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April 30, 20250001159167false00011591672025-04-302025-04-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): April 30, 2025


 iROBOT CORPORATION 

(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
001-36414 77-0259335
(Commission File Number) (I.R.S. Employer
Identification No.)

8 Crosby Drive
Bedford, MA 01730
(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (781) 430-3000


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value IRBT The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).




Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨



Item 1.01
Entry into a Material Definitive Agreement.
As previously announced, on March 11, 2025, iRobot Corporation (the “Company”) entered into Amendment No. 1 to the Credit Agreement (as amended, the “Credit Agreement”) among the Company, TCG Senior Funding L.L.C., an affiliate of The Carlyle Group, as administrative agent and collateral agent and the lenders party thereto (the “Lenders”) pursuant to which the Lenders waived, until May 6, 2025 (the “Initial Amendment Period”), the Company’s covenant obligations to (1) provide a report and opinion of its auditor with respect to its annual financial statements for fiscal year 2024 without an exception regarding the Company’s ability to continue as a going concern and (2) maintain a minimum level of core assets. On April 30, 2025, the Company entered into Amendment No. 2 to the Credit Agreement (“Amendment No. 2”), which extended the Initial Amendment Period to June 6, 2025.
The foregoing description of Amendment No. 2 is not complete and is qualified in its entirety by reference to Amendment No. 2, which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 2.02
Results of Operations and Financial Condition.
On May 6, 2025, the Company announced its financial results for the fiscal quarter ended March 29, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8‑K. The Company also issued a letter to its stockholders announcing its financial results for the fiscal quarter ended March 29, 2025 (the “Stockholder Letter”). A copy of the Stockholder Letter is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The information in this Item 2.02, Exhibit 99.1 and Exhibit 99.2 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (“Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 above is hereby incorporated by reference in this Item 2.03.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No. Description
Amendment No. 2 to Credit Agreement, dated as of April 30, 2025, by and among iRobot Corporation, as borrower, each lender from time to time party thereto, and TCG Senior Funding L.L.C., as administrative agent and collateral agent.
Press Release issued by the Company on May 6, 2025, furnished herewith.
Shareholder Letter, dated May 6, 2025, furnished herewith.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).




SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 6, 2025
iRobot Corporation
By: /s/ Kevin Lanouette
Name: Kevin Lanouette
Title: SVP & General Counsel


























EX-10.1 2 ex101amendmentno2.htm EX-10.1 Document

AMENDMENT NO. 2 TO CREDIT AGREEMENT
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of April 30, 2025 (this “Amendment No. 2”), is entered into by and among iRobot Corporation, a Delaware corporation (the “Borrower”), TCG Senior Funding L.L.C. (“TCG”), as administrative agent and collateral agent (in such capacities, the “Agent”) and the Lenders party hereto constituting all the Lenders under the Existing Credit Agreement (as defined below).
W I T N E S S E T H:
WHEREAS, the Borrower, TCG, as administrative agent and as collateral agent (together with its successors in such capacities, the “Administrative Agent”) and each lender from time to time party thereto (the “Lenders”) have entered into the Credit Agreement, dated as of July 24, 2023 (as amended by the Amendment No. 1, dated as of March 11, 2025, the “Existing Credit Agreement”, and as further amended by this Amendment No. 2, the “Credit Agreement”).
WHEREAS, Borrower has requested that the Lenders consent to certain amendments to the Credit Agreement, on the terms and subject to the conditions set forth in this Amendment No. 2;
WHEREAS, Section 10.01 of the Credit Agreement permits the Administrative Agent (with the consent of each Lender) to enter into waivers, amendments, supplements or modifications to the Credit Agreement and the other Loan Documents with the relevant Loan Parties;
WHEREAS, subject to the terms set forth herein, the Lenders party hereto are willing to amend the Credit Agreement as set forth herein.
NOW, THEREFORE, in consideration of the mutual agreements, provisions and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, hereby agree as follows:
SECTION 1.Defined Terms. Capitalized terms used herein (including in the preamble and recitals above) but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Credit Agreement or the Existing Credit Agreement.
SECTION 2.Amendment to the Existing Credit Agreement. In accordance with Section 10.01 of the Credit Agreement, the Borrower, the Administrative Agent and the Lenders consisting of all the existing Lenders under the Credit Agreement hereby agree that on the Amendment No. 2 Effective Date, the Credit Agreement shall hereby be amended to replace the words “May 6, 2025” in the definition of “Amendment No. 1 Period” with the words “June 6, 2025”.
SECTION 3.Conditions to Effectiveness. The effectiveness of this Amendment No. 2 is subject to the satisfaction or waiver of the following conditions precedent (the date of such satisfaction or waiver, the “Amendment No. 2 Effective Date):



(a)the Administrative Agent shall have received a counterpart signature page to this Amendment No. 2, duly executed by the Borrower, the other Loan Parties and the Lenders party to the Existing Credit Agreement;
(b)on the Amendment No. 2 Effective Date (immediately after giving effect to this Amendment No. 2), (A) no Default or Event of Default shall be existing or be continuing immediately prior and at the time of the execution, delivery and performance of this Amendment No. 2 and (B) the representations and warranties of the Loan Parties set forth in this Amendment No. 2 shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (including by “Material Adverse Effect”)) on and as of the date of the Amendment No. 2 Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (including by “Material Adverse Effect”)) as of such earlier date; and
(c)all fees and reasonable and documented out-of-pocket expenses required to be paid on or before the Amendment No. 2 Effective Date in accordance with the Credit Agreement as in effect immediately prior to the Amendment No. 2 Effective Date, to the extent invoiced no later than the Amendment No. 2 Effective Date (or such later date as the Borrower may reasonably agree), shall have been paid, and the Borrower shall have provided to the Administrative Agent evidence of such payment in a form reasonably satisfactory to the Administrative Agent; provided that, for avoidance of doubt, federal reference numbers or analogous intrabank confirmation statements shall constitute evidence reasonably satisfactory to the Administrative Agent.
SECTION 4.Representations and Warranties. Each Loan Party party hereto hereby represents and warrants to each Lender party hereto that, as of the Amendment No. 2 Effective Date:
(a)the execution, delivery and performance by each Loan Party of this Amendment No. 2, are within such Loan Party’s corporate or other organizational powers, have been duly authorized by all necessary corporate or other organizational action and do not and will not (a) contravene the terms of any of such Person’s Organization Documents, (b) conflict with, or result in any breach or contravention of any material contract that such Person is a party to except to the extent that any such conflict under this clause (b) would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, (c) result in the creation or imposition of any Lien (other than Permitted Liens) on any Collateral of such Person or (d) violate any Law or any writ, judgment, order, decree or arbitral award of any Governmental Authority except to the extent that any such violation under this clause (d) would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect;
(b)no approval, consent, exemption, authorization or other action by, or notice to, or filing with, any Governmental Authority or any other Person is necessary or required in connection with the execution, delivery, performance by, or enforcement against, any Loan Party of this Amendment No. 2, except for the approvals, consents, exemptions, authorizations, actions, notices and filings which have been (or will on the Amendment No. 2 Effective Date be) duly obtained, taken, given or made and are in full force and effect; and



(c)as of the Amendment No. 2 Effective Date (immediately after giving effect to this Amendment No. 2), each of the representations and warranties of the Borrower and each of the other Loan Parties, set forth in Article V of the Amended Credit Agreement and the other Loan Documents are true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (including by “Material Adverse Effect”)) on and as of the date of the Amendment No. 2 Effective Date as if made on the date hereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (including by “Material Adverse Effect”)) as of such earlier date.
SECTION 5.No modification.
(a)Except as expressly amended hereby, the Credit Agreement and the other Loan Documents remain unmodified and in full force and effect. The parties hereto agree to be bound by the terms and conditions of the Credit Agreement and the other Loan Documents as amended by this Amendment No. 2, as though such terms and conditions were set forth herein. On and after the Amendment No. 2 Effective Date, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or words of similar import shall mean and be a reference to the Credit Agreement as amended hereby, and each reference in any other Loan Document (including any notice, request, certificate or other document executed concurrently with or after the execution and delivery of this Amendment No. 2) to the Credit Agreement shall be deemed to be a reference to the Credit Agreement as amended hereby. This Amendment No. 2 shall constitute a Loan Document.
(b)Except as otherwise expressly set forth herein, the execution, delivery and effectiveness of this Amendment No. 2 shall not, except as expressly provided herein, (i) operate as a waiver or amendment of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, (ii) constitute a waiver of any provision of any of the Loan Documents, or (iii) constitute a course of dealing or other basis for altering any Obligations or any other contract or instrument or otherwise impair the future ability of the Administrative Agent or the Lenders to declare a Default or Event of Default under or otherwise enforce the terms of the Credit Agreement or any other Loan Document.
SECTION 6.Reaffirmation of Obligations. Each of the Loan Parties as debtor, grantor, pledgor, guarantor, assignor or in any other similar capacity in which such Loan Party grants liens or security interests in its property or otherwise acts as accommodation party or guarantor, as the case may be, hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party (after giving effect hereto) and (ii) to the extent such Loan Party granted liens on or security interests in any of its property pursuant to any such Loan Document as security for or otherwise guaranteed the Secured Obligations, ratifies and reaffirms such guarantee and grant of security interests and liens and confirms and agrees that such security interests and liens hereafter secure all of the Secured Obligations as amended hereby.



Each of the Loan Parties hereby consents to this Amendment No. 2 and acknowledges that, except as expressly amended hereby, each of the Loan Documents remains in full force and effect and is hereby ratified and reaffirmed.
SECTION 7.General Release. In consideration of the Administrative Agent’s and the Lenders’ willingness to enter into this Amendment No. 2, each of the Borrower and the other Loan Parties hereby releases and forever discharges each Agent, the Lenders and each of each Agent’s and the Lenders’ successors, assigns, officers, managers, directors, employees, agents, attorneys, representatives, and Affiliates (hereinafter all of the above collectively referred to as the “Releasees”), from any and all claims, counterclaims, damages, suits, liabilities, actions and causes of action of any nature whatsoever, in each case solely to the extent based in whole or in part on facts, whether or not now known, existing before the Amendment No. 2 Effective Date, that relate to, arise out of or otherwise are in connection with the Loan Documents or any of the negotiations, events or circumstances arising out of or related to the Loan Documents through (but not including) the Amendment No. 2 Effective Date, whether now existing or hereafter arising at law or in equity, whether known or unknown, whether liability be direct or indirect, liquidated or unliquidated, whether absolute or contingent, foreseen or unforeseen, and whether or not heretofore asserted, which each of the Loan Parties may have or claim to have against any of the Releasees, except, in each case, of the foregoing, any claims, counterclaims, damages, suits, liabilities, actions and causes of action of any nature whatsoever arising out of the gross negligence, bad faith or willful misconduct of the Releasees, in any case, as determined by a court of competent jurisdiction in a final, non-appealable judgment.
SECTION 8.Execution in Counterparts. This Amendment No. 2 may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page to this Amendment No. 2 by facsimile or by email as a “.pdf” or “.tif” attachment shall be effective as delivery of a manually executed counterpart of this Amendment No. 2. The words “execution,” “signed,” “signature,” “delivery,” and words of like import in or relating to this Amendment No. 2 or any document to be signed in connection with this Amendment No. 2 and the transactions contemplated hereby shall be deemed to include electronic signatures, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other state laws based on the Uniform Electronic Transactions Act, and the parties hereto consent to conduct the transactions contemplated hereunder by electronic means.
SECTION 9.Successors and Assigns. The provisions of this Amendment No. 2 shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns; provided that (a) none of the Loan Parties may assign or transfer any of their rights or obligations under this Amendment No. 2 without the prior written consent of each Lender and the Administrative Agent and (b) none of the Secured Parties may assign or transfer any of their rights or obligations under this Amendment No. 2 except in accordance with Section 10.07 of the Credit Agreement.



SECTION 10.Governing Law; Jurisdiction; Consent to Service of Process.
(a)THIS AMENDMENT NO. 2 AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AMENDMENT NO. 2, WHETHER IN TORT, CONTRACT (AT LAW OR IN EQUITY) OR OTHERWISE, SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
(b)The provisions of Sections 10.04, 10.05, 10.15(b), 10.15(c), 10.16 and 10.17 of the Credit Agreement are hereby incorporated by reference into this Amendment No. 2 mutatis mutandis and shall apply hereto.
SECTION 11.Severability. To the extent permitted by applicable Requirements of Law, any provision of this Amendment No. 2 held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions thereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.
SECTION 12.Headings. Section headings used herein are for convenience of reference only, are not part of this Amendment No. 2 and shall not affect the construction of, or be taken into consideration in interpreting, this Amendment No. 2.
[Remainder of Page Intentionally Left Blank; Signature Pages Follow]






IN WITNESS WHEREOF, each of the undersigned has executed this Amendment No. 2 as of the date set forth above.


BORROWER:
IROBOT CORPORATION


By: /s/ Gary Cohen
Name: Gary Cohen
Title: Chief Executive Officer

[Signature Page to Amendment No. 2 to Credit Agreement]



GUARANTORS:

IROBOT US HOLDINGS, LLC
By: IROBOT CORPORATION, its manager

By: /s/ Gary Cohen
Name: Gary Cohen
Title: Chief Executive Officer

IROBOT UK LTD

By: /s/ Karian Wong
Name: Karian Wong
Title: Director

IROBOT France

By: /s/ Karian Wong
Name: Karian Wong
Title: Director

IROBOT IBERIA SLU

By: /s/ Karian Wong
Name: Karian Wong
Title: Director

IROBOT JAPAN G.K.
By: IROBOT CORPORATION, its sole managing member TCG SENIOR FUNDING L.L.C., as Administrative Agent

By: /s/ Gary Cohen
Name: Gary Cohen
Title: Chief Executive Officer
[Signature Page to Amendment No. 2 to Credit Agreement]


ADMINISTRATIVE AGENT:

By: /s/ Joshua Lefkowitz
Name: Joshua Lefkowitz
Title: Chief Legal Officer
[Signature Page to Amendment No. 2 to Credit Agreement]




Signature page to the Amendment No. 2 to Credit Agreement, dated as of the date first written above, among, inter alios, the Borrower, the Administrative Agent and the Lenders party thereto


CCOF II Master, L.P., as a Lender
By: CCOF II General Partner, L.P., its general partner
By: CCOF II L.L.C., its general partner

By: /s/ David Lobe
Name: David Lobe
Title: Authorized Person


CCOF III Master, L.P., as a Lender
By: CCOF III General Partner, L.P., its general partner
By: CCOF III L.L.C., its general partner

By: /s/ David Lobe
Name: David Lobe
Title: Vice President


Carlyle Bravo Opportunistic Credit Partnership, L.P., as a Lender
By: Carlyle Global Credit Investment Management L.L.C., its attorney-in-fact

By: /s/ Joshua Lefkowitz
Name: Joshua Lefkowitz
Title: Chief Legal Officer


Carlyle Credit Opportunities Fund II-N Main, L.P., as a Lender
By: CCOF II General Partner, L.P., its general partner
By: CCOF II L.L.C., its general partner

By: /s/ David Lobe
Name: David Lobe
Title: Authorized Person

[Signature Page to Amendment No. 2 to Credit Agreement]




Signature page to the Amendment No. 2 to Credit Agreement, dated as of the date first written above, among, inter alios, the Borrower, the Administrative Agent and the Lenders party thereto


OCPC Credit Facility SPV LLC, as a Lender

By: /s/ Brian Marcus
Name: Brian Marcus
Title: Managing Director


Carlyle Ontario Credit Partnership, L.P, as a Lender
By: Carlyle Global Credit Investment Management L.L.C., its attorney-in-fact

By: /s/ Joshua Lefkowitz
Name: Joshua Lefkowitz
Title: Chief Legal Officer


Carlyle Skyline Credit Fund, L.P., as a Lender
By: Carlyle Skyline Credit Fund GP, L.P., its general partner
By: Carlyle Skyline Credit Fund GP, L.L.C., its general partner

By: /s/ David Lobe
Name: David Lobe
Title: Vice President


Carlyle Secured Lending, Inc., as a Lender Carlyle Credit Solutions, Inc., as a Lender

By: /s/ Tom Hennigan
Name: Tom Hennigan
Title: Managing Director
[Signature Page to Amendment No. 2 to Credit Agreement]



Signature page to the Amendment No. 2 to Credit Agreement, dated as of the date first written above, among, inter alios, the Borrower, the Administrative Agent and the Lenders party thereto



By: /s/ Tom Hennigan
Name: Tom Hennigan
Title: Managing Director


Carlyle Direct Lending Fund (Levered), L.P., as a Lender
By: Carlyle Direct Lending Fund GP, L.L.C., its general partner

By: /s/ David Lobe
Name: David Lobe
Title: Vice President


CDL Offshore Fund (Levered) SPV LLC

By: /s/ David Lobe
Name: David Lobe
Title: Vice President


[Signature Page to Amendment No. 2 to Credit Agreement]
EX-99.1 3 ex991q12025pressrelease.htm EX-99.1 Document

EX-99.1
Contacts:
Investor Relations Michèle Szynal
iRobot Corp. Corporate Communications
(781) 430-3003 iRobot Corp.
investorrelations@irobot.com (508) 751-2689
mszynal@irobot.com

iRobot Reports First Quarter 2025 Financial Results
Global New Product Rollout Continues with High-Impact Launch Events
Company Continues to Execute “iRobot Elevate” Turnaround Strategy

BEDFORD, Mass. -- iRobot Corp. (NASDAQ: IRBT), a leader in consumer robots, today announced its financial results for the first quarter ended March 29, 2025.
“We continued to make meaningful progress on our iRobot Elevate turnaround strategy in the first quarter and initiated the largest new product launch in iRobot’s history,” said Gary Cohen, iRobot CEO. “We are encouraged by the positive reactions from distributors, retailers and consumers, and expect to see an uptick in sales later in the year as availability of our suite of new, technologically innovative Roomba® vacuums and 2-in-1 vacuums and mops expands. As our Board of Directors continues its review of strategic alternatives for our business, we remain focused on executing our proven strategy and delivering the products our customers have come to know and love.”
The Company has achieved a significant reduction in operating expenses and production costs by transforming its R&D and supply chain model to better leverage the Company’s design capabilities and contract manufacturing partnerships. This reinvention of the way iRobot operates has allowed for a greater focus on innovation and improvements to product features, quality, and software. With respect to the current tariff conditions, the majority of the Company’s U.S. imports come from Vietnam and are currently subject to a 10% tariff rate.
“Our first quarter performance reflects what has been a major transitional period for iRobot as we worked to clear our sales channels of legacy product inventory. As we continue to navigate a dynamic macro environment, we expect our new products and lower overall cost structure to drive improved profitability over the long term. We expect to see solid sales traction later this year to support year-over-year revenue growth in 2025, and we remain on track to deliver gross-margin expansion and improved cash flow from operations this year,” concluded Cohen.
Marketing Highlights
•In late March and early April 2025, iRobot announced the availability in North America and select European markets its suite of technologically innovative Roomba® vacuums and 2-in-1 vacuums and mops. Media coverage in North America and Europe was impressive with more than 200 pieces of media coverage in some of the world’s most influential tech/consumer outlets, reaching a potential audience (total UVPM/Circulation/Reach) of more than 2.5 billion.



•On April 16, 2025, iRobot introduced its new product lineup in Japan, engaging with more than 100 media outlets and influencers, resulting in more than 600 pieces of media coverage in one week.
•On April 23, 2025, iRobot announced the availability of the Roomba® Max 705 Vac Robot + AutoEmpty™ Dock in North America and select European markets.
•iRobot has continued to receive positive media coverage and product reviews around the world, including in Tom’s Guide US, Engadget US, Vacuum Wars US, The Independent UK, La Voz de Galicia Spain, Les Numeriques France, Fuji News Network and All the Things.

First Quarter 2025 Financial Results (in millions, except per share amounts and percentages)
Q1 2025 Q1 2024
Revenue $101.6 $150.0
GAAP Gross Margin 20.0% 24.1%
Non-GAAP Gross Margin 22.0% 24.6%
GAAP Operating Expenses $66.1 $24.2
Non-GAAP Operating Expenses $53.8 $76.9
GAAP Operating (Loss) Income* ($45.8) $11.9
Non-GAAP Operating Loss ($31.5) ($40.0)
GAAP Net (Loss) Income* ($87.3) $8.6
Non-GAAP Net Loss ($60.0) ($43.0)
GAAP Net (Loss) Income Per Share* ($2.84) $0.30
Non-GAAP Net Loss Per Share ($1.95) ($1.53)
*Q1 2024 GAAP operating income, GAAP net income and GAAP net income per share included the one-time net termination fee of $75 million received as a result of the termination of the Amazon Merger Agreement.

Additional Financial Highlights
•As of March 29, 2025, the Company’s cash and cash equivalents including restricted cash totaled $112.3 million, compared with $138.0 million at the end of the fourth quarter of 2024. During the third quarter of 2024, the Company elected to draw down $40 million from the restricted cash that is set aside for future repayment of its term loan, subject to limited ability of the Company to utilize such amount at the discretion of the lenders for the purchase of inventory. The Company repaid that amount to restricted cash during the first quarter of 2025.
•As of March 29, 2025, the Company reduced inventory to $69.0 million, compared with $76.0 million at the end of the fourth quarter of 2024.
•In the first quarter of 2025, revenue decreased 39.9% in the U.S., 26.9% in EMEA, and 20.8% in Japan, respectively, over the prior-year period. Excluding the unfavorable foreign currency impact, Japan revenue decreased 10% and EMEA revenue decreased 24% over the prior-year period. Q1 2025 revenue was impacted by additional promotional spending to stimulate sell-through of legacy products ahead of the Company’s 2025 new product launch, along with ongoing competitive challenges that the Company is addressing with its new product launches.



•Revenue from mid-tier robots (with an MSRP between $300 and $499) and premium robots (with an MSRP of $500 or more) represented 76% of total robot sales in the first quarter of 2025, compared with 81% in the same period last year.
Ongoing Strategic Review
As previously announced, the Company’s Board of Directors is conducting a review of strategic alternatives, including, but not limited to, exploring a potential sale or strategic transaction, and refinancing the Company’s debt. This review process is ongoing.
The Board has not set a timetable for the conclusion of this review, and there can be no assurance that the exploration of strategic alternatives will result in any transactions or outcomes. The Company does not intend to disclose developments relating to this process until it determines that further disclosure is appropriate or necessary.
The Company remains actively engaged in ongoing collaborative and constructive discussions with its primary lender while the Board continues its strategic review process. On April 30, 2025, the Company further amended its existing term loan to extend the covenant waiver under the term loan to June 6, 2025.
In light of the ongoing strategic review, the Company will not be hosting a first quarter 2025 results earnings conference call and webcast, and will not be providing a 2025 outlook at this time.
About iRobot Corp.
iRobot is a global consumer robot company that designs and builds thoughtful robots and intelligent home innovations that make life better. iRobot introduced the first Roomba robot vacuum in 2002. Today, iRobot is a global enterprise that has sold more than 50 million robots worldwide. iRobot's product portfolio features technologies and advanced concepts in cleaning, mapping and navigation. Working from this portfolio, iRobot engineers are building robots and smart home devices to help consumers make their homes easier to maintain and healthier places to live. For more information about iRobot, please visit www.irobot.com.



Cautionary Statement Regarding Forward-Looking Statements
This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which relate to, among other things: the Company’s expectations regarding the financial profile and impact of newly launched products in 2025; expectations regarding improved profitability; expectations regarding 2025 product sales and related revenue growth, achievement of gross margin expansion and improved cash flow from operations; the Board’s review of strategic alternatives for the business; and the Company’s business plans and strategies and the anticipated impact thereof. These forward-looking statements are based on the Company’s current expectations, estimates and projections about its business and industry, all of which are subject to change. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “see,” “will,” “may,” “would,” “might,” “potentially,” “estimate,” “continue,” “expect,” “target,” similar expressions or the negatives of these words or other comparable terminology that convey uncertainty of future events or outcomes. All forward-looking statements by their nature address matters that involve risks and uncertainties, many of which are beyond our control, and are not guarantees of future results. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements and caution must be exercised in relying on forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the Company’s ability to obtain capital when desired on favorable terms, if at all; (ii) the Company’s ability to realize the benefits of its operational restructuring; (iii) the impact of various global conflicts on the Company’s business and general economic conditions; (iv) the Company’s ability to implement its business strategy; (v) the risk that disruptions from the operational restructuring will harm the Company’s business, including current plans and operations; (vi) the ability of the Company to retain and hire key personnel; (vii) legislative, regulatory and economic developments affecting the Company’s business; (viii) general economic and market developments and conditions; (ix) the evolving legal, regulatory and tax regimes under which the Company operates; (x) potential business uncertainty, including changes to existing business relationships that could affect the Company’s financial performance; (xi) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities; (xii) current supply chain challenges; (xiii) the financial strength of our customers and retailers; (xiv) the impact of any applicable tariffs on goods imported into the United States; (xv) competition; and (xvi) the results and impact of the Board’s strategic review of alternatives for the business, as well as the Company’s response to any of the aforementioned factors. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included under the caption “Risk Factors” in the Company’s most recent annual and quarterly reports filed with the SEC and any subsequent reports on Form 10-K, Form 10-Q or Form 8-K filed from time to time and available at www.sec.gov. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability and similar risks, any of which could have a material adverse effect on the Company’s financial condition, results of operations, or liquidity. The forward-looking statements included herein are made only as of the date hereof. The Company does not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.









iRobot Corporation
Consolidated Statements of Operations
(in thousands, except per share amounts)
(unaudited)
For the three months ended
March 29, 2025 March 30, 2024
Revenue $ 101,569  $ 150,014 
Cost of revenue:
Cost of product revenue 79,598  113,913 
Restructuring and other 1,658  — 
Total cost of revenue 81,256  113,913 
Gross profit 20,313  36,101 
Operating expenses:
Research and development 14,686  33,878 
Selling and marketing 26,051  29,716 
General and administrative 19,016  (53,711)
Restructuring and other 6,174  14,146 
Amortization of acquired intangible assets 136  172 
Total operating expenses 66,063  24,201 
Operating (loss) income (45,750) 11,900 
Other expense, net (41,066) (3,185)
(Loss) income before income taxes (86,816) 8,715 
Income tax expense 457  108 
Net (loss) income $ (87,273) $ 8,607 
Net (loss) income per share:
Basic $ (2.84) $ 0.31 
Diluted $ (2.84) $ 0.30 
Number of shares used in per share calculations:
Basic 30,725  28,171 
Diluted 30,725  28,266 
Stock-based compensation included in above figures:
Cost of revenue 346  828 
Research and development 910  2,897 
Selling and marketing 965  1,338 
General and administrative 3,093  2,885 
Total $ 5,314  $ 7,948 






 iRobot Corporation
 Condensed Consolidated Balance Sheets
 (unaudited, in thousands)
March 29, 2025 December 28, 2024
 Assets
 Cash and cash equivalents $ 69,922  $ 134,303 
 Restricted cash 40,003  1,259 
 Accounts receivable, net 30,804  49,865 
 Inventory 68,968  76,029 
 Other current assets 24,588  27,046 
Total current assets 234,285  288,502 
 Property and equipment, net 12,106  15,835 
 Operating lease right-of-use assets 13,675  14,322 
 Deferred tax assets 9,980  9,817 
 Goodwill 171,548  167,288 
 Intangible assets, net 3,225  3,212 
 Other assets 16,690  17,161 
Total assets $ 461,509  $ 516,137 
 Liabilities and stockholders' (deficit) equity
 Accounts payable $ 97,298  $ 106,367 
 Accrued expenses 96,761  100,597 
 Deferred revenue and customer advances 9,794  11,280 
Term loan 224,084  — 
Total current liabilities 427,937  218,244 
 Term loan —  200,604 
 Operating lease liabilities 20,348  21,598 
 Other long-term liabilities 14,017  14,452 
Total long-term liabilities 34,365  236,654 
Total liabilities 462,302  454,898 
 Stockholders' (deficit) equity (793) 61,239 
Total liabilities and stockholders' (deficit) equity $ 461,509  $ 516,137 




 iRobot Corporation
Consolidated Statements of Cash Flows
 (unaudited, in thousands)
For the three months ended
March 29, 2025 March 30, 2024
Cash flows from operating activities:
Net (loss) income $ (87,273) $ 8,607 
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Depreciation and amortization 2,623  5,812 
Loss on equity investment —  375 
Stock-based compensation 5,314  7,948 
Provision for inventory excess and obsolescence 384  200 
Change in fair value of term loan 25,965  (1,008)
Debt issuance costs expensed under fair value option 11,614  239 
Deferred income taxes, net 292  (127)
Other 1,638  (3,452)
Changes in operating assets and liabilities — (use) source
Accounts receivable 20,156  38,565 
Inventory 7,434  16,066 
Other assets 3,135  6,045 
Accounts payable (9,642) (74,601)
Accrued expenses and other liabilities (8,100) (3,232)
Net cash (used in) provided by operating activities (26,460) 1,437 
Cash flows from investing activities:
Additions of property and equipment —  (118)
Purchase of investments (8) — 
Net cash used in investing activities (8) (118)
Cash flows from financing activities:
Income tax withholding payment associated with restricted stock vesting (84) (390)
Proceeds from issuance of common stock, net of issuance costs —  5,632 
Repayment of term loan —  (34,947)
Payment of debt issuance costs —  (239)
Net cash used in financing activities (84) (29,944)
Effect of exchange rate changes on cash, cash equivalents and restricted cash 922  882 
Net decrease in cash, cash equivalents and restricted cash (25,630) (27,743)
Cash, cash equivalents and restricted cash, at beginning of period 137,951  187,887 
Cash, cash equivalents and restricted cash, at end of period $ 112,321  $ 160,144 
Cash, cash equivalents and restricted cash, at end of period:
Cash and cash equivalents $ 69,922  $ 118,356 
Restricted cash 40,003  40,012 
Restricted cash, non-current (included in other assets) 2,396  1,776 
Cash, cash equivalents and restricted cash, at end of period $ 112,321  $ 160,144 



 iRobot Corporation
Supplemental Information
(unaudited)
For the three months ended
March 29, 2025 March 30, 2024
Revenue by Geographical Region *
United States $ 41,440  $ 68,896 
EMEA 32,947  45,088 
Japan 21,949  27,718 
Other 5,233  8,312 
Total $ 101,569  $ 150,014 
Robot Units Shipped *
    Solo and other 98  267 
    2-in-1 312  189 
Total 410  456 
Revenue by Product Category **
    Solo and other $ 36  $ 94 
    2-in-1 66  56 
Total $ 102  $ 150 
Average gross selling prices for robot units $ 296  $ 346 
Headcount 530  1,058 
* in thousands
** in millions
Certain numbers may not total due to rounding



iRobot Corporation
Explanation of Non-GAAP Measures
In addition to disclosing financial results in accordance with U.S. GAAP, this earnings release contains references to the non-GAAP financial measures described below. We use non-GAAP measures to internally evaluate and analyze financial results. We believe these non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and enable comparison of our financial results with other public companies, many of which present similar non-GAAP financial measures.
Our non-GAAP financial measures reflect adjustments based on the following items. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations from these results should be carefully evaluated.
Amortization of Acquired Intangible Assets: Amortization of acquired intangible assets consists of amortization of intangible assets including completed technology, customer relationships, and reacquired distribution rights acquired in connection with business combinations as well as any non-cash impairment charges associated with intangible assets in connection with our past acquisitions. Amortization charges for our acquisition-related intangible assets are inconsistent in size and are significantly impacted by the timing and valuation of our acquisitions. We exclude these charges from our non-GAAP measures to facilitate an evaluation of our current operating performance and comparisons to our past operating performance.
Net Merger, Acquisition and Divestiture (Income) Expense: Net merger, acquisition and divestiture (income) expense primarily consists of transaction fees, professional fees, and transition and integration costs directly associated with mergers, acquisitions and divestitures, including with respect to the iRobot-Amazon Merger. It also includes business combination adjustments including adjustments after the measurement period has ended. During the first quarter of fiscal 2024, the adjustment included the one-time net termination fee received as a result of the termination of the iRobot-Amazon Merger. The occurrence and amount of these costs will vary depending on the timing and size of these transactions. We exclude these charges from our non-GAAP measures to facilitate an evaluation of our current operating performance and comparisons to our past operating performance.
Stock-Based Compensation: Stock-based compensation is a non-cash charge relating to stock-based awards. We exclude this expense as it is a non-cash expense, and we assess our internal operations excluding this expense and believe it facilitates comparisons to the performance of other companies.
Restructuring and Other: Restructuring charges are related to one-time actions associated with realigning resources, enhancing operational productivity and efficiency, or improving our cost structure in support of our strategy. Such actions are not reflective of ongoing operations and include costs primarily associated with severance and related costs, charges related to paused work unrelated to our core business, costs associated with the Chief Executive Officer transition and other non-recurring costs directly associated with resource realignments tied to strategic initiatives or changes in business conditions. We exclude these items from our non-GAAP measures when evaluating our recent and prospective business performance as such items vary significantly based on the magnitude of the action and do not reflect anticipated future operating costs. In addition, these charges do not necessarily provide meaningful insight into the fundamentals of current or past operations of our business.



Gain/Loss on Strategic Investments: Gain/loss on strategic investments includes fair value adjustments, realized gains and losses on the sales of these investments and losses on the impairment of these investments. We exclude these items from our non-GAAP measures because we do not believe they correlate to the performance of our core business and may vary in size based on market conditions and events. We believe that the exclusion of these gains or losses provides investors with a supplemental view of our operational performance.
Debt Issuance Costs: Debt issuance costs include various incremental fees paid to third parties and warrants issued in connection with the issuance or amendment of debt. We exclude these charges from our non-GAAP measures to facilitate an evaluation of our current operating performance and comparisons to our past operating performance.
Income Tax Adjustments: Income tax adjustments include the tax effect of the non-GAAP adjustments, calculated using the appropriate statutory tax rate for each adjustment. We regularly assess the need to record valuation allowances based on the non-GAAP profitability and other factors. We also exclude certain tax items, including the impact from stock-based compensation windfalls/shortfalls, which are not reflective of income tax expense incurred as a result of current period earnings. We believe disclosure of the income tax provision before the effect of such tax items is important to permit investors’ consistent earnings comparison between periods.



iRobot Corporation
Supplemental Reconciliation of GAAP Actuals to Non-GAAP Actuals
(in thousands, except per share amounts)
(unaudited)
For the three months ended
March 29, 2025 March 30, 2024
 GAAP Revenue $ 101,569  $ 150,014 
 GAAP Gross Profit $ 20,313  $ 36,101 
Stock-based compensation 346  828 
Restructuring and other 1,658  — 
 Non-GAAP Gross Profit $ 22,317  $ 36,929 
 GAAP Gross Margin 20.0  % 24.1  %
 Non-GAAP Gross Margin 22.0  % 24.6  %
 GAAP Operating Expenses $ 66,063  $ 24,201 
Amortization of acquired intangible assets (136) (172)
Stock-based compensation (4,968) (7,120)
Net merger, acquisition and divestiture (expense) income (949) 74,117 
Restructuring and other (6,174) (14,146)
 Non-GAAP Operating Expenses $ 53,836  $ 76,880 
 GAAP Operating Expenses as a % of GAAP Revenue 65.0  % 16.1  %
 Non-GAAP Operating Expenses as a % of Non-GAAP Revenue 53.0  % 51.2  %
 GAAP Operating (Loss) Income $ (45,750) $ 11,900 
Amortization of acquired intangible assets 136  172 
Stock-based compensation 5,314  7,948 
Net merger, acquisition and divestiture expense (income) 949  (74,117)
Restructuring and other 7,832  14,146 
 Non-GAAP Operating Loss $ (31,519) $ (39,951)
 GAAP Operating Margin (45.0) % 7.9  %
 Non-GAAP Operating Margin (31.0) % (26.6) %



iRobot Corporation
Supplemental Reconciliation of GAAP Actuals to Non-GAAP Actuals continued
(in thousands, except per share amounts)
(unaudited)
For the three months ended
March 29, 2025 March 30, 2024
 GAAP Income Tax Expense
$ 457  $ 108 
Tax effect of non-GAAP adjustments 48  601 
Other tax adjustments (131) (192)
 Non-GAAP Income Tax Expense $ 374  $ 517 
 GAAP Net (Loss) Income $ (87,273) $ 8,607 
Amortization of acquired intangible assets 136  172 
Stock-based compensation 5,314  7,948 
Net merger, acquisition and divestiture expense (income) 949  (74,117)
Restructuring and other 7,832  14,146 
Loss on strategic investments —  375 
Debt issuance costs 13,009  239 
Income tax effect 83  (409)
 Non-GAAP Net Loss $ (59,950) $ (43,039)
 GAAP Net (Loss) Income Per Diluted Share $ (2.84) $ 0.30 
Amortization of acquired intangible assets 0.01  0.01 
Stock-based compensation 0.17  0.28 
Net merger, acquisition and divestiture expense (income) 0.03  (2.63)
Restructuring and other 0.26  0.50 
Loss on strategic investments —  0.01 
Debt issuance costs 0.42  0.01 
Income tax effect —  (0.01)
 Non-GAAP Net Loss Per Diluted Share $ (1.95) $ (1.53)
Number of shares used in diluted per share calculation 30,725  28,171 
Supplemental Information
Days sales outstanding 28  24 
GAAP Days in inventory 77  107 
Non-GAAP Days in inventory(1)
79  108 
(1) Non-GAAP Days in inventory is calculated as inventory divided by (Revenue minus Non-GAAP Gross Profit), multiplied by 91 days.






EX-99.2 4 ex992q12025shareholderlett.htm EX-99.2 Document
Exhibit 99.2
image_0a.jpg



iRobot Corporation
Letter to Shareholders
First Quarter 2025
Dear Fellow Shareholders:
We continue to make meaningful progress on our iRobot Elevate turnaround strategy and in March 2025 we initiated the largest new product launch in iRobot’s history. Our suite of new and technologically innovative Roomba® vacuums and 2-in-1 vacuums and mops include an array of advanced features and a new Roomba® Home app that offers users more intuitive control. While most of our new products have been available only since early April, we are very pleased with the positive reactions from distributors, retailers, media and, most importantly, consumers.
This launch represents a strong pipeline of innovative products that we expect will be margin-accretive compared to our legacy products. As we continue to navigate a dynamic macro environment, we believe our new products and lower overall cost structure will support improved long-term profitability.
Operationally, our progress to date would not have been possible without the iRobot Elevate strategic plan implemented in 2024 to strengthen the Company’s financial foundation. We have reshaped our operational structure to align with industry benchmarks, reduced headcount by more than 50%, and significantly reduced inventory and cash outflows, while investing in focused sales and marketing to support the biggest launch in our history.
At the same time, we have achieved a significant reduction in our cost structure by transforming our R&D and supply chain model to better leverage our design capabilities and contract manufacturing partnerships. This fundamental reinvention of the way iRobot operates has allowed for a greater focus on innovation and improvements to product features, quality, and software.
Overall, and as detailed in our earnings release, our significantly lower cost structure contributed positively to our first-quarter financial results, which also reflects a period of transition as we worked to clear legacy product inventory from our sales channels. As distribution and retail availability of our newest products expands, we expect to see solid sales traction later this year to support year-over-year revenue growth in 2025, and we remain on track to achieve gross-margin expansion and improved cash flow from operations this year.
As we previously announced, the Company’s Board of Directors is conducting a review of strategic alternatives, including, but not limited to, exploring a potential sale or strategic transaction, and refinancing the Company’s debt. This review process is ongoing. The Board has not set a timetable for the conclusion of this review, and there can be no assurance that the exploration of strategic alternatives will result in any transactions or outcomes. The Company does not intend to disclose developments relating to this process until it determines that further disclosure is appropriate or necessary.



The Company remains actively engaged in ongoing collaborative and constructive discussions with its primary lender while the Board continues its strategic review process. On April 30, 2025, the Company further amended its existing term loan to extend the covenant waiver under the term loan to June 6, 2025.
Unveiling the Most Ambitious and Innovative Product Launch in iRobot’s History
Following our March 11th product launch announcement, the excitement shared by our employees, partners, and consumers has grown. We believe this marks the beginning of a new era for iRobot.
In early April, we made the following robots available across North America and in select European markets: Roomba® 105 Vac Robot series, Roomba® 205 DustCompactor™ Vac Robot and Roomba® 205 DustCompactor™ Combo Robot, Roomba® Plus 405 Combo Robot + AutoWash™ Dock, and Roomba® Plus 505 Combo Robot + AutoWash™ Dock, featuring PerfectEdge® Technology. In addition, in late April we announced the Roomba® Max 705 Vac Robot + AutoEmpty™ Dock.
In mid-April, I helped introduce the new product lineup to the Japan market with a press event in Tokyo. More than 100 business, tech and consumer media, and social media outlets attended. Their response to the new products was enthusiastic and the subsequent media coverage was positive.





Spotlighted below are our newest robots and their key features.


image_2a.jpg
Roomba® 105 Vac Robot Series
featuring 70x more power-lifting suction*
*compared with Roomba® 600 series robots
Roomba® 205 DustCompactor™ Vac Robot &
Roomba® 205 DustCompactor™ Combo Robot
devours dirt while the industry-leading DustCompactor™
innovation packs away debris for months.
image_3a.jpg

image_4a.jpg
Roomba® Plus 405 Combo Robot + AutoWash™ Dock
boasts intense suction, deep scrubbing and a maintenance-free dock.

Roomba® Plus 505 Combo Robot + AutoWash™ Dock
features PerfectEdge® Technology to get deep into corners, a
hands-free multi-function dock that automatically empties
debris, washes and heat-dries mop pads and
self-cleans when finished.
image_5a.jpg





image_6a.jpg
Roomba® Max 705 Vac Robot + AutoEmpty™ Dock
engineered to keep busy, pet-loving homes spotless, the new
Roomba® Max 705 Vac offers iRobot’s highest level of vacuuming
and cleaning with 180x more power-lifting suction, Dual-Rubber
Brushes, and a self-emptying dock.


Media Buzz and Coverage
The product launch was amplified by a major global marketing campaign that engaged millions of potential consumers across television, social media, audio platforms, and podcasts, to drive strong awareness and demand.
image_7a.jpg



The marketing campaign resulted in a tremendous media response across our major markets, with coverage in The Verge, Android Authority, PCMag.com, and Vacuum Wars in the U.S., Les Numeriques, JV Tech, Labo Maison, and Frandroid in France, Alaka, El Espanol, La Vanguardia, and Europa Press in Spain, and The Independent, TechRadar, Tech Advisor, and Stuff in the UK.
What Our Customers Are Saying
Initial product reviews from consumers are very positive.
We have also received enthusiastic feedback from many of our channel partners regarding the new product lineup, underscoring iRobot’s strong momentum and continued commitment to delivering cutting-edge solutions. Some examples include:shletterpic1a.jpg






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Looking Ahead
We are energized by the positive and enthusiastic response to our new product launch and remain confident in the top and bottom line results we hope to achieve as these products gain momentum.
Thank you for your continued support of iRobot. We look forward to sharing further updates with you in our Second Quarter 2025 Shareholder Letter.
Sincerely,
Gary Cohen
Chief Executive Officer
May 6, 2025






Cautionary Statement Regarding Forward-Looking Statements
This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which relate to, among other things: the Company’s expectations regarding the financial profile and impact of newly launched products in 2025; expectations regarding improved profitability; expectations regarding 2025 product sales and related revenue growth, achievement of gross margin expansion and improved cash flow from operations; the Board’s review of strategic alternatives for the business; and the Company’s business plans and strategies and the anticipated impact thereof. These forward-looking statements are based on the Company’s current expectations, estimates and projections about its business and industry, all of which are subject to change. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “see,” “will,” “may,” “would,” “might,” “potentially,” “estimate,” “continue,” “expect,” “target,” similar expressions or the negatives of these words or other comparable terminology that convey uncertainty of future events or outcomes. All forward-looking statements by their nature address matters that involve risks and uncertainties, many of which are beyond our control, and are not guarantees of future results. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements and caution must be exercised in relying on forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the Company’s ability to obtain capital when desired on favorable terms, if at all; (ii) the Company’s ability to realize the benefits of its operational restructuring; (iii) the impact of various global conflicts on the Company’s business and general economic conditions; (iv) the Company’s ability to implement its business strategy; (v) the risk that disruptions from the operational restructuring will harm the Company’s business, including current plans and operations; (vi) the ability of the Company to retain and hire key personnel; (vii) legislative, regulatory and economic developments affecting the Company’s business; (viii) general economic and market developments and conditions; (ix) the evolving legal, regulatory and tax regimes under which the Company operates; (x) potential business uncertainty, including changes to existing business relationships that could affect the Company’s financial performance; (xi) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities; (xii) current supply chain challenges; (xiii) the financial strength of our customers and retailers; (xiv) the impact of any applicable tariffs on goods imported into the United States; (xv) competition; and (xvi) the results and impact of the Board’s strategic review of alternatives for the business, as well as the Company’s response to any of the aforementioned factors. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included under the caption “Risk Factors” in the Company’s most recent annual and quarterly reports filed with the SEC and any subsequent reports on Form 10-K, Form 10-Q or Form 8-K filed from time to time and available at www.sec.gov. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.



Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability and similar risks, any of which could have a material adverse effect on the Company’s financial condition, results of operations, or liquidity. The forward-looking statements included herein are made only as of the date hereof. The Company does not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
For more details on our first quarter results, please read our full Q1 news release available on iRobot’s Investor Relations Website here.