EX-99.1 2 mxl2015630-exhibit991.htm EXHIBIT 99.1 MXL 2015.6.30-Exhibit 99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
MaxLinear, Inc. Announces Second Quarter 2015 Financial Results
$70.8 Million Second Quarter Revenue Grows 99 percent Year-over-Year
Carlsbad, Calif. – August 10th, 2015 – MaxLinear, Inc. (NYSE: MXL), a provider of integrated, radio-frequency (RF) and mixed-signal integrated circuits for broadband communications, Pay-TV and the connected home, and data center, metro, and long-haul transport network applications, today announced financial results for the second quarter ended June 30, 2015.
Management Commentary
“We are pleased to announce our first quarterly results reflecting contribution from the acquisition of Entropic Communications, with second quarter of 2015 revenue of $70.8 million, representing growth of approximately 100 percent both year-over-year and on a sequential basis, which was above the midpoint of our prior guidance,” commented Kishore Seendripu, Ph.D., Chairman and CEO. “This quarter’s revenue strength was driven by a combination of continued growth in shipments of our core MaxLinear product family, combined with two months of contribution from Entropic. Particular areas of strength in the quarter were the continued ramp of Full Spectrum Capture (FSC™) satellite gateway receiver SoC’s and digital outdoor unit channel-stacking solutions, combined with strong demand for analog channel-stacking and Entropic legacy video SoCs for the Pay-TV operator market. In our core operator market, we benefited from the continued shift toward higher-channel-count DOCSIS 3.0 modems and gateways, resulting in double-digit sequential growth in cable data revenue, which was partially offset by seasonal softness in non-operator terrestrial TV and set-top box solutions. This quarter’s strong operating cash flow generation is not only reflective of strength in the core MaxLinear business, but also of the momentum and progress made towards the integration of Entropic, and we continue to be committed to delivering meaningful operational synergies and leverage in the business as we progress through the remainder of 2015 and look forward into 2016.”
Generally Accepted Accounting Principles (GAAP) Results
Net revenue for the second quarter of 2015 was $70.8 million, an increase of 100 percent compared to the first quarter of 2015, and an increase of 99 percent compared to the second quarter of 2014. Gross profit for the second quarter of 2015 was 38.0 percent of revenue, compared to 61.2 percent for the first quarter of 2015, and 62.5 percent for the second quarter of 2014. The gross profit for the second quarter of 2015 was impacted by $13.3 million in amortization of inventory step-up and $1.1 million in amortization of intangible assets related to the Entropic acquisition.
Net loss for the second quarter of 2015 was $30.6 million, or $0.58 per share (diluted), which also included approximately $2.8 million in fees and expenses related to our acquisition of Entropic Communications, $9.1 million and $0.1 million in amortization of intangible assets related to the Entropic and Physpeed acquisitions, respectively, and $11.4 million in restructuring charges related to the acquisition of Entropic. These results compare to a net loss of $4.7 million, or $0.12 per share (diluted), for the first quarter of 2015, and net loss of $0.6 million, or $0.02 per share (diluted), for the second quarter of 2014.
Cash flow provided by operations for the second quarter of 2015 totaled $4.6 million, compared to cash provided by operations of $3.8 million for the first quarter of 2015, and cash provided by operations of $7.6 million for the second quarter of 2014.
Cash, cash equivalents and investments totaled $82.1 million at June 30, 2015, compared to $81.3 million at March 31 2015, and $91.5 million at June 30, 2014.
Non-GAAP Results
Non-GAAP gross profit percentage for the second quarter of 2015 was 58.4 percent of revenue, compared to 61.3 percent for the first quarter of 2015, and 62.6 percent for the second quarter of 2014.




Non-GAAP net income for the second quarter of 2015 was $11.5 million, or $0.21 per share (diluted), compared to $3.6 million, or $0.09 per share (diluted), for the first quarter of 2015, and $5.0 million, or $0.13 per share (diluted), for the second quarter of 2014.
Third Quarter 2015 Revenue and Gross Profit Guidance
We expect revenue in the third quarter of 2015 to be between $90 million and $94 million, and GAAP and non-GAAP gross profit percentages to be 53 percent and 57 percent of revenue, respectively, +/- 2 percent.




Conference Call Details
MaxLinear will host its second quarter 2015 financial results conference call today, August 10, 2015 at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time). To access this call, dial US toll free: 1-888-576-4387 / International: 1-719-325-2491 with conference ID: 8608998. A live webcast of the conference call will be accessible from the investor relations section of the MaxLinear website at http://investors.maxlinear.com, and will be archived and available after the call at http://investors.maxlinear.com until August 24, 2015. A replay of the conference call will also be available until August 24, 2015 by dialing US toll free: 1-888-203-1112 / International: 1-719-457-0820 and referencing passcode: 8608998.





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 our current guidance for third quarter 2015 revenue and gross profit percentage); trends and growth opportunities in our product markets; anticipated benefits and synergies arising from our recent acquisition of Entropic Communications, Inc. ("Entropic"); and opportunities for MaxLinear and Entropic as a combined company. 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. Risks and uncertainties affecting our business, operating results, financial condition, and stock price, include, among others, integration risks arising from our acquisition of Entropic; intense competition in our industry; our dependence on a limited number of customers for a substantial portion of our revenues; uncertainties concerning how end user markets for our products will develop; potential uncertainties arising from continued consolidation among cable television and satellite operators; 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; potential decreases in average selling prices for our products; limited trading volumes; risks relating to intellectual property protection and the prevalence of intellectual property litigation in our industry, including pending litigation against us by a third party with the United States International Trade Commission and in United States District Court in Delaware; our reliance on a limited number of third party manufacturers; and our lack of long-term supply contracts and dependence on limited sources of supply. Risks relating to our recently completed acquisition of Entropic include integrating, restructuring, and achieving currently anticipated synergies; the ability to retain key employees, customers, and suppliers of Entropic or MaxLinear; and other factors generally affecting the business, operating results, and financial condition of either MaxLinear or Entropic or the combined company . 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, as amended by Amendment No. 1 filed with the SEC on March 12, 2015 and our subsequent Forms 10-Q. Additional risks, uncertainties, and other information will be contained in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, which MaxLinear expects to file with the SEC in August 2015.
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 net income, gross profit percentage, and earnings per share. These supplemental measures exclude the effects of (i) stock-based compensation expense and its related tax effect, if any; (ii) an accrual related to our performance based bonus plan for 2015, which if achieved we intend to settle in shares of our class A common stock in 2016; (iii) an accrual related to our performance based bonus plan for 2014, which we settled in stock in May 2015; (iv) amortization of purchased intangible assets; (v) amortization of inventory step-up; (vi) acquisition and integration costs related to our recently completed acquisitions of Physpeed and Entropic; (vii) restricted merger proceeds; (viii) change in fair value of contingent consideration; (ix) severance charges; (x) restructuring charges related to our acquisition of Entropic; (xi) professional fees and settlement costs related to our previously disclosed IP litigation matters; and (xii) release of valuation allowance due to net deferred tax liability acquired. 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. In addition, we exclude the related tax effect of stock-based compensation expense, if any, from non-GAAP net income.




Bonus payments under our executive and non-executive bonus programs have been excluded from our non-GAAP net income for 2015 and 2014. Bonus payments for the 2014 performance period were settled through the issuance of shares of Class A common stock under our equity incentive plans in May 2015, and we currently expect that any bonus payments under our 2015 programs will also be settled in Class A common stock. 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.
Restricted stock units to be granted under our equity incentive plan to Physpeed continuing employees if certain 2015 and 2016 revenue targets are met contingent upon continued employment reflect a non-cash charge that we exclude from non-GAAP net income.
Expenses incurred in relation to acquisitions include amortization of purchased intangible assets, amortization of inventory step-up, acquisition and integration costs primarily consisting of professional and consulting fees, restricted merger proceeds which represent merger proceeds held back from the former principal shareholders of Physpeed which will be paid on a quarterly basis through October 31, 2016 and the change in fair value of contingent consideration.
Restructuring charges incurred are related to our restructuring plan which addresses issues primarily relating to the integration of the Company and Entropic businesses. Severance charges incurred relate primarily to our exit of research and development activities in Shanghai, China and other non-recurring charges related to the termination of employees.
Expenses incurred in relation to our intellectual property litigation include professional fees incurred.
The acquisition of Entropic resulted in a net deferred tax liability, which led to the release of valuation allowance and a benefit for income taxes for the three months ended June 30, 2015.
Reconciliations of non-GAAP measures disclosed in this press release appear below.
About MaxLinear, Inc.
MaxLinear, Inc. is a provider of integrated, radio-frequency (RF) and mixed-signal integrated circuits for broadband communication and data center, metro, and long-haul transport network applications. MaxLinear is located in Carlsbad, California, and its address on the Internet is 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:
Brian Nugent, CFA
Finance and Investor Relations Manager
Tel: 949-333-0237
MaxLinear, Inc. Corporate Contact:
Adam Spice
Chief Financial Officer
Tel: 949-333-0092





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


 
Three Months Ended
 
June 30, 2015
 
March 31, 2015
 
June 30, 2014
Net revenue
$
70,824

 
$
35,396

 
$
35,592

Cost of net revenue
43,882

 
13,725

 
13,346

Gross profit
26,942

 
21,671

 
22,246

Operating expenses:
 
 
 
 
 
Research and development
23,993

 
15,281

 
13,892

Selling, general and administrative
23,620

 
10,944

 
8,688

Restructuring charges
11,389

 

 

Total operating expenses
59,002

 
26,225

 
22,580

Loss from operations
(32,060
)
 
(4,554
)
 
(334
)
Interest income
51

 
70

 
60

Other expense, net
(22
)
 
(34
)
 
(18
)
Loss before income taxes
(32,031
)
 
(4,518
)
 
(292
)
Provision for (benefit from) income taxes
(1,384
)
 
204

 
320

Net loss
$
(30,647
)
 
$
(4,722
)
 
$
(612
)
Net loss per share:
 
 
 
 
 
Basic
$
(0.58
)
 
$
(0.12
)
 
$
(0.02
)
Diluted
$
(0.58
)
 
$
(0.12
)
 
$
(0.02
)
Shares used to compute net loss per share:
 
 
 
 
 
Basic
52,586

 
38,015

 
36,093

Diluted
52,586

 
38,015

 
36,093






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


 
Six Months Ended
 
June 30, 2015
 
June 30, 2014
Net revenue
$
106,220

 
$
68,093

Cost of net revenue
57,607

 
25,794

Gross profit
48,613

 
42,299

Operating expenses:
 
 
 
Research and development
39,274

 
26,987

Selling, general and administrative
34,564

 
16,449

Restructuring charges
11,389

 

Total operating expenses
85,227

 
43,436

Loss from operations
(36,614
)
 
(1,137
)
Interest income
121

 
121

Other expense, net
(56
)
 
(30
)
Loss before income taxes
(36,549
)
 
(1,046
)
Provision for (benefit from) income taxes
(1,180
)
 
428

Net loss
$
(35,369
)
 
$
(1,474
)
Net loss per share:
 
 
 
Basic
$
(0.78
)
 
$
(0.04
)
Diluted
$
(0.78
)
 
$
(0.04
)
Shares used to compute net loss per share:
 
 
 
Basic
45,367

 
35,733

Diluted
45,367

 
35,733







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


 
Three Months Ended
 
June 30, 2015
 
March 31, 2015
 
June 30, 2014
Operating Activities
 
 
 
 
 
Net loss
$
(30,647
)
 
$
(4,722
)
 
$
(612
)
Adjustments to reconcile net loss to cash provided by operating activities:
 
 
 
 
 
Amortization and depreciation
12,227

 
1,639

 
1,071

Amortization of investment premiums, net
55

 
149

 
200

Amortization of inventory step-up
13,286

 

 

Stock-based compensation
6,301

 
3,719

 
3,685

Deferred income taxes
(1,960
)
 

 

Impairment of lease
5,593

 

 

Changes in operating assets and liabilities:
 
 
 
 
 
Accounts receivable
8,319

 
(2,143
)
 
690

Inventory
(9,659
)
 
(1,991
)
 
1,279

Prepaid and other assets
3,800

 
(416
)
 
(300
)
Accounts payable, accrued expenses and other current liabilities
(2,530
)
 
2,832

 
562

Accrued compensation
(371
)
 
1,874

 
170

Deferred revenue and deferred profit
502

 
21

 
(551
)
Accrued price protection liability
(372
)
 
2,647

 
1,132

Other long-term liabilities
90

 
159

 
224

Net cash provided by operating activities
4,634

 
3,768

 
7,550

Investing Activities
 
 
 
 
 
Purchases of property and equipment
(436
)
 
(1,024
)
 
(3,196
)
Cash used in acquisition, net of cash acquired
(3,615
)
 

 

Purchases of available-for-sale securities
(3,815
)
 
(16,153
)
 
(11,065
)
Maturities of available-for-sale securities
36,918

 
16,190

 
10,800

Net cash provided by (used in) investing activities
29,052

 
(987
)
 
(3,461
)
Financing Activities
 
 
 
 
 
Repurchases of common stock
(101
)
 

 

Net proceeds from issuance of common stock
3,207

 
248

 
1,510

Minimum tax withholding paid on behalf of employees for restricted stock units
(2,896
)
 
(265
)
 
(2,852
)
Equity issuance costs
(8
)
 
(697
)
 

Net cash provided by (used in) financing activities
202

 
(714
)
 
(1,342
)
Effect of exchange rate changes on cash and cash equivalents
74

 
6

 
1

Increase in cash and cash equivalents
33,962

 
2,073

 
2,748

Cash and cash equivalents at beginning of period
22,769

 
20,696

 
28,500

Cash and cash equivalents at end of period
$
56,731

 
$
22,769

 
$
31,248






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


 
Six Months Ended
 
June 30, 2015
 
June 30, 2014
Operating Activities
 
 
 
Net loss
$
(35,369
)
 
$
(1,474
)
Adjustments to reconcile net loss to cash provided by operating activities:
 
 
 
Amortization and depreciation
13,866

 
2,205

Amortization of investment premiums, net
204

 
410

Amortization of inventory step-up
13,286

 

Stock-based compensation
10,020

 
7,078

Deferred income taxes
(1,960
)
 
11

Impairment of lease
5,593

 

Changes in operating assets and liabilities:
 
 
 
Accounts receivable
6,176

 
(630
)
Inventory
(11,650
)
 
269

Prepaid and other assets
3,384

 
(342
)
Accounts payable, accrued expenses and other current liabilities
302

 
1,152

Accrued compensation
1,503

 
2,209

Deferred revenue and deferred profit
523

 
(22
)
Accrued price protection liability
2,275

 
495

Other long-term liabilities
249

 
280

Net cash provided by operating activities
8,402

 
11,641

Investing Activities
 
 
 
Purchases of property and equipment
(1,460
)
 
(4,641
)
Cash used in acquisition, net of cash acquired
(3,615
)
 

Purchases of available-for-sale securities
(19,968
)
 
(29,764
)
Maturities of available-for-sale securities
53,108

 
28,995

Net cash provided by (used in) investing activities
28,065

 
(5,410
)
Financing Activities
 
 
 
Repurchases of common stock
(101
)
 

Net proceeds from issuance of common stock
3,455

 
1,559

Minimum tax withholding paid on behalf of employees for restricted stock units
(3,161
)
 
(2,988
)
Equity issuance costs
(705
)
 

Net cash used in financing activities
(512
)
 
(1,429
)
Effect of exchange rate changes on cash and cash equivalents
80

 
(4
)
Increase in cash and cash equivalents
36,035

 
4,798

Cash and cash equivalents at beginning of period
20,696

 
26,450

Cash and cash equivalents at end of period
$
56,731

 
$
31,248







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


 
June 30, 2015
 
March 31, 2015
 
June 30, 2014
Assets
 
 
 
 
 
Current assets:
 
 
 
 
 
Cash and cash equivalents
$
56,731

 
$
22,769

 
$
31,248

Short-term investments, available-for-sale
16,638

 
42,173

 
43,875

Accounts receivable, net
41,561

 
20,666

 
20,688

Inventory
38,822

 
12,849

 
9,763

Prepaid expenses and other current assets
5,297

 
3,574

 
1,960

Total current assets
159,049

 
102,031

 
107,534

Property and equipment, net
23,123

 
11,264

 
9,858

Long-term investments, available-for-sale
8,706

 
16,332

 
16,385

Intangible assets, net
93,377

 
10,191

 
590

Goodwill
48,888

 
1,201

 

Other long-term assets
6,158

 
490

 
596

Total assets
$
339,301

 
$
141,509

 
$
134,963

 
 
 
 
 
 
Liabilities and stockholders’ equity
 
 
 
 
 
Current liabilities
$
74,236

 
$
39,858

 
$
37,726

Other long-term liabilities
10,723

 
3,522

 
1,373

Total stockholders’ equity
254,342

 
98,129

 
95,864

Total liabilities and stockholders’ equity
$
339,301

 
$
141,509

 
$
134,963






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


 
Three Months Ended
 
June 30, 2015
 
March 31, 2015
 
June 30, 2014
GAAP net loss
$
(30,647
)
 
$
(4,722
)
 
$
(612
)
Stock-based compensation:
 
 
 
 
 
Cost of net revenue
61

 
35

 
32

Research and development
3,053

 
2,340

 
2,384

Selling, general and administrative
1,680

 
1,344

 
1,269

Total stock-based compensation
4,794

 
3,719

 
3,685

Share-based bonus plan*:
 
 
 
 
 
Cost of net revenue
6

 
5

 
13

Research and development
1,479

 
313

 
657

Selling, general and administrative
556

 
346

 
564

Total share-based bonus plan
2,041

 
664

 
1,234

Amortization of purchased intangible assets:
 
 
 
 
 
Cost of net revenue
1,052

 

 

Research and development
96

 
116

 

Selling, general and administrative
7,985

 

 

Total amortization of purchased intangible assets
9,133

 
116

 

Amortization of inventory step-up
13,286

 

 

Acquisition and integration costs
2,813

 
2,504

 

Restricted merger proceeds
208

 
208

 

Change in fair value of contingent consideration
51

 
(183
)
 

Severance charges
38

 
672

 

Restructuring charges
11,389

 

 

IP litigation costs, net
364

 
627

 
668

Release of valuation allowance due to net deferred tax liability acquired
(1,933
)
 

 

Non-GAAP net income
$
11,537

 
$
3,605

 
$
4,975

Shares used in computing non-GAAP basic net income per share
52,586

 
38,015

 
36,093

Shares used in computing GAAP diluted net loss per share
52,586

 
38,015

 
36,093

Dilutive common stock equivalents
2,536

 
2,027

 
2,682

Shares used in computing non-GAAP diluted net income per share
55,122

 
40,042

 
38,775

Non-GAAP basic net income per share
$
0.22

 
$
0.09

 
$
0.14

Non-GAAP diluted net income per share
$
0.21

 
$
0.09

 
$
0.13

*
Share-based bonus plan for the three months ended June 30, 2015 and March 31, 2015 relates to an accrual related to our performance based bonus plan for 2015, which will be settled in stock in 2016. For the three months ended June 30, 2015 and March 31, 2015, the share-based bonus plan also included an increase (decrease) of $0.3 million and ($0.1) million, respectively, for the accrual of restricted stock unit awards to be granted to Physpeed continuing employees contingent upon continued employment and the achievement of certain 2015 and 2016 revenue milestones. Share-based bonus plan for the three months ended June 30, 2014 relates to an accrual related to our performance based bonus plan for 2014, which was settled in stock in May 2015.





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


 
Six Months Ended
 
June 30, 2015
 
June 30, 2014
GAAP net loss
$
(35,369
)
 
$
(1,474
)
Stock-based compensation:
 
 
 
Cost of net revenue
96

 
61

Research and development
5,393

 
4,578

Selling, general and administrative
3,024

 
2,439

Total stock-based compensation
8,513

 
7,078

Share-based bonus plan*:
 
 
 
Cost of net revenue
11

 
22

Research and development
1,792

 
1,148

Selling, general and administrative
902

 
937

Total share-based bonus plan
2,705

 
2,107

Amortization of purchased intangible assets:
 
 
 
Cost of net revenue
1,052

 

Research and development
212

 

Selling, general and administrative
7,985

 

Total amortization of purchased intangible assets
9,249

 

Amortization of inventory step-up
13,286

 

Acquisition and integration costs
5,317

 

Restricted merger proceeds
416

 

Change in fair value of contingent consideration
(131
)
 

Severance charges
710

 

Restructuring charges
11,389

 

IP litigation costs, net
991

 
1,008

Release of valuation allowance due to net deferred tax liability acquired
(1,933
)
 

Non-GAAP net income
$
15,143

 
$
8,719

Shares used in computing non-GAAP basic net income per share
45,367

 
35,733

Shares used in computing GAAP diluted net loss per share
45,367

 
35,733

Dilutive common stock equivalents
2,281

 
2,816

Shares used in computing non-GAAP diluted net income per share
47,648

 
38,549

Non-GAAP basic net income per share
$
0.33

 
$
0.24

Non-GAAP diluted net income per share
$
0.32

 
$
0.13

*
Share-based bonus plan for the six months ended June 30, 2015 primarily relates to an accrual related to our performance based bonus plan for 2015, which will be settled in stock in 2016, increased by $0.2 million for the accrual of restricted stock unit awards to be granted to Physpeed continuing employees contingent upon continued employment and the achievement of certain 2015 and 2016 revenue milestones. Share-based bonus plan for the six months ended June 30, 2014 relates to an accrual related to our performance based bonus plan for 2014, which was settled in stock in May 2015.







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


 
Three Months Ended
 
June 30, 2015
 
March 31, 2015
 
June 30, 2014
GAAP gross profit as a % of revenue
38.0
 %
 
61.2
 %
 
62.5
 %
Stock-based compensation:
 
 
 
 
 
Cost of net revenue
0.1
 %
 
0.1
 %
 
0.1
 %
Share-based bonus plan:
 
 
 
 
 
Cost of net revenue
 %
 
 %
 
 %
Amortization of purchased intangibles:
 
 
 
 
 
Cost of net revenue
1.5
 %
 
 %
 
 %
Amortization of inventory step-up
18.8
 %
 
 %
 
 %
Non-GAAP gross profit as a % of revenue
58.4
 %
 
61.3
 %
 
62.6
 %
 
 
 
 
 
 
GAAP loss from operations as a % of revenue
(45.3
)%
 
(12.9
)%
 
(0.9
)%
Stock-based compensation:
 
 
 
 
 
Cost of net revenue
0.1
 %
 
0.1
 %
 
0.1
 %
Research and development
4.3
 %
 
6.6
 %
 
6.7
 %
Selling, general and administrative
2.4
 %
 
3.8
 %
 
3.6
 %
Share-based bonus plan:
 
 
 
 
 
Cost of net revenue
 %
 
 %
 
 %
Research and development
2.1
 %
 
0.9
 %
 
1.8
 %
Selling, general and administrative
0.8
 %
 
1.0
 %
 
1.6
 %
Amortization of purchased intangible assets:
 
 
 
 
 
Cost of net revenue
1.5
 %
 
 %
 
 %
Research and development
0.1
 %
 
0.3
 %
 
 %
Selling, general and administrative
11.3
 %
 
 %
 
 %
Amortization of inventory step-up
18.8
 %
 
 %
 
 %
Acquisition and integration costs
4.0
 %
 
7.1
 %
 
 %
Restricted merger proceeds
0.3
 %
 
0.6
 %
 
 %
Change in fair value of contingent consideration
0.1
 %
 
(0.5
)%
 
 %
Severance charges
0.1
 %
 
1.9
 %
 
 %
Restructuring charges
16.1
 %
 
 %
 
 %
IP litigation costs, net
0.5
 %
 
1.8
 %
 
1.9
 %
Non-GAAP income from operations as a % of revenue
17.2
 %
 
10.7
 %
 
14.8
 %





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


 
Six Months Ended
 
June 30, 2015
 
June 30, 2014
GAAP gross profit as a % of revenue
45.8
 %
 
62.1
 %
Stock-based compensation:
 
 
 
Cost of net revenue
0.1
 %
 
0.1
 %
Share-based bonus plan:
 
 
 
Cost of net revenue
 %
 
 %
Amortization of purchased intangibles:
 
 
 
Cost of net revenue
1.0
 %
 
 %
Amortization of inventory step-up
12.5
 %
 
 %
Non-GAAP gross profit as a % of revenue
59.4
 %
 
62.2
 %
 
 
 
 
GAAP loss from operations as a % of revenue
(34.5
)%
 
(1.7
)%
Stock-based compensation:
 
 
 
Cost of net revenue
0.1
 %
 
0.1
 %
Research and development
5.1
 %
 
6.7
 %
Selling, general and administrative
2.8
 %
 
3.6
 %
Share-based bonus plan:
 
 
 
Cost of net revenue
 %
 
 %
Research and development
1.7
 %
 
1.7
 %
Selling, general and administrative
0.8
 %
 
1.4
 %
Amortization of purchased intangible assets:
 
 
 
Cost of net revenue
1.0
 %
 
 %
Research and development
0.2
 %
 
 %
Selling, general and administrative
7.5
 %
 
 %
Amortization of inventory step-up
12.5
 %
 
 %
Acquisition and integration costs
5.0
 %
 
 %
Restricted merger proceeds
0.4
 %
 
 %
Change in fair value of contingent consideration
(0.1
)%
 
 %
Severance charges
0.7
 %
 
 %
Restructuring charges
10.7
 %
 
 %
IP litigation costs, net
0.9
 %
 
1.5
 %
Non-GAAP income from operations as a % of revenue
14.8
 %
 
13.3
 %