Summary

  • Lattice’s July 4 quarterly balance sheet predates the July 27 AMI closing and cannot show the post-close debt or liquidity position.
  • The company drew US$925m from a US$950m delayed-draw facility, but the filing says those proceeds funded only a portion of cash consideration, including AMI debt refinancing and transaction costs.

The two headlines invite a false reconciliation. Lattice said AMI carried approximately US$1.65bn of aggregate consideration: about US$1.0bn in cash and US$650m in Lattice common stock, or roughly 5.2m shares. Its subsequent 10-Q says that US$925m was borrowed under delayed-draw term loans on July 27. The US$75m numerical gap is not an invitation to infer a simple cash bridge. The two disclosures describe different perimeters.

First, the reporting clock is earlier than the transaction clock. Lattice’s Q2 2026 10-Q covers a period ending July 4. AMI closed on July 27. A balance sheet from the earlier date may be useful context for the business before the transaction, but it is not evidence of cash after closing, of term debt after funding, or of the accounting allocation of the acquired business. Treating the filing date as a post-close snapshot would insert an event that had not yet occurred.

Second, facility capacity is not debt outstanding. The June 30 credit agreement provided a US$200m revolver and US$950m in delayed-draw term loans. At closing, Lattice drew US$925m, and the remaining US$25m delayed-draw commitment expired. That tells readers that almost all of a defined term-loan commitment was used on the closing date. It does not say that the revolver was drawn, that US$25m of cash remained available, or that the company retained a comparable source of liquidity after the draw expiry.

The stated use of proceeds is the crucial boundary. The filing says the US$925m funded a portion of the cash purchase consideration, including the refinancing of AMI debt, plus fees, commissions and expenses. “Including” prevents a one-line conversion from borrowing to purchase price. The documents do not allocate the draw among those categories. Nor do they establish what portion of the approximately US$1.0bn cash component came from cash on hand or another source. A precise reconciliation would therefore be invented rather than reported.

The equity leg matters for the same reason. The approximately US$650m of Lattice shares belongs to aggregate consideration but is not cash funding. Adding it to the draw would mix financing with consideration; equating the draw to cash consideration would erase refinancing and transaction costs. The proper conclusion is narrower: Lattice disclosed a US$925m debt funding event within a wider closing package, not a standalone price tag for AMI.

The loan terms add a future control surface without settling the outcome. The term loans mature on June 30, 2031 and amortise at prescribed quarterly percentages that rise over time. The agreement also includes net-leverage and interest-coverage requirements. Those terms make subsequent debt, interest expense and covenant disclosures important. They do not disclose a current ratio, headroom, realised integration cash flow or a verdict on affordability.

Forward language supplies a fourth clock. Lattice reported Q2 GAAP revenue of US$201.079m and said it expected an annual revenue run rate above US$1bn in Q3. It also described expected non-GAAP accretion and an AMI unit with revenue and margin expectations. Those are company expectations after a closing date; they are not recognised annual revenue, an actual AMI contribution, or proof that the financing has produced the promised economics.

The disciplined reading keeps the clocks separate. The next post-close financial statements—not arithmetic between press-release headlines—must show cash, debt, purchase accounting, interest burden and operating evidence.

Sources