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Published: 2020-11-05 16:07:55 ET
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EX-99.1 2 a2020930exhibit991.htm EX-99.1 Document

Exhibit 99.1
mxla01a01a421.jpg
FOR IMMEDIATE RELEASE

MaxLinear, Inc. Announces Third Quarter 2020 Financial Results

Record net revenue of $156.6 million, up 140% sequentially and up 96% year-on-year
Delivers strong results driven by infrastructure business improvements as well as continued strength from Broadband and WiFi product contributions

Carlsbad, Calif. – November 5, 2020 – MaxLinear, Inc. (NYSE: MXL), a leading provider of RF, analog, digital and mixed-signal integrated circuits, today announced financial results for the third quarter ended September 30, 2020.

Third Quarter Financial Highlights
GAAP basis:
Net revenue was $156.6 million, up 140% sequentially, and up 96% year-on-year.
GAAP gross margin was 42.3%, compared to 50.2% in the prior quarter, and 52.4% in the year-ago quarter.
GAAP operating expenses were $100.8 million in the third quarter 2020, or 64% of net revenue, compared to $55.5 million in the prior quarter, or 85% of net revenue, and $45.2 million in the year-ago quarter, or 57% of net revenue.
GAAP loss from operations was 22% of revenue, compared to loss from operations of 35% in the prior quarter, and loss from operations of 4% in the year-ago quarter.
Net cash flow used in operating activities was $16.6 million, compared to net cash flow provided by operating activities of $9.3 million in the prior quarter, and net cash flow provided by operating activities of $21.8 million in the year-ago quarter.
GAAP diluted loss per share was $0.50, compared to diluted loss per share of $0.30 in the prior quarter, and diluted loss per share of $0.07 in the year-ago quarter.
Non-GAAP basis:
Non-GAAP gross margin was 58.0%. This compares to 63.7% in the prior quarter, and 63.1% in the year-ago quarter.
Non-GAAP operating expenses were $61.1 million, or 39% of revenue, compared to $32.6 million or 50% of revenue in the prior quarter, and $30.8 million or 38% of revenue in the year-ago quarter.
Non-GAAP income from operations was 19% of revenue, compared to 14% in the prior quarter, and 25% in the year-ago quarter.
Non-GAAP diluted earnings per share was $0.32, compared to diluted earnings per share of $0.09 in the prior quarter, and diluted earnings per share of $0.23 in the year-ago quarter.

Recent Business Highlights

Completed acquisition of Intel’s Home Gateway Platform Division broadening its existing connected home portfolio by bringing together a complete, scalable, complementary platform of connectivity and access solutions
Completed acquisition of NanoSemi, Inc., strengthening its IP portfolio for its 5G and WiFi base station solutions

Management Commentary

“In the third quarter, we posted record revenue due to stronger-than-expected demand for broadband access and connectivity products, along with meaningful quarterly improvements in our infrastructure business. These results not only support our positive outlook for new revenues with our PAM4 DSP product for the 400G optical datacenter market and 5G wireless
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backhaul and access product offerings, but they also point to a new all-time high revenue guidance in the fourth quarter,” commented Kishore Seendripu, Ph.D., Chairman and CEO.

“We realized partial quarter contribution from the acquisition of Intel’s Home Gateway Platform Division, which has exceeded our initial expectations of revenue and the potential for improving its cost structure. We are benefiting from the strong demand for increased data access bandwidth and its robust distribution inside the home using WiFi-connectivity. Additionally, on September 9, we closed the acquisition of NanoSemi, which will greatly strengthen MaxLinear’s 5G wireless infrastructure product offerings and our competitive positioning in the market. Overall, we are confident in exceeding our prior outlook driven by new product cycles, market share gains in our broadband business, and disciplined expense management,” continued Dr. Seendripu.

Fourth Quarter 2020 Business Outlook

The company expects revenue in the fourth quarter 2020 to be approximately $185 million to $195 million. The Company also estimates the following:
GAAP gross margin of approximately 40% to 44%;
Non-GAAP gross margin of approximately 56% to 59%;
GAAP operating expenses of approximately $107 million to $111 million; and
Non-GAAP operating expenses of approximately $74 million to $78 million.

Webcast and Conference Call

MaxLinear will host its third quarter financial results conference call today, November 5, 2020 at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time). To access this call, dial US toll free: 1-877-407-3109 / International: 1-201-493-6798. A live webcast of the conference call will be accessible from the investor relations section of the MaxLinear website at https://investors.maxlinear.com, and will be archived and available after the call at https://investors.maxlinear.com until November 20, 2020. A replay of the conference call will also be available until November 19, 2020 by dialing US toll free: 1-877-660-6853 / International: 1-201-612-7415 and Conference ID#: 13711771.
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Cautionary Note Concerning Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, among others, statements concerning our future financial performance (including specifically our current guidance for fourth quarter 2020 revenue, gross margins, and operating expenses) and statements concerning expectations of potential developments in our target markets, including management’s views with respect to the prospects for and trends in our broadband, connected home and 5G wireless and fiber-optic high-speed interconnect infrastructure markets. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to be materially different from any future results expressed or implied by the forward-looking statements. Forward-looking statements are based on management’s current, preliminary expectations and are subject to various risks and uncertainties. In particular, our future operating results are substantially dependent on our assumptions about market trends and conditions and our expectations with respect to the impact of our acquisitions of the Home Gateway Platform Division of Intel Corporation, which we refer to as the WiFi and Broadband assets business and NanoSemi, Inc. With respect to our acquisitions of the WiFi and Broadband assets business and NanoSemi, we face particular risks associated with our ability to successfully complete the integration of the acquired businesses and maintain relationships with employees, customers, and vendors. The WiFi and Broadband assets business and NanoSemi operate in jurisdictions materially affected by the novel coronavirus (COVID-19) pandemic, which enhances integration risks, particularly relating to employee hiring and retention. The WiFi and Broadband assets business and NanoSemi have operations that differ from those of MaxLinear, and we may be unable to realize anticipated strategic, financial, and operating synergies. In addition, we have incurred incremental acquisition-related indebtedness, which will enhance specific risks relating to our ability to service interest and principal payments on our combined indebtedness and limitations on our operating flexibility based on financial and operating covenants in the applicable term loan agreements, including (without limitation) debt covenant restrictions that may limit our ability to obtain additional financing, issue guarantees, create liens, make certain restricted payments or repay certain obligations or to pursue future acquisitions. Additional risks and uncertainties affecting our business and future operating results include, without limitation, the on-going impact of the COVID-19 pandemic, including whether and the extent to which we will continue to benefit from work-from-home and similar initiatives as the situation progresses; risks associated with our ability to realize improved profitability from our WiFi and Broadband assets business and Nanosemi; intense competition in our industry; our dependence on a limited number of customers for a substantial portion of our revenues; potential uncertainties arising from continued consolidation among cable television and satellite operators in our target markets and continued consolidation among competitors within the semiconductor industry generally; our ability to develop and introduce new and enhanced products on a timely basis and achieve market acceptance of those products, particularly as we seek to expand outside of our historic markets; impact of the COVID-19 pandemic on customer demand and on our business and global financial markets in general; potential decreases in average selling prices for our products; risks relating to intellectual property protection and the prevalence of intellectual property litigation in our industry; our reliance on a limited number of third party manufacturers; our lack of long-term supply contracts and dependence on limited sources of supply; uncertainties concerning how end user markets for our products will develop, including in particular markets we have entered more recently such as the 5G wireless and fiber-optic data center high-speed interconnect infrastructure markets but also existing markets such as connected home; and uncertainties concerning the outcome of global trade negotiations, export control limitations, and heightened geopolitical risks generally.
In addition to these risks and uncertainties, investors should review the risks and uncertainties contained in our filings with the Securities and Exchange Commission (SEC), including our most recent Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on February 5, 2020, our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 filed with the SEC on July 23, 2020, and our Current Reports on Form 8-K, as well as the information to be set forth under the caption “Risk Factors” in MaxLinear’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, which we expect to file shortly. All forward-looking statements are based on the estimates, projections and assumptions of management as of November 5, 2020, and MaxLinear is under no obligation (and expressly disclaims any such obligation) to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.
Use of Non-GAAP Financial Measures
To supplement our unaudited consolidated financial statements presented on a basis consistent with GAAP, we disclose certain non-GAAP financial measures, including non-GAAP gross margin, operating expenses, operating expenses as a percentage of revenue, income from operations as percentage of revenue, and diluted earnings per share. These supplemental measures exclude the effects of (i) stock-based compensation expense; (ii) accruals related to our performance based bonus plan for 2020, which we currently intend to settle in shares of our common stock; (iii) accruals related to our performance based bonus plan for 2019, which we settled in shares of common stock in 2020; (iv) amortization of purchased intangible assets and inventory step-up to fair value; (v) depreciation of fixed assets step-up to fair value; (vi) acquisition and integration costs related to our
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acquisitions; (vii) professional fees and settlement costs related to IP and commercial litigation matters; (viii) severance and other restructuring charges; (ix) impairment losses on intangible assets; and (x) non-cash income tax benefits and expenses. These non-GAAP measures are not in accordance with and do not serve as an alternative for GAAP. We believe that these non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our GAAP results of operations. These non-GAAP measures should only be viewed in conjunction with corresponding GAAP measures. We compensate for the limitations of non-GAAP financial measures by relying upon GAAP results to gain a complete picture of our performance.
We believe that non-GAAP financial measures can provide useful information to both management and investors by excluding certain non-cash and other one-time expenses that are not indicative of our core operating results. Among other uses, our management uses non-GAAP measures to compare our performance relative to forecasts and strategic plans and to benchmark our performance externally against competitors. In addition, management’s incentive compensation will be determined in part using these non-GAAP measures because we believe non-GAAP measures better reflect our core operating performance.
The following are explanations of each type of adjustment that we incorporate into non-GAAP financial measures:
Stock-based compensation expense relates to equity incentive awards granted to our employees, directors, and consultants. Our equity incentive plans are important components of our employee incentive compensation arrangements and are reflected as expenses in our GAAP results. Stock-based compensation expense has been and will continue to be a significant recurring expense for MaxLinear. While we include the dilutive impact of equity awards in weighted average shares outstanding, the expense associated with stock-based awards reflects a non-cash charge that we exclude from non-GAAP net income.
Bonuses under our executive and non-executive bonus programs have been excluded from our non-GAAP net income for all periods reported. Bonus payments for the 2019 performance periods were settled through the issuance of shares of common stock under our equity incentive plans in March 2020. We currently expect that bonus awards under our fiscal 2020 program will be settled in common stock in the first quarter of fiscal 2021.
Expenses incurred in relation to acquisitions primarily include amortization of purchased intangible assets and step-up of inventory and fixed assets to fair value, and acquisition and integration costs primarily consisting of professional and consulting fees.
Impairment losses relate to certain intangible assets.
Restructuring charges incurred are related to our restructuring plans which eliminate redundancies and primarily include severance and restructuring costs related to impairment of leased right-of-use assets or from exiting certain facilities.
Expenses incurred in relation to our intellectual property and commercial litigation include professional fees incurred.
Income tax benefits and expense adjustments are those that do not affect cash income taxes payable.
Reconciliations of non-GAAP measures for the historic periods disclosed in this press release appear below. Because of the inherent uncertainty associated with our ability to project future charges, particularly related to stock-based compensation and its related tax effects as well as potential impairments, we have not provided a reconciliation for non-GAAP guidance provided for the fourth quarter 2020.
About MaxLinear, Inc.

MaxLinear, Inc. (NYSE:MXL) is a leading provider of radio frequency (RF), analog, digital and mixed-signal integrated circuits for access and connectivity, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear is headquartered in Carlsbad, California. For more information, please visit www.maxlinear.com.
MXL is MaxLinear’s registered trademark. Other trademarks appearing herein are the property of their respective owners.
MaxLinear, Inc. Investor Relations Contact:
Steven Litchfield
Tel: 949-333-0080
IR@maxlinear.com


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MAXLINEAR, INC.
UNAUDITED GAAP CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)


Three Months Ended
September 30, 2020June 30, 2020September 30, 2019
Net revenue$156,633 $65,220 $80,020 
Cost of net revenue90,427 32,477 38,116 
Gross profit66,206 32,743 41,904 
Operating expenses:
Research and development55,816 27,984 23,174 
Selling, general and administrative41,685 27,470 21,920 
Restructuring charges3,280 64 144 
Total operating expenses100,781 55,518 45,238 
Loss from operations(34,575)(22,775)(3,334)
Interest income27 31 214 
Interest expense(3,569)(2,183)(2,718)
Other income (expense), net(719)(81)1,098 
Total interest and other income (expense), net(4,261)(2,233)(1,406)
Loss before income taxes(38,836)(25,008)(4,740)
Income tax benefit(2,191)(3,201)(26)
Net loss$(36,645)$(21,807)$(4,714)
Net loss per share:
Basic$(0.50)$(0.30)$(0.07)
Diluted$(0.50)$(0.30)$(0.07)
Shares used to compute net loss per share:
Basic73,402 72,740 71,366 
Diluted73,402 72,740 71,366 


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MAXLINEAR, INC.
UNAUDITED GAAP CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)

Nine Months Ended
September 30, 2020September 30, 2019
Net revenue$283,880 $247,162 
Cost of net revenue154,169 116,101 
Gross profit129,711 131,061 
Operating expenses:
Research and development109,489 74,877 
Selling, general and administrative93,787 67,838 
Impairment losses86 — 
Restructuring charges3,833 2,477 
Total operating expenses207,195 145,192 
Loss from operations(77,484)(14,131)
Interest income283 553 
Interest expense(8,228)(8,546)
Other income (expense), net(620)429 
Total interest and other income (expense), net(8,565)(7,564)
Loss before income taxes(86,049)(21,695)
Income tax benefit(12,128)(9,901)
Net loss$(73,921)$(11,794)
Net loss per share:
Basic$(1.02)$(0.17)
Diluted$(1.02)$(0.17)
Shares used to compute net loss per share:
Basic72,729 70,755 
Diluted72,729 70,755 


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MAXLINEAR, INC.
UNAUDITED GAAP CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)


Three Months Ended
September 30, 2020June 30, 2020September 30, 2019
Operating Activities
Net loss$(36,645)$(21,807)$(4,714)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Amortization and depreciation20,554 16,532 16,419 
Amortization of inventory step-up14,445 — — 
Amortization of debt issuance costs and accretion of discount on debt and leases579 397 380 
Stock-based compensation14,145 12,085 8,359 
Deferred income taxes3,834 (2,879)(1,379)
Impairment of leasehold improvements156 — — 
Impairment of leased right-of-use assets1,464 — — 
(Gain) loss on foreign currency601 20 (183)
Excess tax benefits on stock based awards(152)(472)(61)
Changes in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable(63,569)3,362 280 
Inventory(17,349)(3,184)5,108 
Prepaid expenses and other assets(35,131)(669)960 
Leased right-of-use assets79 (314)1,309 
Accounts payable, accrued expenses and other current liabilities61,958 6,020 (6,313)
Accrued compensation15,364 4,396 730 
Accrued price protection liability12,108 (2,132)2,291 
Lease liabilities(1,566)(1,279)(2,183)
Other long-term liabilities(7,459)(816)749 
Net cash provided by (used in) operating activities(16,584)9,260 21,752 
Investing Activities
Purchases of property and equipment(5,196)(3,901)(1,219)
Purchases of intangible assets(375)(13)(86)
Cash used in acquisitions, net of cash acquired(160,000)— — 
Net cash used in investing activities(165,571)(3,914)(1,305)
Financing Activities
Proceeds from the issuance of debt175,000 — — 
Payment of debt issuance cost(2,696)— — 
Repayment of debt— — (20,000)
Net proceeds from issuance of common stock628 4,154 288 
Minimum tax withholding paid on behalf of employees for restricted stock units(1,393)(1,024)(1,339)
Net cash provided by (used in) financing activities171,539 3,130 (21,051)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(71)513 90 
Increase (decrease) in cash, cash equivalents and restricted cash(10,687)8,989 (514)
Cash, cash equivalents and restricted cash at beginning of period107,429 98,440 67,038 
Cash, cash equivalents and restricted cash at end of period$96,742 $107,429 $66,524 

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MAXLINEAR, INC.
UNAUDITED GAAP CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)



Nine months ended
September 30, 2020September 30, 2019
Operating Activities
Net loss$(73,921)$(11,794)
Adjustments to reconcile net loss to cash provided by (used in) operating activities:
Amortization and depreciation53,819 49,928 
Impairment losses86 — 
Amortization of inventory step-up14,445 — 
Amortization of debt issuance costs and accretion of discount on debt and leases1,386 1,173 
Stock-based compensation33,057 24,313 
Deferred income taxes(5,253)(12,455)
Loss on disposal of property and equipment— 46 
Impairment of leasehold improvements319 1,442 
Impairment of leased right-of-use assets1,508 2,182 
Gain on extinguishment of lease liabilities— (2,880)
Loss on foreign currency375 330 
Excess tax benefits on stock-based awards(530)(3,872)
Changes in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable(54,592)3,160 
Inventory(20,180)3,971 
Prepaid expenses and other assets(34,357)916 
Leased right-of-use assets405 2,935 
Accounts payable, accrued expenses and other current liabilities67,193 (1,431)
Accrued compensation23,121 1,414 
Accrued price protection liability5,439 (2,869)
Lease liabilities(4,275)(6,487)
Other long-term liabilities(8,721)219 
Net cash provided by (used in) operating activities(676)50,241 
Investing Activities
Purchases of property and equipment(10,132)(3,898)
Purchases of intangible assets(388)(86)
Cash used in acquisitions, net of cash acquired(160,000)— 
Net cash used in investing activities(170,520)(3,984)
Financing Activities
Proceeds from the issuance of debt175,000 — 
Payment of debt issuance cost(2,696)— 
Repayment of debt— (50,000)
Net proceeds from issuance of common stock5,270 6,221 
Minimum tax withholding paid on behalf of employees for restricted stock units
(2,892)(11,166)
Net cash provided by (used in) financing activities174,682 (54,945)
Effect of exchange rate changes on cash, cash equivalents and restricted cash139 1,021 
Increase (decrease) in cash, cash equivalents and restricted cash3,625 (7,667)
Cash, cash equivalents and restricted cash at beginning of period93,117 74,191 
Cash, cash equivalents and restricted cash at end of period$96,742 $66,524 

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MAXLINEAR, INC.
UNAUDITED GAAP CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)


September 30, 2020June 30, 2020September 30, 2019
Assets
Current assets:
Cash and cash equivalents$96,570 $107,362 $66,115 
Short-term restricted cash111 345 
Accounts receivable, net105,355 41,434 56,339 
Inventory104,471 34,284 37,642 
Prepaid expenses and other current assets43,546 7,489 4,679 
Total current assets350,053 190,578 165,120 
Long-term restricted cash61 58 64 
Property and equipment, net37,258 18,059 15,204 
Leased right-of-use assets11,876 8,942 18,719 
Intangible assets, net232,148 159,441 202,217 
Goodwill302,576 238,330 238,330 
Deferred tax assets72,537 76,371 64,046 
Other long-term assets1,270 1,281 3,065 
Total assets$1,007,779 $693,060 $706,765 
Liabilities and stockholders’ equity
Current liabilities$211,374 $69,964 $63,119 
Long-term lease liabilities9,406 6,833 14,995 
Long-term debt372,457 207,486 206,622 
Other long-term liabilities17,734 6,802 8,678 
Stockholders’ equity396,808 401,975 413,351 
Total liabilities and stockholders’ equity$1,007,779 $693,060 $706,765 

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MAXLINEAR, INC.
UNAUDITED RECONCILIATION OF NON-GAAP ADJUSTMENTS
(in thousands, except per share data)


Three Months Ended
September 30, 2020June 30, 2020September 30, 2019
GAAP gross profit$66,206 $32,743 $41,904 
Stock-based compensation143 126 151 
Performance based equity180 109 — 
Amortization of inventory step-up14,445 — — 
Amortization of purchased intangible assets9,901 8,581 8,477 
Non-GAAP gross profit90,875 41,559 50,532 
GAAP R&D expenses55,816 27,984 23,174 
Stock-based compensation(6,056)(5,040)(4,155)
Performance based equity(6,190)(2,054)(45)
Non-GAAP R&D expenses43,570 20,890 18,974 
GAAP SG&A expenses41,685 27,470 21,920 
Stock-based compensation(7,349)(6,920)(4,068)
Performance based equity(2,991)(1,144)(279)
Amortization of purchased intangible assets(6,057)(5,549)(5,722)
Acquisition and integration costs(7,762)(2,090)— 
IP litigation costs, net(35)(54)(71)
Non-GAAP SG&A expenses17,491 11,713 11,780 
GAAP restructuring expenses3,280 64 144 
Restructuring charges(3,280)(64)(144)
Non-GAAP restructuring expenses— — — 
GAAP loss from operations(34,575)(22,775)(3,334)
Total non-GAAP adjustments64,389 31,731 23,112 
Non-GAAP income from operations29,814 8,956 19,778 
GAAP and non-GAAP interest and other income (expense), net(4,261)(2,233)(1,406)
Non-recurring gain on reversal of liability— — (1,006)
Non-GAAP interest and other income (expense), net(4,261)(2,233)(2,412)
GAAP loss before income taxes(38,836)(25,008)(4,740)
Total non-GAAP adjustments64,389 31,731 22,106 
Non-GAAP income before income taxes25,553 6,723 17,366 
GAAP income tax benefit(2,191)(3,201)(26)
Adjustment for non-cash tax benefits/expenses3,724 3,605 894 
Non-GAAP income tax provision1,533 404 868 
GAAP net loss(36,645)(21,807)(4,714)
Total non-GAAP adjustments before income taxes64,389 31,731 22,106 
Less: total tax adjustments3,724 3,605 894 
Non-GAAP net income$24,020 $6,319 $16,498 
Shares used in computing non-GAAP basic net income per share73,402 72,740 71,366 
Shares used in computing non-GAAP diluted net income per share75,324 73,772 72,506 
Non-GAAP basic net income per share$0.33 $0.09 $0.23 
Non-GAAP diluted net income per share$0.32 $0.09 $0.23 


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MAXLINEAR, INC.
UNAUDITED RECONCILIATION OF NON-GAAP ADJUSTMENTS
(in thousands, except per share data)

Nine Months Ended
September 30, 2020September 30, 2019
GAAP gross profit$129,711 $131,061 
Stock-based compensation417 428 
Performance based equity358 73 
Amortization of inventory step-up14,445 — 
Amortization of purchased intangible assets27,063 25,379 
Non-GAAP gross profit171,994 156,941 
GAAP R&D expenses109,489 74,877 
Stock-based compensation(14,842)(12,590)
Performance based equity(9,994)(970)
Depreciation of fixed asset step-up— (6)
Non-GAAP R&D expenses84,653 61,311 
GAAP SG&A expenses93,787 67,838 
Stock-based compensation(17,202)(11,295)
Performance based equity(5,271)(1,218)
Amortization of purchased intangible assets(17,329)(17,312)
Acquisition and integration costs(13,122)— 
IP litigation costs, net(149)(84)
Non-GAAP SG&A expenses40,714 37,929 
GAAP impairment losses86 — 
Impairment losses(86)— 
Non-GAAP impairment losses— — 
GAAP restructuring expenses3,833 2,477 
Restructuring charges(3,833)(2,477)
Non-GAAP restructuring expenses— — 
GAAP loss from operations(77,484)(14,131)
Total non-GAAP adjustments124,111 71,832 
Non-GAAP income from operations46,627 57,701 
GAAP and non-GAAP interest and other income (expense), net(8,565)(7,564)
Non-recurring gain on reversal of liability— (1,006)
Non-GAAP interest and other income (expense), net(8,565)(8,570)
GAAP loss before income taxes(86,049)(21,695)
Total non-GAAP adjustments124,111 70,826 
Non-GAAP income before income taxes38,062 49,131 
GAAP income tax benefit(12,128)(9,901)
Adjustment for non-cash tax benefits/expenses14,412 12,993 
Non-GAAP income tax provision2,284 3,092 
GAAP net loss(73,921)(11,794)
Total non-GAAP adjustments before income taxes124,111 70,826 
Less: total tax adjustments14,412 12,993 
Non-GAAP net income$35,778 $46,039 
Shares used in computing non-GAAP basic net income per share72,729 70,755 
Shares used in computing non-GAAP diluted net income per share73,925 72,270 
Non-GAAP basic net income per share$0.49 $0.65 
Non-GAAP diluted net income per share$0.48 $0.64 

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MAXLINEAR, INC.
UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES


Three Months Ended
September 30, 2020June 30, 2020September 30, 2019
GAAP gross profit42.3 %50.2 %52.4 %
Stock-based compensation0.1 %0.2 %0.2 %
Performance based equity0.1 %0.2 %— %
Amortization of inventory step-up9.2 %— %— %
Amortization of purchased intangible assets6.3 %13.2 %10.6 %
Non-GAAP gross profit58.0 %63.7 %63.1 %
GAAP R&D expenses35.6 %42.9 %29.0 %
Stock-based compensation(3.9)%(7.7)%(5.2)%
Performance based equity(4.0)%(3.2)%(0.1)%
Amortization of purchased intangible assets— %— %— %
Non-GAAP R&D expenses27.8 %32.0 %23.7 %
GAAP SG&A expenses26.6 %42.1 %27.4 %
Stock-based compensation(4.7)%(10.6)%(5.1)%
Performance based equity(1.9)%(1.8)%(0.4)%
Amortization of purchased intangible assets(3.9)%(8.5)%(7.2)%
Acquisition and integration costs(5.0)%(3.2)%— %
IP litigation costs, net— %(0.1)%(0.1)%
Non-GAAP SG&A expenses11.2 %18.0 %14.7 %
GAAP restructuring expenses2.1 %0.1 %0.2 %
Restructuring charges(2.1)%(0.1)%(0.2)%
Non-GAAP restructuring expenses— %— %— %
GAAP loss from operations(22.1)%(34.9)%(4.2)%
Total non-GAAP adjustments41.1 %48.7 %28.9 %
Non-GAAP income from operations19.0 %13.7 %24.7 %
GAAP interest and other income (expense), net(2.7)%(3.4)%(1.8)%
Nonrecurring gain on reversal of liability— %— %(1.3)%
Non-GAAP interest and other income (expense), net(2.7)%(3.4)%(3.0)%
GAAP loss before income taxes(24.8)%(38.3)%(5.9)%
Total non-GAAP adjustments before income taxes41.1 %48.7 %27.6 %
Non-GAAP income before income taxes16.3 %10.3 %21.7 %
GAAP income tax benefit(1.4)%(4.9)%— %
Adjustment for non-cash tax benefits/expenses2.4 %5.5 %1.1 %
Non-GAAP income tax provision1.0 %0.6 %1.1 %
GAAP net loss(23.4)%(33.4)%(5.9)%
Total non-GAAP adjustments before income taxes41.1 %48.7 %27.6 %
Less: total tax adjustments2.4 %5.5 %1.1 %
Non-GAAP net income 15.3 %9.7 %20.6 %



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MAXLINEAR, INC.
UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

Nine Months Ended
September 30, 2020September 30, 2019
GAAP gross profit45.7 %53.0 %
Stock-based compensation0.2 %0.2 %
Performance based equity0.1 %0.0 %
Amortization of inventory step-up5.1 %0.0 %
Amortization of purchased intangible assets9.5 %10.3 %
Non-GAAP gross profit60.6 %63.5 %
GAAP R&D expenses38.6 %30.3 %
Stock-based compensation(5.2)%(5.1)%
Performance based equity(3.5)%(0.4)%
Amortization of purchased intangible assets0.0 %0.0 %
Depreciation of fixed asset step-up— %— %
Non-GAAP R&D expenses29.8 %24.8 %
GAAP SG&A expenses33.0 %27.4 %
Stock-based compensation(6.1)%(4.6)%
Performance based equity(1.9)%(0.5)%
Amortization of purchased intangible assets(6.1)%(7.0)%
Acquisition and integration costs(4.6)%— %
IP litigation costs, net(0.1)%— %
Non-GAAP SG&A expenses14.3 %15.3 %
GAAP impairment losses0.03 %— %
Impairment losses(0.03)%— %
Non-GAAP impairment losses— %— %
GAAP restructuring expenses1.4 %1.0 %
Restructuring charges(1.4)%(1.0)%
Non-GAAP restructuring expenses— %— %
GAAP loss from operations(27.3)%(5.7)%
Total non-GAAP adjustments43.7 %29.1 %
Non-GAAP income from operations16.4 %23.4 %
GAAP interest and other income (expense), net(3.0)%(3.1)%
Nonrecurring gain on reversal of liability0.0 %(0.4)%
Non-GAAP interest and other income (expense), net(3.0)%(3.5)%
GAAP loss before income taxes(30.3)%(8.8)%
Total non-GAAP adjustments before income taxes43.7 %28.7 %
Non-GAAP income before income taxes13.4 %19.9 %
GAAP income tax benefit(4.3)%(4.0)%
Adjustment for non-cash tax benefits/expenses5.1 %5.3 %
Non-GAAP income tax provision0.8 %1.3 %
GAAP net loss(26.0)%(4.8)%
Total non-GAAP adjustments before income taxes43.7 %28.7 %
Less: total tax adjustments5.1 %5.3 %
Non-GAAP net income12.6 %18.6 %

13