Restatement of Previously Issued Audited and Unaudited Consolidated Financial Statements

12 Months Ended

Dec. 31, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Restatement of Previously Issued Audited and Unaudited Consolidated Financial Statements

Restatement of Previously Issued Audited and Unaudited Consolidated Financial Statements

As discussed in Note 2 - “Significant Accounting Principles and Policies”, the Company restated its previously issued consolidated financial statements after considering the Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”) issued on April 12, 2021, which addressed certain accounting considerations for the accounting for warrants. The Staff Statement referenced Accounting Standard Codification 815-40, Contracts in Entity’s Own Equity, which states that warrant instruments that do not meet certain criteria to be considered indexed to an entity’s own stock shall be initially classified as derivative liabilities at their estimated fair values. In periods subsequent to issuance, changes in the estimated fair value of the derivative instrument should be reported as gains or losses in the consolidated statement of operations. The restatement is the result of misapplication of the accounting guidance for warrants, which was identified by the Staff Statement.

The tables below present the reconciliation of the restated consolidated financial statements as of and for the period ended December 31, 2020 as well as the unaudited condensed consolidated financial statements for the three month period ended March 29, 2020, the three and six month periods ended June 28, 2020 and the three and nine month periods ended September 27, 2020.

	December 31, 2020
	As filed		Restatement adjustments		As Restated
Assets
Current assets:
Cash and cash equivalents	$	85,908	$	—	$	85,908
Accounts receivable, net	585,511		—		585,511
Prepaid expenses and other current assets	61,607		—		61,607
Total current assets	733,026		—		733,026
Property and equipment, net	27,615		—		27,615
Deferred income taxes, net	—		—		—
Investments	18,272		—		18,272
Goodwill	590,668		—		590,668
Intangible assets, net	258,210		—		258,210
Operating lease right-of-use assets, net	191,370		—		191,370
Other noncurrent assets	10,209		—		10,209
Total assets	$	1,829,370	$	—	$	1,829,370
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	152,962	$	—	$	152,962
Accrued expenses	114,222		—		114,222
Customer advances and billings in excess of costs	106,475		—		106,475
Salaries, benefits and payroll taxes	145,186		—		145,186
Accrued taxes	15,582		—		15,582
Current portion of long-term debt, net	5,961		—		5,961
Operating lease liabilities, current portion	46,756		—		46,756
Other current liabilities	45,037		—		45,037
Total current liabilities	632,181		—		632,181
					—
Deferred income taxes, net	4,389		—		4,389
Long-term debt, net	860,306		—		860,306
Long-term operating lease liabilities	145,569		—		145,569
Warrant liability	—		50,467		50,467
Other long-term liabilities	30,273		—		30,273
Total liabilities	1,672,718		50,467		1,723,185
Stockholders’ equity:
Preferred stock, $0.0001 par value per share, 1,000,000 shares authorized; no shares issued and outstanding	—		—		—
Common stock, $0.0001 par value per share: 210,000,000 shares authorized; 92,040,654 and 21,127,823 shares issued and outstanding as of December 31, 2020 and December 31, 2019, respectively	9		—		9
Additional paid-in capital	252,612		(63,927)		188,685
Accumulated deficit	(130,081)		13,460		(116,621)
Accumulated other comprehensive income (loss)	1,876		—		1,876
Total PAE Incorporated stockholders' equity	124,416		(50,467)		73,949
Noncontrolling interests	32,236		—		32,236
Total liabilities and stockholders’ equity	$	1,829,370	$	—	$	1,829,370

	Year Ended December 31, 2020
	As filed		Restatement adjustments		As Restated
Revenues	$	2,714,628	$	—	$	2,714,628
Cost of revenues	2,098,153		—		$	2,098,153
Selling, general and administrative expenses	498,827		—		498,827
Amortization of intangible assets	34,154		—		34,154
Total operating expenses	2,631,134		—		2,631,134
Program profit	83,494		—		83,494
Other operating income, net	7,272		—		7,272
Operating income	90,766		—		90,766
Interest expense, net	(73,857)		—		(73,857)
Other income, net	—		12,645		12,645
Income before income taxes	16,909		12,645		29,554
Expense from income taxes	3,083		(815)		2,268
Net income	13,826		13,460		27,286
Noncontrolling interest in earnings of ventures	(1,464)		—		(1,464)
Net income attributed to PAE Incorporated	$	15,290	$	13,460	$	28,750
Net income per share attributed to PAE Incorporated:
Basic	$	0.18	$	0.16	$	0.34
Diluted	$	0.18	$	0.16	$	0.34
Weighted average shares outstanding:
Basic	84,114,016		84,114,016		84,114,016
Diluted	85,369,328		85,369,328		85,369,328

	Year Ended December 31, 2020
	As filed		Restatement adjustments		As Restated
Net income	$	13,826	$	13,460	$	27,286
Other comprehensive income:
Change in foreign currency translation adjustment, net of tax	1,583		—		1,583
Other, net	427		—		427
Other comprehensive income	2,010		—		2,010
Comprehensive income	15,836		13,460		29,296
Comprehensive loss attributed to noncontrolling interests	(1,084)		—		(1,084)
Comprehensive income attributed to PAE Incorporated	$	16,920	$	13,460	$	30,380

	Year Ended December 31, 2020
	As filed		Restatement adjustments		As Restated
Operating activities
Net income	$	13,826	$	13,460	$	27,286
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation of property and equipment	9,484		—		9,484
Amortization of intangible assets	34,154		—		34,154
Amortization of debt issuance cost	6,690		—		6,690
Loss on extinguishment of debt	16,528		—		16,528
Stock-based compensation	12,943		—		12,943
Net undistributed (loss) income from unconsolidated ventures	(6,504)		—		(6,504)
Deferred income taxes, net	(19,278)		(815)		(20,093)
Change in fair value in Warrant liability	—		(16,132)		(16,132)
Other non-cash activities, net	383		—		383
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable, net	(54,345)		—		(54,345)
Accounts payable	(4,529)		—		(4,529)
Accrued expenses	9,529		3,487		13,016
Customer advances and billings in excess of costs	48,618		—		48,618
Salaries, benefits and payroll taxes	554		—		554
Prepaid expenses and other current assets	(5,862)		—		(5,862)
Other current and noncurrent liabilities	39,215		—		39,215
Investments	6,538		—		6,538
Other noncurrent assets	(4,141)		—		(4,141)
Accrued taxes	(2,941)		—		(2,941)
Net cash provided by (used in) operating activities	100,862		—		100,862
Investing activities
Expenditures for property and equipment	(3,835)		—		(3,835)
Acquisition of Metis Solutions Corporation, net of acquired cash	(90,271)		—		(90,271)
Acquisition of Centra Technology Inc, net of acquired cash	(222,124)		—		(222,124)
Other investing activities, net	17		—		17
Net cash used in investing activities	(316,213)		—		(316,213)
Financing activities
Net contributions from noncontrolling interests	2,095		—		2,095
Borrowings on long-term debt	961,030		—		961,030
Repayments on short-term debt	—		—		—
Repayments on long-term debt	(843,131)		—		(843,131)
Payment of debt issuance costs	(26,646)		—		(26,646)
Recapitalization from merger with Gores III	605,713		—		605,713
Payment of underwriting and transaction costs	(27,267)		—		(27,267)
Distribution to selling stockholders	(439,719)		—		(439,719)
Other financing activities, net	(292)		—		(292)
Net cash provided by (used in) financing activities	231,783		—		231,783
Effect of exchange rate changes on cash and cash equivalents	1,441		—		1,441
Net increase (decrease) in cash and cash equivalents	17,873		—		17,873
Cash and cash equivalents at beginning of period	68,035		—		68,035
Cash and cash equivalents at end of period	$	85,908	$	—	$	85,908
Supplemental cash flow information
Cash paid for interest	$	45,247	$	—	$	45,247
Cash paid for taxes	$	10,936	$	—	$	10,936

Following are the restatement of previously reported condensed consolidated balance sheets for the quarters ended March 29, 2020, June 28, 2020 and September 27, 2020.

	March 29, 2020
	As filed		Restatement adjustments		As Restated
Assets
Current assets:
Cash and cash equivalents	$	99,790	$	—	$	99,790
Accounts receivable, net	420,765		—		420,765
Prepaid expenses and other current assets	46,760		—		46,760
Total current assets	567,315		—		567,315
Property and equipment, net	28,079		—		28,079
Deferred income taxes, net	16,597		—		16,597
Investments	17,747		—		17,747
Goodwill	409,588		—		409,588
Intangible assets, net	172,417		—		172,417
Operating lease right-of-use assets, net	161,731		—		161,731
Other noncurrent assets	9,484		—		9,484
Total assets	$	1,382,958	$	—	$	1,382,958
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	122,126	$	—	$	122,126
Accrued expenses	100,456		—		100,456
Customer advances and billings in excess of costs	69,662		—		69,662
Salaries, benefits and payroll taxes	106,995		—		106,995
Accrued taxes	16,058		—		16,058
Current portion of long-term debt, net	22,894		—		22,894
Operating lease liabilities, current portion	35,324		—		35,324
Other current liabilities	32,703		—		32,703
Total current liabilities	506,218		—		506,218
					—
Deferred income taxes, net	—		—		—
Long-term debt, net	595,598		—		595,598
Long-term operating lease liabilities	130,426		—		130,426
Warrant liability	—		33,000		33,000
Other long-term liabilities	7,397		—		7,397
Total liabilities	1,239,639		33,000		1,272,639
Stockholders’ equity:
Preferred stock, $0.0001 par value per share, 1,000,000 shares authorized; no shares issued and outstanding	—		—		—
Common stock, $0.0001 par value per share: 210,000,000 shares authorized; 92,040,654 and 21,127,823 shares issued and outstanding as of March 29, 2020 and December 31, 2019, respectively	9		—		9
Additional paid-in capital	262,284		(63,927)		198,357
Accumulated deficit	(150,314)		30,927		(119,387)
Accumulated other comprehensive income (loss)	(829)		—		(829)
Total PAE Incorporated stockholders' equity	111,150		(33,000)		78,150
Noncontrolling interests	32,169		—		32,169
Total liabilities and stockholders’ equity	$	1,382,958	$	—	$	1,382,958

	June 28, 2020
	As filed		Restatement adjustments		As Restated
Assets
Current assets:
Cash and cash equivalents	$	138,469	$	—	$	138,469
Accounts receivable, net	432,185		—		432,185
Prepaid expenses and other current assets	45,676		—		45,676
Total current assets	616,330		—		616,330
Property and equipment, net	26,841		—		26,841
Deferred income taxes, net	12,017		—		12,017
Investments	17,848		—		17,848
Goodwill	409,588		—		409,588
Intangible assets, net	164,370		—		164,370
Operating lease right-of-use assets, net	154,375		—		154,375
Other noncurrent assets	9,663		—		9,663
Total assets	$	1,411,032	$	—	$	1,411,032
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	107,154	$	—	$	107,154
Accrued expenses	128,992		—		128,992
Customer advances and billings in excess of costs	70,695		—		70,695
Salaries, benefits and payroll taxes	135,177		—		135,177
Accrued taxes	14,614		—		14,614
Current portion of long-term debt, net	22,969		—		22,969
Operating lease liabilities, current portion	38,946		—		38,946
Other current liabilities	31,457		—		31,457
Total current liabilities	550,004		—		550,004
					—
Deferred income taxes, net	—		—		—
Long-term debt, net	589,828		—		589,828
Long-term operating lease liabilities	118,452		—		118,452
Warrant liability	—		52,467		52,467
Other long-term liabilities	7,415		—		7,415
Total liabilities	1,265,699		52,467		1,318,166
Stockholders’ equity:
Preferred stock, $0.0001 par value per share, 1,000,000 shares authorized; no shares issued and outstanding	—		—		—
Common stock, $0.0001 par value per share: 210,000,000 shares authorized; 92,040,654 and 21,127,823 shares issued and outstanding as of June 28, 2020 and December 31, 2019, respectively	9		—		9
Additional paid-in capital	245,815		(63,927)		181,888
Accumulated deficit	(134,293)		11,460		(122,833)
Accumulated other comprehensive income (loss)	(628)		—		(628)
Total PAE Incorporated stockholders' equity	110,903		(52,467)		58,436
Noncontrolling interests	34,430		—		34,430
Total liabilities and stockholders’ equity	$	1,411,032	$	—	$	1,411,032

	September 27, 2020
	As filed		Restatement adjustments		As Restated
Assets
Current assets:
Cash and cash equivalents	$	145,446	$	—	$	145,446
Accounts receivable, net	445,429		—		445,429
Prepaid expenses and other current assets	44,363		—		44,363
Total current assets	635,238		—		635,238
Property and equipment, net	25,696		—		25,696
Deferred income taxes, net	13,419		—		13,419
Investments	18,961		—		18,961
Goodwill	409,588		—		409,588
Intangible assets, net	156,323		—		156,323
Operating lease right-of-use assets, net	159,975		—		159,975
Other noncurrent assets	9,762		—		9,762
Total assets	$	1,428,962	$	—	$	1,428,962
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	140,515	$	—	$	140,515
Accrued expenses	103,025		—		103,025
Customer advances and billings in excess of costs	60,390		—		60,390
Salaries, benefits and payroll taxes	141,537		—		141,537
Accrued taxes	13,604		—		13,604
Current portion of long-term debt, net	23,044		—		23,044
Operating lease liabilities, current portion	40,979		—		40,979
Other current liabilities	31,528		—		31,528
Total current liabilities	554,622		—		554,622
					—
Deferred income taxes, net	—		—		—
Long-term debt, net	584,038		—		584,038
Long-term operating lease liabilities	120,883		—		120,883
Warrant liability	—		47,467		47,467
Other long-term liabilities	7,410		—		7,410
Total liabilities	1,266,953		47,467		1,314,420
Stockholders’ equity:
Preferred stock, $0.0001 par value per share, 1,000,000 shares authorized; no shares issued and outstanding	—		—		—
Common stock, $0.0001 par value per share: 210,000,000 shares authorized; 92,040,654 and 21,127,823 shares issued and outstanding as of September 27, 2020 and December 31, 2019, respectively	9		—		9
Additional paid-in capital	250,805		(63,927)		186,878
Accumulated deficit	(123,975)		16,460		(107,515)
Accumulated other comprehensive income (loss)	153		—		153
Total PAE Incorporated stockholders' equity	126,992		(47,467)		79,525
Noncontrolling interests	35,017		—		35,017
Total liabilities and stockholders’ equity	$	1,428,962	$	—	$	1,428,962

The following tables contain the restatement of previously reported unaudited condensed consolidated statements of operations for the three month period ended March 29, 2020, the three and six month periods ended June 28, 2020 and the three and nine month periods ended September 27, 2020.

	Three Months Ended March 29, 2020
	As filed		Restatement adjustments		As Restated
Revenues	$	617,253	$	—	$	617,253
Cost of revenues	465,208		—		$	465,208
Selling, general and administrative expenses	137,326		—		137,326
Amortization of intangible assets	8,047		—		8,047
Total operating expenses	610,581		—		610,581
Program profit	6,672		—		6,672
Other operating income, net	785		—		785
Operating income	7,457		—		7,457
Interest expense, net	(20,948)		—		(20,948)
Other income, net	—		30,112		30,112
Income (loss) before income taxes	(13,491)		30,112		16,621
Expense (benefit) from income taxes	(8,714)		(815)		(9,529)
Net income (loss)	(4,777)		30,927		26,150
Noncontrolling interest in earnings of ventures	166		—		166
Net income (loss) attributed to PAE Incorporated	$	(4,943)	$	30,927	$	25,984
Net income (loss) per share attributed to PAE Incorporated:
Basic	$	(0.08)	$	0.51	$	0.43
Diluted	$	(0.08)	$	0.51	$	0.43
Weighted average shares outstanding:
Basic	59,807,549		59,807,549		59,807,549
Diluted	59,807,549		59,807,549		59,807,549

	Three Months Ended June 28, 2020
	As filed		Restatement adjustments		As Restated
Revenues	$	643,303	$	—	$	643,303
Cost of revenues	496,678		—		$	496,678
Selling, general and administrative expenses	105,451		—		105,451
Amortization of intangible assets	8,047		—		8,047
Total operating expenses	610,176		—		610,176
Program profit	33,127		—		33,127
Other operating income, net	1,168		—		1,168
Operating income	34,295		—		34,295
Interest expense, net	(13,757)		—		(13,757)
Other income, net	—		(19,467)		(19,467)
Income (loss) before income taxes	20,538		(19,467)		1,071
Expense (benefit) from income taxes	3,752		—		3,752
Net income (loss)	16,786		(19,467)		(2,681)
Noncontrolling interest in earnings of ventures	765		—		765
Net income (loss) attributed to PAE Incorporated	$	16,021	$	(19,467)	$	(3,446)
Net income (loss) per share attributed to PAE Incorporated:
Basic	$	0.17	$	(0.21)	$	(0.04)
Diluted	$	0.17	$	(0.21)	$	(0.04)
Weighted average shares outstanding:
Basic	92,044,098		92,044,098		92,044,098
Diluted	92,787,379		92,787,379		92,787,379

	Three Months Ended September 27, 2020
	As filed		Restatement adjustments		As Restated
Revenues	$	666,240	$	—	$	666,240
Cost of revenues	512,877		—		$	512,877
Selling, general and administrative expenses	119,168		—		119,168
Amortization of intangible assets	8,047		—		8,047
Total operating expenses	640,092		—		640,092
Program profit	26,148		—		26,148
Other operating income, net	2,384		—		2,384
Operating income	28,532		—		28,532
Interest expense, net	(13,607)		—		(13,607)
Other income, net	—		5,000		5,000
Income (loss) before income taxes	14,925		5,000		19,925
Expense (benefit) from income taxes	4,194		—		4,194
Net income (loss)	10,731		5,000		15,731
Noncontrolling interest in earnings of ventures	413		—		413
Net income (loss) attributed to PAE Incorporated	$	10,318	$	5,000	$	15,318
Net income (loss) per share attributed to PAE Incorporated:
Basic	$	0.11	$	0.06	$	0.17
Diluted	$	0.11	$	0.05	$	0.16
Weighted average shares outstanding:
Basic	92,070,306		92,070,306		92,070,306
Diluted	93,392,565		93,392,565		93,392,565

	Six Months Ended June 28, 2020
	As filed		Restatement adjustments		As Restated
Revenues	$	1,260,556	$	—	$	1,260,556
Cost of revenues	961,886		—		$	961,886
Selling, general and administrative expenses	242,777		—		242,777
Amortization of intangible assets	16,094		—		16,094
Total operating expenses	1,220,757		—		1,220,757
Program profit	39,799		—		39,799
Other operating income, net	1,954		—		1,954
Operating income	41,753		—		41,753
Interest expense, net	(34,705)		—		(34,705)
Other income, net	—		10,645		10,645
Income (loss) before income taxes	7,048		10,645		17,693
Expense (benefit) from income taxes	(4,961)		(815)		(5,776)
Net income (loss)	12,009		11,460		23,469
Noncontrolling interest in earnings of ventures	931		—		931
Net income (loss) attributed to PAE Incorporated	$	11,078	$	11,460	$	22,538
Net income (loss) per share attributed to PAE Incorporated:
Basic	$	0.15	$	0.15	$	0.30
Diluted	$	0.15	$	0.15	$	0.30
Weighted average shares outstanding:
Basic	75,890,028		75,890,028		75,890,028
Diluted	76,273,931		76,273,931		76,273,931

	Nine Months Ended September 27, 2020
	As filed		Restatement adjustments		As Restated
Revenues	$	1,926,795	$	—	$	1,926,795
Cost of revenues	1,474,763		—		$	1,474,763
Selling, general and administrative expenses	361,945		—		361,945
Amortization of intangible assets	24,141		—		24,141
Total operating expenses	1,860,849		—		1,860,849
Program profit	65,946		—		65,946
Other operating income, net	4,338		—		4,338
Operating income	70,284		—		70,284
Interest expense, net	(48,312)		—		(48,312)
Other income, net	—		15,645		15,645
Income (loss) before income taxes	21,972		15,645		37,617
Expense (benefit) from income taxes	(767)		(815)		(1,582)
Net income (loss)	22,739		16,460		39,199
Noncontrolling interest in earnings of ventures	1,344		—		1,344
Net income (loss) attributed to PAE Incorporated	$	21,395	$	16,460	$	37,855
Net income (loss) per share attributed to PAE Incorporated:
Basic	$	0.26	$	0.21	$	0.47
Diluted	$	0.26	$	0.20	$	0.46
Weighted average shares outstanding:
Basic	81,323,258		81,323,258		81,323,258
Diluted	82,115,825		82,115,825		82,115,825

The following tables contain the restatement of previously reported unaudited condensed consolidated statements of comprehensive income (Loss) for the three month period ended March 29, 2020, the three and six month periods ended June 28, 2020 and the three and nine month periods ended September 27, 2020.

	Three Months Ended March 29, 2020
	As filed		Restatement adjustments		As Restated
Net (loss) income	$	(4,777)	$	30,927	$	26,150
Other comprehensive income (loss):
Change in foreign currency translation adjustment, net of tax	(976)		—		(976)
Other, net	281		—		281
Other comprehensive loss	(695)		—		(695)
Comprehensive (loss) income	(5,472)		30,927		25,455
Comprehensive income attributed to noncontrolling interests	498		—		498
Comprehensive (loss) income attributed to PAE Incorporated	$	(5,970)	$	30,927	$	24,957

	Three Months Ended June 28, 2020
	As filed		Restatement adjustments		As Restated
Net income (loss)	$	16,786	$	(19,467)	$	(2,681)
Other comprehensive income:
Change in foreign currency translation adjustment, net of tax	59		—		59
Other, net	142		—		142
Other comprehensive income	201		—		201
Comprehensive income (loss)	16,987		(19,467)		(2,480)
Comprehensive income attributed to noncontrolling interests	284		—		284
Comprehensive income (loss) attributed to PAE Incorporated	$	16,703	$	(19,467)	$	(2,764)

	Three Months Ended September 27, 2020
	As filed		Restatement adjustments		As Restated
Net income	$	10,731	$	5,000	$	15,731
Other comprehensive income:
Change in foreign currency translation adjustment, net of tax	780		—		780
Other, net	1		—		1
Other comprehensive income	781		—		781
Comprehensive income	11,512		5,000		16,512
Comprehensive income attributed to noncontrolling interests	505		—		505
Comprehensive income attributed to PAE Incorporated	$	11,007	$	5,000	$	16,007

	Six Months Ended June 28, 2020
	As filed		Restatement adjustments		As Restated
Net income	$	12,009	$	11,460	$	23,469
Other comprehensive income (loss):
Change in foreign currency translation adjustment, net of tax	(917)		—		(917)
Other, net	424		—		424
Other comprehensive loss	(493)		—		(493)
Comprehensive income	11,516		11,460		22,976
Comprehensive income attributed to noncontrolling interests	781		—		781
Comprehensive income (loss) attributed to PAE Incorporated	$	10,735	$	11,460	$	22,195

	Nine Months Ended September 27, 2020
	As filed		Restatement adjustments		As Restated
Net income	$	22,739	$	16,460	$	39,199
Other comprehensive income (loss):
Change in foreign currency translation adjustment, net of tax	(137)		—		(137)
Other, net	424		—		424
Other comprehensive income	287		—		287
Comprehensive income	23,026		16,460		39,486
Comprehensive income attributed to noncontrolling interests	1,287		—		1,287
Comprehensive income attributed to PAE Incorporated	$	21,739	$	16,460	$	38,199

The following tables contain the restatement of previously reported unaudited condensed consolidated statements of cash flows for the three month period ended March 29, 2020, the six month period ended June 28, 2020 and the nine month period ended September 27, 2020.

	Three Months Ended March 29, 2020
	As filed		Restatement adjustments		As Restated
Operating activities
Net (loss) income	$	(4,777)	$	30,927	$	26,150
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation of property and equipment	2,583		—		2,583
Amortization of intangible assets	8,047		—		8,047
Amortization of debt issuance cost	6,063		—		6,063
Net undistributed (loss) income from unconsolidated ventures	(663)		—		(663)
Deferred income taxes, net	(9,081)		(815)		(9,896)
Change in fair value in Warrant liability	—		(33,599)		(33,599)
Other non-cash activities, net	270		—		270
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable, net	20,869		—		20,869
Accounts payable	(2,417)		—		(2,417)
Accrued expenses	(3,779)		3,487		(292)
Customer advances and billings in excess of costs	18,223		—		18,223
Salaries, benefits and payroll taxes	(21,307)		—		(21,307)
Inventories, net	1,342		—		1,342
Prepaid expenses and other current assets	(2,921)		—		(2,921)
Other current and noncurrent liabilities	(4,545)		—		(4,545)
Investments	750		—		750
Other noncurrent assets	4,729		—		4,729
Accrued taxes	(2,473)		—		(2,473)
Net cash provided by operating activities	10,913		—		10,913
Investing activities
Expenditures for property and equipment	(404)		—		(404)
Net cash used in investing activities	(404)		—		(404)
Financing activities
Net contributions from noncontrolling interests	150		—		150
Borrowings on long-term debt	60,000		—		60,000
Repayments on long-term debt	(196,544)		—		(196,544)
Payment of debt issuance costs	(964)		—		(964)
Recapitalization from merger with Gores III	605,708		—		605,708
Payment of underwriting and transaction costs	(27,268)		—		(27,268)
Distribution to selling stockholders	(419,548)		—		(419,548)
Net cash provided by financing activities	21,534		—		21,534
Effect of exchange rate changes on cash and cash equivalents	(288)		—		(288)
Net increase in cash and cash equivalents	31,755		—		31,755
Cash and cash equivalents at beginning of period	68,035		—		68,035
Cash and cash equivalents at end of period	$	99,790	$	—	$	99,790
Supplemental cash flow information
Cash paid for interest	$	10,900	$	—	$	10,900
Cash paid for taxes	$	1,523	$	—	$	1,523

	Six Months Ended June 28, 2020
	As filed		Restatement adjustments		As Restated
Operating activities
Net income	$	12,009	$	11,460	$	23,469
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation of property and equipment	5,072		—		5,072
Amortization of intangible assets	16,094		—		16,094
Amortization of debt issuance cost	7,821		—		7,821
Stock-based compensation	3,700		—		3,700
Net undistributed (loss) income from unconsolidated ventures	(1,739)		—		(1,739)
Deferred income taxes, net	(13,295)		(815)		(14,110)
Change in fair value in Warrant liability	—		(14,132)		(14,132)
Other non-cash activities, net	404		—		404
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable, net	9,607		—		9,607
Accounts payable	(17,547)		—		(17,547)
Accrued expenses	6,358		3,487		9,845
Customer advances and billings in excess of costs	19,282		—		19,282
Salaries, benefits and payroll taxes	4,310		—		4,310
Inventories, net	2,415		—		2,415
Prepaid expenses and other current assets	(3,256)		—		(3,256)
Other current and noncurrent liabilities	(5,101)		—		(5,101)
Investments	1,701		—		1,701
Other noncurrent assets	11,600		—		11,600
Accrued taxes	(3,847)		—		(3,847)
Net cash provided by operating activities	55,588		—		55,588
Investing activities
Expenditures for property and equipment	(1,597)		—		(1,597)
Other investing activities, net	37		—		37
Net cash used in investing activities	(1,560)		—		(1,560)
Financing activities
Net contributions from noncontrolling interests	1,950		—		1,950
Borrowings on long-term debt	60,468		—		60,468
Repayments on long-term debt	(204,464)		—		(204,464)
Payment of debt issuance costs	(964)		—		(964)
Recapitalization from merger with Gores III	605,713		—		605,713
Payment of underwriting and transaction costs	(27,267)		—		(27,267)
Distribution to selling stockholders	(419,548)		—		(419,548)
Other financing activities, net	(292)		—		(292)
Net cash provided by financing activities	15,596		—		15,596
Effect of exchange rate changes on cash and cash equivalents	810		—		810
Net increase in cash and cash equivalents	70,434		—		70,434
Cash and cash equivalents at beginning of period	68,035		—		68,035
Cash and cash equivalents at end of period	$	138,469	$	—	$	138,469
Supplemental cash flow information
Cash paid for interest	$	23,278	$	—	$	23,278
Cash paid for taxes	$	2,796	$	—	$	2,796

	Nine Months Ended September 27, 2020
	As filed		Restatement adjustments		As Restated
Operating activities
Net income	$	22,739	$	16,460	$	39,199
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation of property and equipment	7,263		—		7,263
Amortization of intangible assets	24,141		—		24,141
Amortization of debt issuance cost	9,560		—		9,560
Stock-based compensation	8,018		—		8,018
Net undistributed (loss) income from unconsolidated ventures	(3,533)		—		(3,533)
Deferred income taxes, net	(11,229)		(815)		(12,044)
Change in fair value in Warrant liability	—		(19,132)		(19,132)
Other non-cash activities, net	382		—		382
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable, net	(3,477)		—		(3,477)
Accounts payable	15,852		—		15,852
Accrued expenses	765		3,487		4,252
Customer advances and billings in excess of costs	8,923		—		8,923
Salaries, benefits and payroll taxes	10,975		—		10,975
Inventories, net	2,291		—		2,291
Prepaid expenses and other current assets	(4,409)		—		(4,409)
Other current and noncurrent liabilities	71		—		71
Investments	2,793		—		2,793
Other noncurrent assets	5,903		—		5,903
Accrued taxes	(4,904)		—		(4,904)
Net cash provided by operating activities	92,124		—		92,124
Investing activities
Expenditures for property and equipment	(2,628)		—		(2,628)
Other investing activities, net	(72)		—		(72)
Net cash used in investing activities	(2,700)		—		(2,700)
Financing activities
Net contributions from noncontrolling interests	2,095		—		2,095
Borrowings on long-term debt	60,734		—		60,734
Repayments on long-term debt	(212,184)		—		(212,184)
Payment of debt issuance costs	(964)		—		(964)
Recapitalization from merger with Gores III	605,713		—		605,713
Payment of underwriting and transaction costs	(27,267)		—		(27,267)
Distribution to selling stockholders	(439,719)		—		(439,719)
Other financing activities, net	(292)		—		(292)
Net cash used in financing activities	(11,884)		—		(11,884)
Effect of exchange rate changes on cash and cash equivalents	(129)		—		(129)
Net increase in cash and cash equivalents	77,411		—		77,411
Cash and cash equivalents at beginning of period	68,035		—		68,035
Cash and cash equivalents at end of period	$	145,446	$	—	$	145,446
Supplemental cash flow information
Cash paid for interest	$	35,085	$	—	$	35,085
Cash paid for taxes	$	5,304	$	—	$	5,304