214		(116)		23,098		114,154		3,744		117,898
Net income (loss) to common shareholders	10,123		(116)		10,007		75,795		3,744		79,539
Income per common share
Basic	$	0.07	$	—	$	0.07	$	0.50	$	0.02	$	0.52
Diluted	$	0.07	$	—	$	0.07	$	0.50	$	0.02	$	0.52

Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited)


	Three Months Ended September 30, 2023						Nine Months Ended September 30, 2023
(in thousands)	As Previously Reported		Adjustments		As Corrected		As Previously Reported		Adjustments		As Corrected
Net income (loss)	$	23,214	$	(116)	$	23,098	$	114,154	$	3,744	$	117,898
Comprehensive income (loss)	$	719	$	(116)	$	603	$	129,443	$	3,744	$	133,187

Condensed Consolidated Statements of Changes in Redeemable Perpetual Preferred Stock and Stockholders’ Equity (unaudited)


	Three Months Ended September 30, 2023
(in thousands)	Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
As Previously Reported
Balance at June 30, 2023	$	417,624	$	(176,530)	$	287,454
Net income	—		23,214		23,214
Balance at September 30, 2023	407,916		(153,316)		278,465
Adjustments
Balance at June 30, 2023	(52,914)		3,860		(49,054)
Net loss	—		(116)		(116)
As Corrected
Balance at June 30, 2023	364,710		(172,670)		238,400
Net income	—		23,098		23,098
Balance at September 30, 2023	$	355,002	$	(149,572)	$	229,295


	Nine Months Ended September 30, 2023
(in thousands)	Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
As Previously Reported
Balance at December 31, 2022	$	383,176	$	(267,470)	$	124,281
Correction of the Capped Call and Put Option errors	52,914		—		52,914
Net income	—		114,154		114,154
Balance at September 30, 2023	407,916		(153,316)		278,465
Adjustments
Correction of the Capped Call and Put Option errors	(52,914)		—		(52,914)
Net income	—		3,744		3,744
As Corrected
Balance at December 31, 2022	383,176		(267,470)		124,281
Correction of the Capped Call and Put Option errors	—		—		—
Net income	—		117,898		117,898
Balance at September 30, 2023	$	355,002	$	(149,572)	$	229,295

Condensed Consolidated Statements of Cash Flows (unaudited)


	Nine Months Ended September 30, 2023
(in thousands)	As Previously Reported		Adjustments		As Corrected
Net income	$	114,154	$	3,744	$	117,898
Deferred tax expense (benefit)	284		(2,612)		(2,328)
Change in fair value of derivative assets	1,140		(1,140)		—
Income tax payable	$	(738)	$	8	$	(730)

Property, Plant and Equipment, Net - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Total	$ 51,595	$ 48,711
Less: accumulated depreciation	(23,966)	(20,818)
Property, plant and equipment, net	27,629	27,893
Land
Property, Plant and Equipment [Line Items]
Total	1,647	1,634
Buildings and land improvements
Property, Plant and Equipment [Line Items]
Total	$ 9,504	9,344
Buildings and land improvements \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	15 years
Buildings and land improvements \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	39 years
Manufacturing equipment
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	7 years
Total	$ 28,099	22,962
Furniture, fixtures and equipment
Property, Plant and Equipment [Line Items]
Total	$ 4,900	4,770
Furniture, fixtures and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	5 years
Furniture, fixtures and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	7 years
Vehicles
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	5 years
Total	$ 625	688
Hardware
Property, Plant and Equipment [Line Items]
Total	$ 3,879	3,114
Hardware \| Minimum
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	3 years
Hardware \| Maximum
Property, Plant and Equipment [Line Items]
Estimated Useful Lives (Years)	5 years
Construction in progress
Property, Plant and Equipment [Line Items]
Total	$ 2,941	$ 6,199

Equity-Based Compensation - Narrative (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Oct. 14, 2020 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity based compensation	$ 2,000	$ 3,400	$ 6,900	$ 11,900
Percentage of base salary			0.50
Percentage of compensation			1
Compensation limit			$ 300
PSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period			3 years
Unrecognized compensation costs	24,900		$ 24,900
Unrecognized compensation costs, period of recognition			2 years 3 months 18 days
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs	$ 24,900		$ 24,900
Unrecognized compensation costs, period of recognition			2 years 2 months 12 days
2020 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Authorized shares (in shares) \| shares					6,683,919

Equity-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award

RSU activity under the 2020 Plan during the nine months ended September 30, 2024, was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding non-vested, December 31, 2023	1,670,509	$	15.44
Shares granted	2,176,206	9.55
Shares vested	(708,036)	15.45
Shares forfeited	(318,594)	14.16
Outstanding non-vested, September 30, 2024	2,820,085	$	11.01

The following assumptions were used in the Monte Carlo simulation for computing the grant date fair value of the PSUs issued during the nine months ended September 30, 2024 and 2023:


	2024		2023
Volatility	79	%	90	%
Risk-free interest rate	4.62	%	3.74	%
Dividend yield	—	%	—	%

PSU activity under the 2020 Plan during the nine months ended September 30, 2024, was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding non-vested, December 31, 2023	692,473	$	14.54
Shares granted	586,316	11.74
Shares vested	—	—
Shares forfeited	(264,184)	15.35
Outstanding non-vested, September 30, 2024	1,014,605	$	12.60

Inventories - Schedule of Current Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 47,389	$ 86,614
Finished goods	148,308	75,350
Inventories	$ 195,697	$ 161,964

Property, Plant and Equipment, Net (Tables)

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment, Net

Property, plant and equipment consisted of the following (in thousands, except useful lives):


	Estimated Useful Lives (Years)	September 30, 2024		December 31, 2023
Land	N/A	$	1,647	$	1,634
Buildings and land improvements	15-39	9,504		9,344
Manufacturing equipment	7	28,099		22,962
Furniture, fixtures and equipment	5-7	4,900		4,770
Vehicles	5	625		688
Hardware	3-5	3,879		3,114
Construction in progress	N/A	2,941		6,199
Total		51,595		48,711
Less: accumulated depreciation		(23,966)		(20,818)
Property, plant and equipment, net		$	27,629	$	27,893

Goodwill and Other Intangible Assets, Net

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets, Net

Goodwill

Changes in the carrying amount of goodwill by operating segment during the nine months ended September 30, 2024, consisted of the following (in thousands):


	Array Legacy Operations		STI Operations		Total
Beginning balance	$	69,727	$	365,864	$	435,591
Foreign currency translation	—		(22,718)		(22,718)
Impairment charge	—		(162,000)		(162,000)
Ending balance (1)	$	69,727	$	181,146	$	250,873

(1) Goodwill attributable to Array Legacy Operations is net of cumulative impairments of $51.9 million.

During the three months ended September 30, 2024, the Company experienced a sustained decline in its stock price, which hit a 52-week low during the quarter, resulting in a decrease in market capitalization. In addition, the Company updated its long-term projections for the Company’s reporting units and further evaluated the execution risk associated with the Company’s projections. As a result, the Company identified indicators of impairment related to the Company’s reporting units. Management, with the assistance of a third-party valuation specialist, performed an interim quantitative goodwill impairment test of the Array Legacy Operations and STI Operations reporting unit as of September 30, 2024.

The fair value of the Array Legacy Operations and STI Operations reporting unit were determined using the income approach and then compared to the Guideline publicly traded companies (“GPC”) marketplace EBITDA multiples to corroborate the fair value of the reporting unit. As a result of these tests, the Company recorded an impairment of goodwill of $162.0 million related to STI Operations based on an estimated fair value of the STI Operations reporting unit of $455.9 million. Subsequent to recording the impairment of goodwill, the Company reconciled the overall market capitalization of the Company, within a reasonable range, to the sum of the estimated fair values of both of the Company’s reporting units. The estimated fair value of the Array Legacy Operations reporting unit was significantly higher than the carrying balance of the reporting unit.

The significant assumptions used in determining the fair value of the STI Operations reporting unit primarily relate to the revenue growth rate, the forecasted EBITDA margin, and the selected discount rate used in the discounted cash flow model under the income approach. Under the GPC method, the selection of EBITDA multiple to be used requires significant judgement. To the extent that the discount rate used in determining the present value of our cash flows increases, if we do not meet the cash flow projections for the reporting unit, or GPC multiples in the future decrease, additional impairment charges may be recorded in the future. In addition, a further decrease in the Company’s common stock share price and market capitalization could be an indication that there has been a further decrease in the fair value of the Company’s reporting units.

Long Lived Assets

As discussed above, there were indicators of impairment that required an interim impairment test for the Legacy Array and STI Operations reporting units. Management considered these events to be a triggering event requiring the long-lived assets associated with the STI Operations reporting unit be tested for impairment (which includes the amortizable intangible assets) as of September 30, 2024. Because the sum of future undiscounted cash flows for the underlying asset groups indicated that the carrying amount of the asset groups were recoverable, no impairment charge was recorded. The difference between the undiscounted cash flows of the Company’s reporting groups and carrying balance of its reporting groups was significant as of September 30, 2024.

As of September 30, 2024, no events or circumstances were noted that would indicate the carrying amount of any of Legacy Array’s asset groups may not be recoverable.

Other Intangible Assets, Net

Other intangible assets consisted of the following (in thousands, except useful lives):


	Estimated Useful Lives (Years)	September 30, 2024		December 31, 2023
Amortizable:
Developed technology	14	$	203,800	$	203,800
Computer software	3	1,245		5,267
Customer relationships	10	320,489		336,134
Backlog	1	50,605		54,438
Trade name	20	26,000		27,061
Total amortizable intangibles		602,139		626,700
Accumulated amortization:
Developed technology		119,822		108,905
Computer software		522		1,274
Customer relationships		136,354		115,444
Backlog		50,605		54,322
Trade name		3,537		2,666
Total accumulated amortization		310,840		282,611
Total amortizable intangibles, net		291,299		344,089

Non-amortizable:
Trade name		10,300		10,300

Total other intangible assets, net		$	301,599	$	354,389

Amortization expense related to intangible assets was $11.9 million and $12.8 million for the three months ended September 30, 2024 and 2023, respectively, of which $3.6 million was included in amortization of developed technology, a component of cost of revenue, in both periods and $8.3 million and $9.2 million, respectively, was included in depreciation and amortization, on the accompanying condensed consolidated statements of operations.

Amortization expense related to intangible assets was $36.6 million and $39.3 million for the nine months ended September 30, 2024 and 2023, respectively, of which $10.9 million was included in amortization of developed technology, a component of cost of revenue, in both periods and $25.7 million and $28.4 million, respectively, was included in depreciation and amortization, on the accompanying condensed consolidated statements of operations.

Estimated future amortization expense of intangible assets as of September 30, 2024, is as follows (in thousands):


	Amount
Remainder of 2024	$	11,987
2025	47,946
2026	43,635
2027	39,041
2028	39,041
Thereafter	109,649
	$	291,299

Revenue (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The following table presents the Company’s disaggregated revenues (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Over-time revenue	$	174,128	$	321,154	$	508,062	$	1,120,526
Point in time revenue	57,278		29,284		132,513		114,410
Total revenue	$	231,406	$	350,438	$	640,575	$	1,234,936

Contract assets consisting of unbilled receivables are recorded within accounts receivable, net on the condensed consolidated balance sheets on a contract-by-contract basis at the end of the reporting period and consisted of the following (in thousands):


	September 30, 2024		December 31, 2023
Unbilled receivables	$	77,492	$	102,603

Contract liabilities are recorded on a contract-by-contract basis and consisted of the following at the end of each reporting period (in thousands):


	September 30, 2024		December 31, 2023
Deferred revenue	$	112,618	$	66,488

Goodwill and Other Intangible Assets, Net - Schedule of Other Intangible Assets, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, gross	$ 602,139	$ 626,700
Finite-lived intangible assets, accumulated amortization	310,840	282,611
Total amortizable intangibles, net	291,299	344,089
Total other intangible assets, net	301,599	354,389
Trade name
Finite-Lived Intangible Assets [Line Items]
Trade name	$ 10,300	10,300
Developed technology
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Lives (Years)	14 years
Finite-lived intangible assets, gross	$ 203,800	203,800
Finite-lived intangible assets, accumulated amortization	$ 119,822	108,905
Computer software
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Lives (Years)	3 years
Finite-lived intangible assets, gross	$ 1,245	5,267
Finite-lived intangible assets, accumulated amortization	$ 522	1,274
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Lives (Years)	10 years
Finite-lived intangible assets, gross	$ 320,489	336,134
Finite-lived intangible assets, accumulated amortization	$ 136,354	115,444
Backlog
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Lives (Years)	1 year
Finite-lived intangible assets, gross	$ 50,605	54,438
Finite-lived intangible assets, accumulated amortization	$ 50,605	54,322
Trade name
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Lives (Years)	20 years
Finite-lived intangible assets, gross	$ 26,000	27,061
Finite-lived intangible assets, accumulated amortization	$ 3,537	$ 2,666

Fair Value of Financial Instruments - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - Convertible notes - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Carrying Value	$ 417,049	$ 415,632
Fair Value	$ 314,500	$ 416,500

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

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events In May 2024, Array Technologies, Inc. (“Array”, Lessee) entered into a triple net lease (“NNN term lease”) with GDC Sunshine, LLC (“GDC”, Lessor) for 13 ½ years (162 months) for a new manufacturing and office facility located in Bernalillo County, New Mexico. Among other things, Array would be responsible for the payment of personal property taxes, if any, and all real property taxes related to the facility and real property that is subject to the NNN term lease. The NNN term lease was contingent upon the closing of the Lessor’s successful financing to construct the facility. On October 16, 2024, the Lessor closed the financing and consequently the lease agreement became effective. The Lessee has an option to renew the lease for an additional ten years. The new facility that is mixed use and built for general purposes will be approximately 216,000 square feet when constructed, and the NNN term lease commences upon the earliest occurrence of several events, including the Lessor’s completion of the construction of the building, which is currently expected to occur in the fourth quarter of 2025. Under the construction agreement with GDC, Array also contributed approximately $11.2 million to the construction costs for the facility during October 2024. In connection with this NNN term lease and the Company’s planned acquisition of machinery and equipment related to the new facility, GDC and the Company entered into a series of transactions with Bernalillo County (the “County”) related to a tax abatement plan. These transactions had no net impact to the consolidated financial statements of the Company. The tax abatement plan provides for the effective elimination of 75% of the real property taxes and 100% of the personal property taxes payable to the County by the Company and GDC during the term of the NNN term lease, and the abatement of 100% of the sales and use taxes that would be incurred by the Company and GDC related to the purchase and use of machinery and equipment.

Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, net of allowance	$ 6,614	$ 3,824
Temporary equity, par value (in dollars per share)	$ 0.001	$ 0.001
Temporary equity, shares authorized (in shares)	500,000,000	500,000,000
Temporary equity, shares issued (in shares)	453,674,000	432,759,000
Temporary equity, liquidation preference	$ 493,100	$ 493,100
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	4,500,000	4,500,000
Preferred Stock, shares issued (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	151,934,046	151,242,120

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Debt	$ 692,988	$ 703,064
Unamortized discount and issuance costs, total	(16,615)	(20,644)
Current portion of debt	(28,055)	(21,472)
Total long-term debt, net of current portion	648,318	660,948
Senior Secured Credit Facility
Debt Instrument [Line Items]
Debt	234,950	238,175
Term loan facility \| Senior Secured Credit Facility
Debt Instrument [Line Items]
Debt	234,950	238,175
Revolving credit facility \| Senior Secured Credit Facility
Debt Instrument [Line Items]
Debt	0	0
Convertible notes
Debt Instrument [Line Items]
Debt	425,000	425,000
Other debt
Debt Instrument [Line Items]
Debt	$ 33,038	$ 39,889

Condensed Consolidated Statements of Operations (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenue	$ 231,406	$ 350,438	$ 640,575	$ 1,234,936
Cost of revenue
Cost of product and service revenue	149,452	259,419	410,299	892,696
Amortization of developed technology	3,639	3,640	10,918	10,918
Total cost of revenue	153,091	263,059	421,217	903,614
Gross profit	78,315	87,379	219,358	331,322
Operating expenses
General and administrative	40,149	37,432	114,904	115,825
Change in fair value of contingent consideration	(39)	190	(271)	2,232
Depreciation and amortization	8,880	9,552	27,384	29,361
Goodwill impairment	162,000	0	162,000	0
Total operating expenses	210,990	47,174	304,017	147,418
(Loss) income from operations	(132,675)	40,205	(84,659)	183,904
Other expense, net
Other loss, net	(682)	(446)	(1,662)	(127)
Interest income	4,223	3,425	12,685	6,124
Foreign currency (loss) gain, net	(106)	207	(1,073)	273
Interest expense	(8,264)	(13,064)	(25,818)	(35,372)
Total other expense, net	(4,829)	(9,878)	(15,868)	(29,102)
(Loss) income before income tax expense	(137,504)	30,327	(100,527)	154,802
Income tax expense	3,850	7,229	12,964	36,904
Net (loss) income	(141,354)	23,098	(113,491)	117,898
Preferred dividends and accretion	14,080	13,091	41,332	38,359
Net (loss) income to common shareholders, basic	(155,434)	10,007	(154,823)	79,539
Net (loss) income to common shareholders, diluted	$ (155,434)	$ 10,007	$ (154,823)	$ 79,539
(Loss) income per common share
Basic (in dollars per share)	$ (1.02)	$ 0.07	$ (1.02)	$ 0.52
Diluted (in dollars per share)	$ (1.02)	$ 0.07	$ (1.02)	$ 0.52
Weighted average number of common shares outstanding
Basic (in shares)	151,923	151,068	151,691	150,865
Diluted (in shares)	151,923	152,323	151,691	152,083

Goodwill and Other Intangible Assets, Net - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Finite-Lived Intangible Assets [Line Items]
Goodwill impairment	$ 162,000	$ 0	$ 162,000	$ 0
Amortization expense related to intangible assets	11,900	12,800	36,600	39,300
Amortization of developed technology	3,639	3,640	10,918	10,918
Depreciation and amortization	8,880	9,552	27,384	29,361
GDC
Finite-Lived Intangible Assets [Line Items]
Goodwill impairment	455,900
STI Operations
Finite-Lived Intangible Assets [Line Items]
Goodwill impairment	162,000		162,000
STI Operations \| GDC
Finite-Lived Intangible Assets [Line Items]
Goodwill impairment	162,000
Developed technology
Finite-Lived Intangible Assets [Line Items]
Amortization of developed technology	3,600	3,600	10,900	10,900
Depreciation and amortization	$ 8,300	$ 9,200	$ 25,700	$ 28,400

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

Schedule of Income (Loss) Per Share, Basic and Diluted

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

The following table sets forth the computation of basic and diluted (loss) income per share (in thousands, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net (loss) income	$	(141,354)	$	23,098	$	(113,491)	$	117,898
Less: preferred dividends and accretion	14,080		13,091		41,332		38,359
Net (loss) income to common shareholders	$	(155,434)	$	10,007	$	(154,823)	$	79,539
Basic:
Weighted average shares	151,923		151,068		151,691		150,865
(Loss) income per share	$	(1.02)	$	0.07	$	(1.02)	$	0.52
Diluted:
Effect of restricted stock and performance awards	—		1,255		—		1,219
Weighted average shares	151,923		152,323		151,691		152,083
Income per share	$	(1.02)	$	0.07	$	(1.02)	$	0.52

Equity-Based Compensation - Schedule of Assumptions (Details) - PSUs	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Volatility	79.00%	90.00%
Risk-free interest rate	4.62%	3.74%
Dividend yield	0.00%	0.00%

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
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Summary of Significant Accounting Policies - Narrative (Details)	1 Months Ended	3 Months Ended		9 Months Ended
	Jul. 31, 2024 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Reclassification [Line Items]
Decrease in property, plant and equipment, net		$ 27,629,000		$ 27,629,000		$ 27,893,000
Increase (decrease) to intangible assets		301,599,000		301,599,000		354,389,000
Cost of product and service revenue		$ (153,091,000)	$ (263,059,000)	$ (421,217,000)	$ (903,614,000)
Divested, percentage		1		1
Sale of equity investment	$ 12,000,000			$ 11,975,000	0
Gain (Loss) from equity investment				0
Goodwill impairment		$ 162,000,000	0	162,000,000	0
Research and development expense		1,600,000	$ 2,000,000.0	5,300,000	6,400,000
Vendor rebates, outstanding		91,600,000		91,600,000
Vendor rebates, outstanding, current		54,300,000		54,300,000		48,400,000
Vendor rebates, outstanding, non-current		37,300,000		37,300,000
GDC
Reclassification [Line Items]
Goodwill impairment		455,900,000
STI Operations
Reclassification [Line Items]
Goodwill impairment		162,000,000		$ 162,000,000
STI Operations \| GDC
Reclassification [Line Items]
Goodwill impairment		$ 162,000,000.0
Adjustments
Reclassification [Line Items]
Decrease in property, plant and equipment, net						(4,000,000)
Increase (decrease) to intangible assets						$ 4,000,000
Cost of product and service revenue					19,900,000
Adjustments \| Brazilian Imposto sobre Circulação de Mercadorias e Serviços
Reclassification [Line Items]
Tax credit, benefit					$ 19,900,000

Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income tax expense	$ 3,850,000	$ 7,229,000	$ 12,964,000	$ 36,904,000
Tax expense (benefit) related to equity-based compensation			500,000	(1,200,000)
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Amount			0
Unrecognized Tax Benefits	$ 0	$ 0	$ 0	$ 0

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Share-Based Payment Arrangement [Abstract]

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2024	Nov. 04, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-39613
Entity Registrant Name	ARRAY TECHNOLOGIES, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-2747826
Entity Address, Address Line One	3901 Midway Place NE
Entity Address, City or Town	Albuquerque
Entity Address, State or Province	NM
Entity Address, Postal Zip Code	87109
City Area Code	(505)
Local Phone Number	881-7567
Title of 12(b) Security	Common stock, $0.001 par value
Trading Symbol	ARRY
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock Shares Outstanding		151,942,981
Entity Central Index Key	0001820721
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

Equity-Based Compensation

9 Months Ended

Sep. 30, 2024

Equity-Based Compensation

2020 Equity Incentive Plan

On October 14, 2020, the Company’s 2020 Equity Incentive Plan (the “2020 Plan”) became effective. The 2020 Plan authorized 6,683,919 new shares, subject to adjustments pursuant to the 2020 Plan.

Restricted Stock Units

Pursuant to the 2020 Plan, the Company grants restricted stock units (“RSUs”) to employees and members of the Company’s board of directors. The fair value of the RSUs is determined using the market value of the Company’s common stock on the grant date.

RSU activity under the 2020 Plan during the nine months ended September 30, 2024, was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding non-vested, December 31, 2023	1,670,509	$	15.44
Shares granted	2,176,206	9.55
Shares vested	(708,036)	15.45
Shares forfeited	(318,594)	14.16
Outstanding non-vested, September 30, 2024	2,820,085	$	11.01

Performance Stock Units

The Company has granted performance stock units (“PSUs”) to certain employees. The PSUs cliff vest after three years and upon meeting certain revenue and adjusted EPS targets. The PSUs also contain a modifier based on the total stock return (“TSR”) compared to a certain index which modifies the number of PSUs that vest. The PSUs were valued using a Monte-Carlo simulation method on the date of grant based on the U.S. Treasury Constant Maturity rates. The following assumptions were used in the Monte Carlo simulation for computing the grant date fair value of the PSUs issued during the nine months ended September 30, 2024 and 2023:


	2024		2023
Volatility	79	%	90	%
Risk-free interest rate	4.62	%	3.74	%
Dividend yield	—	%	—	%

PSU activity under the 2020 Plan during the nine months ended September 30, 2024, was as follows:


	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding non-vested, December 31, 2023	692,473	$	14.54
Shares granted	586,316	11.74
Shares vested	—	—
Shares forfeited	(264,184)	15.35
Outstanding non-vested, September 30, 2024	1,014,605	$	12.60

For three months ended September 30, 2024 and 2023, the Company recognized $2.0 million and $3.4 million, respectively, in equity-based compensation costs. For nine months ended September 30, 2024 and 2023, the Company recognized $6.9 million and $11.9 million, respectively, in equity-based compensation costs. At September 30, 2024, the Company had $24.9 million of unrecognized compensation costs related to RSUs and PSUs, which are expected to be recognized over 2.2 years and 2.3 years, respectively.

Deferred Compensation Plan

On May 21, 2024, the Human Capital Committee (the “Committee”) of the Board of Directors (the “Board”) of Array Technologies, Inc. adopted the Array Tech, Inc. Deferred Compensation Plan (the “Plan”). The Plan is a non-qualified deferred compensation plan intended to comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). Participation in the Plan is voluntary and is currently available to U.S. employees of the Company and its subsidiaries at the level of Vice President and above.

The Plan allows participants to defer up to 50% of their base salary and/or up to 100% of their cash incentive compensation. There is no maximum dollar limit on the amount that may be deferred by a participant in any year.

In addition, the Company will make a matching contribution to the Plan in respect of cash compensation that could not be recognized under the Company’s 401(k) plan due to the Code Section 401(a)(17) compensation limit ($0.3 million for 2024). The Plan matching contribution will be equal to the matching contribution for the Company’s 401(k) plan for the applicable year. Under the terms of the Plan, the Company may also provide discretionary contributions to participants annually as determined by the Committee. The participants are 100%

vested in the amount they defer, and any Company contributions will vest fully on the second anniversary of the date on which the Company contribution was made.

Compensation deferred pursuant to the Plan, along with any Company contributions to the Plan, may be invested by participants in various investment fund vehicles, which mirror the investment fund vehicles offered to participants as part of the Company’s 401(k) plan.

Compensation deferred pursuant to the Plan will be distributed in accordance with elections made by the participant. Participants may elect to receive distributions upon a separation from service or a specified date in the form of a lump sum payment or annual installment payments for up to ten years, for distributions following a separation from service, or five years, for distributions upon a specified date. Compensation deferred pursuant to the Plan may also be distributed in the form of a lump sum benefit in the event of the participant’s death, disability, or unforeseeable emergency that results in “severe financial hardship,” as contemplated by Section 409A of the Code.

The Plan does not require the Company to establish any trust, escrow account, or other mechanism to hold the participant deferrals and Company contributions. The obligations of the Company under the Plan are general unsecured obligations.

The Company may amend the Plan at any time, except that no such amendment or termination may adversely affect a participant’s right with respect to the amount of the participant’s accounts as of the date of such amendment or termination. The Company may terminate the Plan at any time, in accordance with the requirements of Section 409A of the Code, and pay the participants their vested amounts in a single lump sum or on a schedule determined by the Committee.

Revenue

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue

The Company disaggregates its revenue from contracts with customers by sales recorded over time and sales recorded at a point in time. The following table presents the Company’s disaggregated revenues (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Over-time revenue	$	174,128	$	321,154	$	508,062	$	1,120,526
Point in time revenue	57,278		29,284		132,513		114,410
Total revenue	$	231,406	$	350,438	$	640,575	$	1,234,936

Contract Balances

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (“contract assets”), and deferred revenue (“contract liabilities”) on the condensed consolidated balance sheets. The majority of the Company’s contract amounts are billed as work progresses, in accordance with agreed-upon contractual terms, which generally coincide with the shipment of one or more phases of the project. For certain customer contracts, billing can occur in advance of shipment, resulting in contract liabilities. Billing sometimes occurs subsequent to revenue recognition, resulting in contract assets. The changes in contract assets and the corresponding amounts recorded in revenue relate to fluctuations in the timing and volume of billings.


	September 30, 2024		December 31, 2023
Unbilled receivables	$	77,492	$	102,603

The Company also receives advances or deposits from its customers, before revenue is recognized, resulting in contract liabilities recorded within Deferred revenue. The changes in contract liabilities relate to advanced orders and payments received by the Company.

Contract liabilities are recorded on a contract-by-contract basis and consisted of the following at the end of each reporting period (in thousands):


	September 30, 2024		December 31, 2023
Deferred revenue	$	112,618	$	66,488

During the nine months ended September 30, 2024, the Company converted $37.6 million in deferred revenue to revenue, which represented 56.7% of the prior year’s deferred revenue balance. Included in deferred revenue as of December 31, 2023 are cash advances for signed contracts that begin several months subsequent to receiving the advance. In addition, deferred revenue includes paid extended warranty, that can be recognized upon expiration of the warranty.

Bill-and-Hold Arrangements

Revenue recognized for the Company’s federal investment tax credit (“ITC”) contracts and standalone system component sales is recorded at a point in time and recognized when obligations under the terms of the contract with the Company’s customer are satisfied. Generally, this occurs with the transfer of control of the asset, which is typically upon delivery to the customer in line with shipping terms.

In certain situations, the Company recognizes revenue under a bill-and-hold arrangement with its customers. An example of such a situation is when customers purchase material prior to the start of construction of a solar project in order to meet the Five Percent Safe Harbor test to qualify for the ITC. Because the customers lack sufficient storage capacity to accept a large amount of material prior to the start of construction, they request that the Company keep the product in its custody. All bill-and-hold inventory is bundled or palletized in the Company’s warehouses, separately identified as not belonging to the Company and ready for immediate transport to the customer project upon request. Additionally, title and risk of loss has passed to the customer and the Company does not have the ability to use the product or direct it to another customer.

During the three and nine months ended September 30, 2024, the Company recognized zero and $1.9 million, respectively, in revenue from one customer for the sale of goods and services under bill-and-hold arrangements. During the three and nine months ended September 30, 2023, the Company recognized zero and $22.8 million, respectively, in revenue from one customer for the sale of goods and services under bill-and-hold arrangements.

Remaining Performance Obligations

As of September 30, 2024, the Company had $466.9 million of remaining performance obligations. The Company expects to recognize revenue on 94% of these performance obligations in the next twelve months.

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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net (loss) income	$ (141,354)	$ 23,098	$ (113,491)	$ 117,898

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

Schedule of Segment Reporting Information, by Segment

Earnings Per Share - Narrative (Details) - shares	3 Months Ended	9 Months Ended
Earnings Per Share - Narrative (Details) - shares	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Equity compensation anti-dilutive securities (in shares)		3,834,690	34,634
Convertible notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Equity compensation anti-dilutive securities (in shares)	0	0	0

Subsequent Events (Details) ft² in Thousands, $ in Millions	Oct. 16, 2024 USD ($) ft²	May 31, 2024
Subsequent Event [Line Items]
Term of contract		162 months
Subsequent event
Subsequent Event [Line Items]
Lease renewal period	10 years
Leased property area \| ft²	216
Construction cost \| $	$ 11.2
Effective elimination interest rate	0.75
Tax payable, interest rate	1
Sales, interest rate	1

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Operating activities
Net (loss) income	$ (113,491)	$ 117,898
Adjustments to net income:
Goodwill impairment	162,000	0
Provision for bad debts	3,415	(117)
Deferred tax benefit	(7,279)	(2,328)
Depreciation and amortization	29,015	30,318
Amortization of developed technology	10,918	10,918
Amortization of debt discount and issuance costs	4,652	9,123
Equity-based compensation	6,851	11,695
Change in fair value of contingent consideration	(271)	2,232
Warranty provision	36	451
Write-down of inventories	2,481	4,587
Changes in operating assets and liabilities, net of business acquisition:
Accounts receivable	41,865	(6,364)
Inventories	(29,964)	12,554
Income tax receivables	(4,145)	3,165
Prepaid expenses and other	(45,203)	(2,140)
Accounts payable	33,705	14,443
Accrued expenses and other	(34,928)	18,484
Income tax payable	(4,653)	(730)
Lease liabilities	(5,730)	(8,050)
Deferred revenue	47,120	(78,165)
Net cash provided by operating activities	96,394	137,974
Investing activities
Purchase of property, plant and equipment	(5,604)	(11,615)
Retirement/disposal of property, plant and equipment	38	0
Sale of equity investment	11,975	0
Net cash provided by (used in) investing activities	6,409	(11,615)
Financing activities
Series A equity issuance costs	0	(1,509)
Tax withholding related to vesting of equity-based compensation	(1,734)	0
Proceeds from issuance of other debt	19,024	60,516
Principal payments on other debt	(24,879)	(69,024)
Principal payments on term loan facility	(3,225)	(73,225)
Contingent consideration payments	(1,427)	(1,200)
Net cash used in financing activities	(12,241)	(84,442)
Effect of exchange rate changes on cash and cash equivalent balances	(7,270)	(1,808)
Net change in cash and cash equivalents	83,292	40,109
Cash and cash equivalents, beginning of period	249,080	133,901
Cash and cash equivalents, end of period	332,372	174,010
Supplemental cash flow information
Cash paid for interest	29,666	36,136
Cash paid for income taxes (net of refunds)	25,220	36,797
Non-cash investing and financing activities
Dividends accrued on Series A Preferred	$ 20,914	$ 19,567

Goodwill and Other Intangible Assets, Net - Schedule of Future Annual Amortization Expense of Amortizable Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2024	$ 11,987
2025	47,946
2026	43,635
2027	39,041
2028	39,041
Thereafter	109,649
Total amortizable intangibles, net	$ 291,299	$ 344,089

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Mar. 31, 2024	Sep. 30, 2024	Jun. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023	Dec. 31, 2022
Surety Bond
Business Acquisition, Contingent Consideration [Line Items]
Contractual obligation		$ 198,200
Array \| Tax Receivable Agreement
Business Acquisition, Contingent Consideration [Line Items]
Contingent consideration		$ 8,665	$ 8,704	$ 10,363	$ 9,619	$ 9,429	$ 8,587
Tax receivable agreement, payment term		125 days
Commercial Supplier Settlement
Business Acquisition, Contingent Consideration [Line Items]
Litigation settlement, amount awarded from other party	$ 4,000
Litigation settlement, amount awarded from other party, one-time cash payment	2,600
Litigation settlement, amount awarded from other party, vendor credit	1,400
Cost of revenue \| Commercial Supplier Settlement
Business Acquisition, Contingent Consideration [Line Items]
Litigation settlement, amount awarded from other party	$ 4,000

Property, Plant and Equipment, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1.3	$ 0.7	$ 3.3	$ 1.9
Depreciation allocated to cost of revenue	0.7	0.4	1.6	1.0
Depreciation included in depreciation and amortization	$ 0.6	$ 0.3	$ 1.7	$ 0.9

Segment Reporting (Tables)

9 Months Ended

Sep. 30, 2024

Segment Reporting [Abstract]


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue
Array Legacy Operations	$	160,266	$	244,857	$	459,807	$	895,322
STI Operations	71,140		105,581		180,768		339,614
Total	$	231,406	$	350,438	$	640,575	$	1,234,936

Gross Profit
Array Legacy Operations	$	65,726	$	58,233	$	192,118	$	241,019
STI Operations	12,589		29,146		27,240		90,303
Total	$	78,315	$	87,379	$	219,358	$	331,322

Commitment and Contingencies (Tables)

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Schedule of Liability Related to Estimated Contingent Consideration

The following table summarizes the activity related to the estimated TRA liability (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Beginning balance	$	8,704	$	9,429	$	10,363	$	8,587
Payments	—		—		(1,427)		(1,200)
Fair value adjustment	(39)		190		(271)		2,232
Ending balance	$	8,665	$	9,619	$	8,665	$	9,619

Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 332,372	$ 249,080
Accounts receivable, net of allowance of $6,614 and $3,824, respectively	282,117	332,152
Inventories	195,697	161,964
Prepaid expenses and other	92,096	89,085
Total current assets	902,282	832,281
Property, plant and equipment, net	27,629	27,893
Goodwill	250,873	435,591
Other intangible assets, net	301,599	354,389
Deferred income tax assets	15,716	15,870
Other assets	65,005	40,717
Total assets	1,563,104	1,706,741
Current liabilities
Accounts payable	149,202	119,498
Accrued expenses and other	48,952	70,211
Accrued warranty reserve	1,503	2,790
Income tax payable	1,437	5,754
Deferred revenue	112,618	66,488
Current portion of contingent consideration	1,873	1,427
Current portion of debt	28,055	21,472
Other current liabilities	31,248	48,051
Total current liabilities	374,888	335,691
Deferred income tax liabilities	55,253	66,858
Contingent consideration, net of current portion	6,792	8,936
Other long-term liabilities	16,885	20,428
Long-term warranty	3,889	3,372
Long-term debt, net of current portion	648,318	660,948
Total liabilities	1,106,025	1,096,233
Commitments and contingencies (Note 11)
Series A Redeemable Perpetual Preferred Stock of $0.001 par value; 500,000 authorized; 453,674 and 432,759 shares issued as of September 30, 2024 and December 31, 2023, respectively; liquidation preference of $493.1 million at both dates	392,592	351,260
Stockholders’ equity
Preferred stock of $0.001 par value - 4,500,000 shares authorized; none issued at respective dates	0	0
Common stock of $0.001 par value - 1,000,000,000 shares authorized; 151,934,046 and 151,242,120 shares issued at respective dates	151	151
Additional paid-in capital	308,347	344,517
Accumulated deficit	(243,721)	(130,230)
Accumulated other comprehensive income	(290)	44,810
Total stockholders’ equity	64,487	259,248
Total liabilities, redeemable perpetual preferred stock and stockholders’ equity	$ 1,563,104	$ 1,706,741

Inventories - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Average cost inventory amount	$ 154.6	$ 129.5
FIFO inventory amount	$ 41.1	$ 32.5

Summary of Significant Accounting Policies - Schedule of Corrections, Condensed Consolidated Statements of Operations (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Change in fair value of derivative assets		$ 0		$ 0
Total other expense, net	$ (4,829)	(9,878)	$ (15,868)	(29,102)
(Loss) income before income tax expense	(137,504)	30,327	(100,527)	154,802
Income tax expense (benefit)	3,850	7,229	12,964	36,904
Net income (loss)	(141,354)	23,098	(113,491)	117,898
Net (loss) income to common shareholders, basic	(155,434)	10,007	(154,823)	79,539
Net (loss) income to common shareholders, diluted	$ (155,434)	$ 10,007	$ (154,823)	$ 79,539
Income per common share
Basic (in dollars per share)	$ (1.02)	$ 0.07	$ (1.02)	$ 0.52
Diluted (in dollars per share)	$ (1.02)	$ 0.07	$ (1.02)	$ 0.52
As Previously Reported
Income Statement [Abstract]
Change in fair value of derivative assets		$ 116		$ (1,140)
Total other expense, net		(9,762)		(30,242)
(Loss) income before income tax expense		30,443		153,662
Income tax expense (benefit)		7,229		39,508
Net income (loss)		23,214		114,154
Net (loss) income to common shareholders, basic		10,123		75,795
Net (loss) income to common shareholders, diluted		$ 10,123		$ 75,795
Income per common share
Basic (in dollars per share)		$ 0.07		$ 0.50
Diluted (in dollars per share)		$ 0.07		$ 0.50
Adjustments \| Immaterial Capped Calls And Stock Corrections
Income Statement [Abstract]
Change in fair value of derivative assets		$ (116)		$ 1,140
Total other expense, net		(116)		1,140
(Loss) income before income tax expense		(116)		1,140
Income tax expense (benefit)		0		(2,604)
Net income (loss)		(116)		3,744
Net (loss) income to common shareholders, basic		(116)		3,744
Net (loss) income to common shareholders, diluted		$ (116)		$ 3,744
Income per common share
Basic (in dollars per share)		$ 0		$ 0.02
Diluted (in dollars per share)		$ 0		$ 0.02

Goodwill and Other Intangible Assets, Net - Schedule of Goodwill (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Goodwill [Roll Forward]
Goodwill, beginning balance			$ 435,591
Foreign currency translation			(22,718)
Impairment charge	$ (162,000)	$ 0	(162,000)	$ 0
Goodwill, ending balance	250,873		250,873
Array Legacy Operations
Goodwill [Roll Forward]
Goodwill, beginning balance			69,727
Foreign currency translation			0
Impairment charge			0
Goodwill, ending balance	69,727		69,727
Accumulated impairment	51,900		51,900
STI Operations
Goodwill [Roll Forward]
Goodwill, beginning balance			365,864
Foreign currency translation			(22,718)
Impairment charge	(162,000)		(162,000)
Goodwill, ending balance	$ 181,146		$ 181,146

Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized.

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
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-Paragraph 49
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/exampleRef
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-Section 55
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Reference 4: http://www.xbrl.org/2003/role/exampleRef
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-URI https://asc.fasb.org/1943274/2147481372/852-10-55-10

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(15))
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-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 20
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-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147482598/350-20-45-1

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-Topic 350
-SubTopic 20
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-Section 50
-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
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-SubTopic 20
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-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03(10)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478546/942-210-S99-1

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company follows guidance under ASC Topic 740-270 Income Taxes, which requires that an estimated annual effective tax rate is applied to year-to-date ordinary income (loss). At the end of each interim period, the Company estimates the effective tax rate expected to be applicable for the full fiscal year. The tax effect of discrete items is recorded in the quarter in which the discrete events occur. The Company recorded income tax expense of $3.9 million and $7.2 million for the three months ended September 30, 2024 and 2023, respectively, and an expense of $13.0 million and $36.9 million for the nine months ended September 30, 2024 and 2023, respectively. The income tax expense for the nine months ended September 30, 2024 was favorably impacted by lower profits in non-US jurisdictions and additional tax credits recorded during the period. This was partially offset by legislative changes in Brazil where a local tax incentive is no longer being exempt from Federal income tax beginning in 2024. Additionally, tax expense of $0.5 million related to equity-based compensation, was recorded discretely. No tax benefit was recorded on the goodwill impairment recorded in the nine months ended September 30, 2024, as the goodwill is non-deductible for income tax purposes. The tax expense for the nine months ended September 30, 2023, was unfavorably impacted by higher income reported in non-U.S. jurisdictions, offset by a tax benefit of $1.2 million related to equity-based compensation recorded discretely. For the nine months ended September 30, 2024 and 2023, no reserves for uncertain tax positions have been recorded. The Company will continue to monitor this position each interim period.

The entire disclosure for income tax.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

Schedule of Error Corrections and Prior Period Adjustments

Debt - Narrative (Details) - USD ($)					3 Months Ended	9 Months Ended
Debt - Narrative (Details) - USD ($)	Dec. 09, 2021	Dec. 09, 2021	Dec. 03, 2021	Oct. 14, 2020	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Short-Term Debt [Line Items]
Debt					$ 692,988,000	$ 692,988,000		$ 703,064,000
Debt discount and issuance costs					16,615,000	$ 16,615,000		20,644,000
Equity compensation anti-dilutive securities (in shares)						3,834,690	34,634
STI
Short-Term Debt [Line Items]
Other long-term debt					33,000,000.0	$ 33,000,000.0
Convertible notes
Short-Term Debt [Line Items]
Debt					425,000,000	425,000,000		425,000,000
Carrying value					$ 417,049,000	$ 417,049,000		415,632,000
Equity compensation anti-dilutive securities (in shares)					0	0	0
Other debt
Short-Term Debt [Line Items]
Debt					$ 33,038,000	$ 33,038,000		39,889,000
Minimum \| Other debt \| STI
Short-Term Debt [Line Items]
Stated interest rate (as a percent)					3.63%	3.63%
Maximum \| Other debt \| STI
Short-Term Debt [Line Items]
Stated interest rate (as a percent)					4.53%	4.53%
Senior Secured Credit Facility
Short-Term Debt [Line Items]
Debt					$ 234,950,000	$ 234,950,000		238,175,000
Convertible Senior Notes due 2028 \| Convertible notes
Short-Term Debt [Line Items]
Debt discount and issuance costs					$ 8,000,000.0	$ 8,000,000.0		9,400,000
Bridge loan facility aggregate principal amount	$ 425,000,000	$ 425,000,000
Stated interest rate (as a percent)	1.00%	1.00%	1.00%
Proceeds from convertible debt	$ 413,300,000	$ 48,600,000	$ 364,700,000
Debt instrument, interest rate, effective percentage discount (as a percent)	2.75%	2.75%	2.75%
Debt instrument, annual interest rate (as a percent)					1.00%	1.00%
Convertible notes					$ 425,000,000.0	$ 425,000,000.0		425,000,000.0
Carrying value					417,000,000.0	$ 417,000,000.0		415,600,000
Convertible Senior Notes due 2028 \| Convertible notes \| Common Stock
Short-Term Debt [Line Items]
Conversion of stock, shares converted per dollar (in shares)						41.9054
Convertible notes payable					$ 1,000	$ 1,000
Convertible note, conversion price (in dollar per share)					$ 23.86	$ 23.86
Debt conversion, converted instrument, shares issued (in shares)						10,100,000
Convertible Senior Notes due 2028, $375 Million \| Convertible notes
Short-Term Debt [Line Items]
Bridge loan facility aggregate principal amount			$ 375,000,000
Convertible Senior Notes due 2028, $50 Million \| Convertible notes
Short-Term Debt [Line Items]
Bridge loan facility aggregate principal amount	$ 50,000,000	$ 50,000,000
Convertible Note Capped Call Transactions
Short-Term Debt [Line Items]
Debt conversion, converted instrument, shares issued (in shares)						17,800,000
Fees paid on issuance of convertible notes						$ 52,900,000
Derivatives, cap price (in dollars per share)					36.0200	$ 36.0200
Derivatives, exercise price (in dollars per share)					$ 23.86	$ 23.86
Term loan facility
Short-Term Debt [Line Items]
Debt instrument term				7 years
Debt					$ 235,000,000	$ 235,000,000		238,200,000
Debt discount and issuance costs					$ 8,700,000	$ 8,700,000		11,300,000
Debt issuance costs and discounts, amortization rate (as a percent)					10.20%	10.20%
Term loan facility \| Senior Secured Credit Facility
Short-Term Debt [Line Items]
Maximum borrowing capacity				$ 575,000,000
Term loan facility \| Secured Overnight Financing Rate (SOFR)
Short-Term Debt [Line Items]
Revolving loan applicable margin (as a percent)						3.25%
Revolving loan applicable margin, floor (as a percent)						0.50%
Term loan facility \| Secured Overnight Financing Rate (SOFR) Plus 1%
Short-Term Debt [Line Items]
Revolving loan applicable margin (as a percent)						2.25%
Revolving loan applicable margin, floor (as a percent)						1.00%
Revolving credit facility
Short-Term Debt [Line Items]
Debt instrument term				5 years
Debt					$ 0	$ 0		0
Available borrowing capacity					183,600,000	$ 183,600,000		175,200,000
Revolving credit facility \| Senior Secured Credit Facility
Short-Term Debt [Line Items]
Maximum borrowing capacity				$ 200,000,000
Revolving credit facility \| Secured Overnight Financing Rate (SOFR)
Short-Term Debt [Line Items]
Revolving loan applicable margin (as a percent)						3.25%
Revolving credit facility \| Secured Overnight Financing Rate (SOFR) Plus 1%
Short-Term Debt [Line Items]
Revolving loan applicable margin (as a percent)						2.25%
Revolving loan applicable margin, floor (as a percent)						1.00%
Standby Letters of Credit
Short-Term Debt [Line Items]
Letters of credit outstanding					$ 16,400,000	$ 16,400,000		$ 24,800,000

Commitments and Contingencies - Schedule of Liability Related To Estimated Contingent Consideration (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration [Roll Forward]
Payments			$ (1,427)	$ (1,200)
Fair value adjustment	$ (39)	$ 190	(271)	2,232
Array \| Tax Receivable Agreement
Business Combination, Contingent Consideration Arrangements, Change In Amount Of Contingent Consideration [Roll Forward]
Beginning balance	8,704	9,429	10,363	8,587
Payments	0	0	(1,427)	(1,200)
Fair value adjustment	(39)	190	(271)	2,232
Ending balance	$ 8,665	$ 9,619	$ 8,665	$ 9,619

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Condensed Consolidated Statements of Operations (unaudited)


	Three Months Ended September 30, 2023						Nine Months Ended September 30, 2023
(in thousands)	As Previously Reported		Adjustments		As Corrected		As Previously Reported		Adjustments		As Corrected
Change in fair value of derivative assets	$	116	$	(116)	$	—	$	(1,140)	$	1,140	$	—
Total other income (expense)	(9,762)		(116)		(9,878)		(30,242)		1,140		(29,102)
Income (loss) before income tax expense	30,443		(116)		30,327		153,662		1,140		154,802
Income tax expense (benefit)	7,229		—		7,229		39,508		(2,604)		36,904
Net income (loss)	23,214		(116)		23,098		114,154		3,744		117,898
Net income (loss) to common shareholders	10,123		(116)		10,007		75,795		3,744		79,539
Income per common share
Basic	$	0.07	$	—	$	0.07	$	0.50	$	0.02	$	0.52
Diluted	$	0.07	$	—	$	0.07	$	0.50	$	0.02	$	0.52

Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited)


	Three Months Ended September 30, 2023						Nine Months Ended September 30, 2023
(in thousands)	As Previously Reported		Adjustments		As Corrected		As Previously Reported		Adjustments		As Corrected
Net income (loss)	$	23,214	$	(116)	$	23,098	$	114,154	$	3,744	$	117,898
Comprehensive income (loss)	$	719	$	(116)	$	603	$	129,443	$	3,744	$	133,187

Condensed Consolidated Statements of Changes in Redeemable Perpetual Preferred Stock and Stockholders’ Equity (unaudited)


	Three Months Ended September 30, 2023
(in thousands)	Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
As Previously Reported
Balance at June 30, 2023	$	417,624	$	(176,530)	$	287,454
Net income	—		23,214		23,214
Balance at September 30, 2023	407,916		(153,316)		278,465
Adjustments
Balance at June 30, 2023	(52,914)		3,860		(49,054)
Net loss	—		(116)		(116)
As Corrected
Balance at June 30, 2023	364,710		(172,670)		238,400
Net income	—		23,098		23,098
Balance at September 30, 2023	$	355,002	$	(149,572)	$	229,295


	Nine Months Ended September 30, 2023
(in thousands)	Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
As Previously Reported
Balance at December 31, 2022	$	383,176	$	(267,470)	$	124,281
Correction of the Capped Call and Put Option errors	52,914		—		52,914
Net income	—		114,154		114,154
Balance at September 30, 2023	407,916		(153,316)		278,465
Adjustments
Correction of the Capped Call and Put Option errors	(52,914)		—		(52,914)
Net income	—		3,744		3,744
As Corrected
Balance at December 31, 2022	383,176		(267,470)		124,281
Correction of the Capped Call and Put Option errors	—		—		—
Net income	—		117,898		117,898
Balance at September 30, 2023	$	355,002	$	(149,572)	$	229,295

Condensed Consolidated Statements of Cash Flows (unaudited)


	Nine Months Ended September 30, 2023
(in thousands)	As Previously Reported		Adjustments		As Corrected
Net income	$	114,154	$	3,744	$	117,898
Deferred tax expense (benefit)	284		(2,612)		(2,328)
Change in fair value of derivative assets	1,140		(1,140)		—
Income tax payable	$	(738)	$	8	$	(730)

Summary of Significant Accounting Policies - Schedule of Corrections, Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (141,354)	$ 23,098	$ (113,491)	$ 117,898
Comprehensive income (loss)	(123,444)	603	(158,591)	133,187
Stockholders' equity	64,487	229,295	64,487	229,295	$ 199,963	$ 259,248	$ 238,400	$ 124,281
Additional Paid-In Capital
Statement of Comprehensive Income [Abstract]
Net income (loss)		0		0
Stockholders' equity	308,347	355,002	308,347	355,002	320,379	344,517	364,710	383,176
Accumulated Deficit
Statement of Comprehensive Income [Abstract]
Net income (loss)	(141,354)	23,098	(113,491)	117,898
Stockholders' equity	$ (243,721)	(149,572)	$ (243,721)	(149,572)	$ (102,367)	$ (130,230)	(172,670)	(267,470)
As Previously Reported
Statement of Comprehensive Income [Abstract]
Net income (loss)		23,214		114,154
Comprehensive income (loss)		719		129,443
Stockholders' equity		278,465		278,465			287,454	124,281
As Previously Reported \| Additional Paid-In Capital
Statement of Comprehensive Income [Abstract]
Net income (loss)		0		0
Stockholders' equity		407,916		407,916			417,624	383,176
As Previously Reported \| Accumulated Deficit
Statement of Comprehensive Income [Abstract]
Net income (loss)		23,214		114,154
Stockholders' equity		(153,316)		(153,316)			(176,530)	$ (267,470)
Adjustments \| Immaterial Capped Calls And Stock Corrections
Statement of Comprehensive Income [Abstract]
Net income (loss)		(116)		3,744
Comprehensive income (loss)		(116)		3,744
Stockholders' equity							(49,054)
Adjustments \| Immaterial Capped Calls And Stock Corrections \| Additional Paid-In Capital
Statement of Comprehensive Income [Abstract]
Net income (loss)		0		0
Stockholders' equity							(52,914)
Adjustments \| Immaterial Capped Calls And Stock Corrections \| Accumulated Deficit
Statement of Comprehensive Income [Abstract]
Net income (loss)		$ (116)		$ 3,744
Stockholders' equity							$ 3,860

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

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

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

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Summary of Significant Accounting Policies - Schedule of Corrections, Condensed Consolidated Statements of Changes in Redeemable Perpetual Preferred Stock and Stockholders’ Equity (unaudited) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance	$ 199,963	$ 238,400	$ 259,248	$ 124,281
Correction of the Capped Call and Put Option errors				0
Net income (loss)	(141,354)	23,098	(113,491)	117,898
Stockholders' equity, ending balance	64,487	229,295	64,487	229,295
Additional Paid-In Capital
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance	320,379	364,710	344,517	383,176
Correction of the Capped Call and Put Option errors				0
Net income (loss)		0		0
Stockholders' equity, ending balance	308,347	355,002	308,347	355,002
Accumulated Deficit
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance	(102,367)	(172,670)	(130,230)	(267,470)
Correction of the Capped Call and Put Option errors				0
Net income (loss)	(141,354)	23,098	(113,491)	117,898
Stockholders' equity, ending balance	$ (243,721)	(149,572)	$ (243,721)	(149,572)
As Previously Reported
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance		287,454		124,281
Correction of the Capped Call and Put Option errors				52,914
Net income (loss)		23,214		114,154
Stockholders' equity, ending balance		278,465		278,465
As Previously Reported \| Additional Paid-In Capital
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance		417,624		383,176
Correction of the Capped Call and Put Option errors				52,914
Net income (loss)		0		0
Stockholders' equity, ending balance		407,916		407,916
As Previously Reported \| Accumulated Deficit
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance		(176,530)		(267,470)
Correction of the Capped Call and Put Option errors				0
Net income (loss)		23,214		114,154
Stockholders' equity, ending balance		(153,316)		(153,316)
Adjustments \| Immaterial Capped Calls And Stock Corrections
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance		(49,054)
Correction of the Capped Call and Put Option errors				(52,914)
Net income (loss)		(116)		3,744
Adjustments \| Additional Paid-In Capital \| Immaterial Capped Calls And Stock Corrections
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance		(52,914)
Correction of the Capped Call and Put Option errors				(52,914)
Net income (loss)		0		0
Adjustments \| Accumulated Deficit \| Immaterial Capped Calls And Stock Corrections
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stockholders' equity, beginning balance		3,860
Correction of the Capped Call and Put Option errors				0
Net income (loss)		$ (116)		$ 3,744

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

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

Fair Value of Financial Instruments

Organization, Business and Out-of-Period Adjustments	9 Months Ended
Organization, Business and Out-of-Period Adjustments	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization, Business and Out-of-Period Adjustments	Organization, Business and Out-of-Period Adjustments Array Technologies, Inc. (the “Company”), formerly ATI Intermediate Holdings, LLC, is a Delaware corporation formed in December 2018 as a wholly owned subsidiary of ATI Investment Parent, LLC (“Former Parent”). On October 14, 2020, the Company converted from a Delaware limited liability company to a Delaware corporation and changed the Company’s name to Array Technologies, Inc. Headquartered in Albuquerque, New Mexico, the Company is a leading global manufacturer and supplier of utility-scale solar tracking systems and technologies.

Equity-Based Compensation - Schedule of RSU/PSU Activity (Details)	9 Months Ended
	Sep. 30, 2024 $ / shares shares
RSUs
Number of Shares
Outstanding non-vested, beginning balance (in shares) \| shares	1,670,509
Shares granted (in shares) \| shares	2,176,206
Shares vested (in shares) \| shares	(708,036)
Shares forfeited (in shares) \| shares	(318,594)
Outstanding non-vested, ending balance (in shares) \| shares	2,820,085
Weighted Average Grant Date Fair Value
Outstanding non-vested, weighted average grant date fair value, beginning balance (in dollars per share) \| $ / shares	$ 15.44
Shares granted, weighted average grand date fair value (in dollars per share) \| $ / shares	9.55
Shares vested, weighted average grand date fair value (in dollars per share) \| $ / shares	15.45
Shares forfeited, weighted average grand date fair value (in dollars per share) \| $ / shares	14.16
Outstanding non-vested, weighted average grant date fair value, ending balance (in dollars per share) \| $ / shares	$ 11.01
PSUs
Number of Shares
Outstanding non-vested, beginning balance (in shares) \| shares	692,473
Shares granted (in shares) \| shares	586,316
Shares vested (in shares) \| shares	0
Shares forfeited (in shares) \| shares	(264,184)
Outstanding non-vested, ending balance (in shares) \| shares	1,014,605
Weighted Average Grant Date Fair Value
Outstanding non-vested, weighted average grant date fair value, beginning balance (in dollars per share) \| $ / shares	$ 14.54
Shares granted, weighted average grand date fair value (in dollars per share) \| $ / shares	11.74
Shares vested, weighted average grand date fair value (in dollars per share) \| $ / shares	0
Shares forfeited, weighted average grand date fair value (in dollars per share) \| $ / shares	15.35
Outstanding non-vested, weighted average grant date fair value, ending balance (in dollars per share) \| $ / shares	$ 12.60

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Accounting and Presentation	Basis of Accounting and Presentation The accompanying unaudited condensed consolidated financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), pursuant to the rules and regulations of the SEC. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of results for the interim periods reported. The results for the three and nine months ended September 30, 2024, are not necessarily indicative of results to be expected for the year ending December 31, 2024, or any other interim periods, or any future year or period. The balance sheet as of December 31, 2023, included herein was derived from the audited financial statements as of that date. Certain disclosures have been condensed or omitted from the interim financial statements. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 28, 2024. The preparation of these condensed consolidated financial statements and accompanying notes requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates.
Goodwill and Indefinite-Lived Intangible Assets	Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the consideration transferred over the estimated fair value of assets acquired and liabilities assumed in a business combination. Intangible assets are measured at their respective fair values as of the acquisition date and may be subject to adjustment within the measurement period, which may be up to one year from the acquisition date. The Company does not amortize goodwill but instead tests goodwill for impairment annually, or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Such triggering events potentially warranting an annual or interim goodwill impairment assessment include, among other factors, declines in historical or projected revenue, operating income or cash flows, and sustained decreases in the Company’s stock price or market capitalization. Goodwill is assessed for impairment using either a qualitative assessment or quantitative approach to determine whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount. The qualitative assessment evaluates factors including macroeconomic conditions, industry-specific and company-specific considerations, legal and regulatory environments, and historical performance. If the Company cannot determine if it is more likely than not that the fair value of a reporting unit is greater than its carrying value, a quantitative assessment is performed. The quantitative approach compares the estimated fair value of the reporting unit to its carrying amount, including goodwill. Impairment is indicated if the estimated fair value or the reporting unit is less than the carrying amount of the reporting unit, and an impairment charge is recognized for the differential. When determining the fair value of a reporting unit using the quantitative approach, we determine the fair value of the reporting unit using an income approach based on discounted cash flows. The fair value determined under the income approach is then compared to guideline publicly-traded companies (“GPC”) market place EBITDA multiples to corroborate the fair value of the reporting unit determined under the income approach. During the three months ended September 30, 2024, the Company identified certain indicators of impairment, and as a result, performed an interim quantitative goodwill impairment test, which resulted in an impairment of goodwill of $162.0 million. See Note 5 – Goodwill and Other Intangibles for additional information. The Company has one indefinite-lived intangible asset for a Trade name it acquired as part of a past acquisition. The Company performs an annual impairment test on its Trade name indefinite-lived intangible asset, utilizing a qualitative or quantitative impairment analysis during the fourth quarter of each year. There were no indicators of impairment associated with this Trade name.
Long-Lived Assets	Long-Lived Assets When events, circumstances or operating results indicate that the carrying values of long-lived assets, including our finite lived intangible assets, might not be recoverable through future operations, the Company prepares projections of the undiscounted future cash flows expected to be generated from the underlying asset group and the cash flows resulting from the asset groupings eventual disposition. If the projections indicate that the underlying asset grouping is not expected to be recoverable, the asset group is reduced to its estimated fair value. During the three months ended September 30, 2024, the Company identified indicators of impairment associated with certain asset groups, and as a result, performed an undiscounted cash flow test, which resulted in no impairment. Refer to Note 5 for further information.
Revenue Recognition	Revenue Recognition A majority of our revenue is recognized over time as work progresses, and for single performance obligations, we use an input measure, the cost-to-cost method, to determine progress. We review and update the contract related estimates on an ongoing basis and recognize adjustments for any project specific facts and circumstances that could impact the measurement of the extent of progress such as the total costs to complete the contracts, under the cumulative catch-up method. Due to the relatively short duration of our outstanding performance obligations, and our ability to estimate the remaining costs to be incurred, which are substantially all material costs covered under our material supply agreements with our suppliers, we have not recorded any material catch-up adjustments for the periods presented that would have impacted revenues or EPS related to revisions in our measurement of remaining progress of our performance obligations.
Research and Development	Research and Development The Company incurs research and development costs during its process of researching and developing new products and significant enhancements to existing products. Research and development costs consist primarily of personnel-related costs associated with our team of internal engineers, third-party consultants, materials and overhead. The Company expenses these costs as incurred prior to a respective product being ready for commercial production.
Inflation Reduction Act Vendor Rebates	Inflation Reduction Act Vendor Rebates On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was enacted into law, which includes numerous green energy credits. The 45X Advanced Manufacturing Production Tax Credit (“45X Credit”) was established as part of the IRA. The 45X Credit is a per-unit tax credit that is earned over time for each clean energy component domestically produced and sold by a manufacturer. The Company has, and will continue to enter into, arrangements with manufacturing vendors that produce 45X Credit eligible parts, in which the vendors agree to share a portion of the benefit received related to Array purchases, in the form of “Vendor Rebates.” The Company accounts for these Vendor Rebates as a reduction of the purchase prices of the vendors’ products and therefore a reduction in the cost of inventory until the inventory is sold, at which time the Company recognizes such rebates as a reduction of cost of product and service revenue on the consolidated statements of operations.
Inflation Reduction Act 45X Credits	Inflation Reduction Act 45X Credits The Company accounts for the 45X Advanced Manufacturing Production Credit established by the IRA, under IAS 20, Accounting for Government Grants and Disclosure of Government Assistance, as a reduction to production costs. The reduction to production costs, from the 45X Advanced Manufacturing Tax credit, is excluded from federal and state income taxes. The tax credit is included in Prepaid and other assets on the condensed consolidated balance sheet dated September 30, 2024. During the second quarter of 2024, the Company concluded that certain parts manufactured by the Company qualify for the 45X Advanced Manufacturing Production Credits.
Foreign Currency Translation	Foreign Currency Translation Our foreign subsidiaries have functional currencies that are different than our reporting currency. When translating balances from the functional currency to the reporting currency, assets and liabilities are translated into U.S. dollars at period end exchange rates, retained earnings is translated at historical rates, and income, expenses, and cash flow items are translated at average exchange rates prevailing during the period. Translation adjustments for these subsidiaries are accumulated within accumulated other comprehensive income. In situations when a foreign subsidiary has a local currency that is different than the functional currency, monetary assets and liabilities are translated into the functional currency at the period end exchange rates, and non-monetary assets and the related income statement effects are translated into the functional currency using historical rates. Gains and losses that result from remeasurement from a local currency to the functional currency are included in earnings.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. The standard will become effective for the Company’s fiscal year ended December 31, 2025, with early adoption permitted. The Company does not expect to early adopt this reporting standard and expects no material impacts upon adoption. In November 2023, the Financial Accounting Standards Board (the “FASB”) issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU will require public entities to disclose significant segment expenses and other segment items and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Public entities with a single reportable segment will also be required to provide the new disclosures and all the disclosures required under ASC 280. The guidance is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments in this ASU should be applied retrospectively to all periods presented unless it is impracticable. The Company is assessing the effect on our consolidated financial statement disclosures; however, adoption will not impact our consolidated balance sheets or statements of operations. In March 2024, the U.S. Securities and Exchange Commission (“SEC”) adopted the final rule under SEC Release No. 33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors. The rule would require registrants to disclose certain climate-related information in registration statements and annual reports. In April 2024, the SEC voluntarily stayed the final rule as a result of pending legal challenges. The disclosure requirements would apply to the Company’s fiscal year beginning January 1, 2025, pending resolution of the stay. The Company is currently evaluating the final rule to determine its impact on the Company’s disclosures.

Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

The carrying values and estimated fair values of the Company’s debt financial instruments were as follows (in thousands):


	September 30, 2024				December 31, 2023
	Carrying Value		Fair Value		Carrying Value		Fair Value
Convertible Notes	$	417,049	$	314,500	$	415,632	$	416,500

The fair value of the Convertible Notes is estimated using Level 2 inputs, as they are not registered securities nor listed on any securities exchange but may be traded by qualified institutional buyers.

The fair value of the Term Loan Facility and Other Debt is estimated using Level 2 inputs. The carrying values of the Term Loan Facility outstanding under the Senior Secured Credit facility recorded in the condensed consolidated balance sheets approximate fair value due to the variable nature of the interest rates.

Other Debt with an aggregate carrying value of $33.0 million, consists only of variable rate obligations. The carrying value of these variable rate obligations approximate fair value due to the variable nature of the interest rates.

Goodwill and Other Intangible Assets, Net (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

Changes in the carrying amount of goodwill by operating segment during the nine months ended September 30, 2024, consisted of the following (in thousands):


	Array Legacy Operations		STI Operations		Total
Beginning balance	$	69,727	$	365,864	$	435,591
Foreign currency translation	—		(22,718)		(22,718)
Impairment charge	—		(162,000)		(162,000)
Ending balance (1)	$	69,727	$	181,146	$	250,873

(1) Goodwill attributable to Array Legacy Operations is net of cumulative impairments of $51.9 million.

Schedule of Finite-Lived Intangible Assets

Other intangible assets consisted of the following (in thousands, except useful lives):


	Estimated Useful Lives (Years)	September 30, 2024		December 31, 2023
Amortizable:
Developed technology	14	$	203,800	$	203,800
Computer software	3	1,245		5,267
Customer relationships	10	320,489		336,134
Backlog	1	50,605		54,438
Trade name	20	26,000		27,061
Total amortizable intangibles		602,139		626,700
Accumulated amortization:
Developed technology		119,822		108,905
Computer software		522		1,274
Customer relationships		136,354		115,444
Backlog		50,605		54,322
Trade name		3,537		2,666
Total accumulated amortization		310,840		282,611
Total amortizable intangibles, net		291,299		344,089

Non-amortizable:
Trade name		10,300		10,300

Total other intangible assets, net		$	301,599	$	354,389

Schedule of Indefinite-Lived Intangible Assets

Other intangible assets consisted of the following (in thousands, except useful lives):


	Estimated Useful Lives (Years)	September 30, 2024		December 31, 2023
Amortizable:
Developed technology	14	$	203,800	$	203,800
Computer software	3	1,245		5,267
Customer relationships	10	320,489		336,134
Backlog	1	50,605		54,438
Trade name	20	26,000		27,061
Total amortizable intangibles		602,139		626,700
Accumulated amortization:
Developed technology		119,822		108,905
Computer software		522		1,274
Customer relationships		136,354		115,444
Backlog		50,605		54,322
Trade name		3,537		2,666
Total accumulated amortization		310,840		282,611
Total amortizable intangibles, net		291,299		344,089

Non-amortizable:
Trade name		10,300		10,300

Total other intangible assets, net		$	301,599	$	354,389

Schedule of Future Annual Amortization Expense of Amortizable Intangible Assets

Estimated future amortization expense of intangible assets as of September 30, 2024, is as follows (in thousands):


	Amount
Remainder of 2024	$	11,987
2025	47,946
2026	43,635
2027	39,041
2028	39,041
Thereafter	109,649
	$	291,299

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-2

Statement of Comprehensive Income [Abstract]

Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2024

Sep. 30, 2023

Sep. 30, 2024

Sep. 30, 2023

Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent [Abstract]

$ (141,354)

$ 23,098

$ (113,491)

$ 117,898

Comprehensive (loss) income

^[1]

17,910

(22,495)

(45,100)

15,289

$ (123,444)

$ 603

$ (158,591)

$ 133,187

[1]	There are no tax effects on foreign currency adjustments.

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