Document and Entity Information
Document and Entity Information - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 22, 2020 | |
Entity Listings [Line Items] | ||
Entity Registrant Name | MaxLinear Inc. | |
Entity Central Index Key | 0001288469 | |
Entity File Number | 001-34666 | |
Entity Tax Identification Number | 14-1896129 | |
Entity Address, Address Line One | 5966 La Place Court, Suite 100, | |
Entity Address, City or Town | Carlsbad | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92008 | |
City Area Code | 760 | |
Local Phone Number | 692-0711 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Interactive Data Current | Yes | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Amendment Flag | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Incorporation, State or Country Code | DE | |
Entity Common Stock, Shares Outstanding | 72,356,711 | |
Entity Listing, Par Value Per Share | $ 0.0001 | |
NEW YORK STOCK EXCHANGE, INC. [Member] | ||
Entity Listings [Line Items] | ||
Trading Symbol | MXL | |
Title of 12(b) Security | Common stock | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 98,373 | $ 92,708 |
Short-term restricted cash | 10 | 349 |
Accounts receivable, net | 44,796 | 50,411 |
Inventory | 31,088 | 31,510 |
Prepaid expenses and other current assets | 6,342 | 6,792 |
Total current assets | 180,609 | 181,770 |
Long-term restricted cash | 57 | 60 |
Property and equipment, net | 15,751 | 16,613 |
Leased right-of-use assets | 9,864 | 10,978 |
Intangible assets, net | 173,570 | 187,971 |
Goodwill | 238,330 | 238,330 |
Deferred tax assets | 73,492 | 67,284 |
Other long-term assets | 1,752 | 2,785 |
Total assets | 693,425 | 705,791 |
Current liabilities: | ||
Accounts payable | 13,597 | 13,442 |
Accrued price protection liability | 8,024 | 12,557 |
Accrued expenses and other current liabilities | 30,661 | 31,171 |
Accrued compensation | 10,146 | 9,392 |
Total current liabilities | 62,428 | 66,562 |
Long-term lease liabilities | 8,029 | 9,335 |
Long-term debt | 207,197 | 206,909 |
Other long-term liabilities | 7,614 | 8,065 |
Total liabilities | 285,268 | 290,871 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 25,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock, $0.0001 par value; 550,000 shares authorized; 72,345 shares issued and outstanding at March 31, 2020 and 71,931 shares issued and outstanding December 31, 2019 | 7 | 7 |
Additional paid-in capital | 539,035 | 529,596 |
Accumulated other comprehensive loss | (1,620) | (887) |
Accumulated deficit | (129,265) | (113,796) |
Total stockholders’ equity | 408,157 | 414,920 |
Total liabilities and stockholders’ equity | $ 693,425 | $ 705,791 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - $ / shares shares in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (shares) | 25,000 | 25,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 550,000 | 550,000 |
Common stock, shares issued (shares) | 72,345 | 71,549 |
Common stock, shares outstanding (shares) | 72,345 | 71,549 |
Consolidated Statement of Opera
Consolidated Statement of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Net revenue | $ 62,027 | $ 84,635 |
Cost of net revenue | 31,265 | 39,558 |
Gross profit | 30,762 | 45,077 |
Operating expenses: | ||
Research and development | 25,689 | 27,399 |
Selling, general and administrative | 24,632 | 23,591 |
Impairment losses | 86 | 0 |
Restructuring charges | 489 | 1,917 |
Total operating expenses | 50,896 | 52,907 |
Loss from operations | (20,134) | (7,830) |
Interest income | 225 | 147 |
Interest expense | (2,476) | (2,975) |
Other income (expense), net | 180 | (655) |
Total interest and other income (expense), net | (2,071) | (3,483) |
Loss before income taxes | (22,205) | (11,313) |
Income tax benefit | (6,736) | (6,462) |
Net loss | $ (15,469) | $ (4,851) |
Net loss per share: | ||
Basic (usd per share) | $ (0.21) | $ (0.07) |
Diluted (usd per share) | $ (0.21) | $ (0.07) |
Shares used to compute net loss per share: | ||
Basic (shares) | 72,039 | 69,968 |
Diluted (shares) | 72,039 | 69,968 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (15,469) | $ (4,851) |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments, net of tax benefit of $9 and $1 for the three months ended March 31, 2020 and 2019, respectively | (580) | 513 |
Unrealized loss on interest rate swap, net of tax benefit of $41 and $130 for the three months ended March 31, 2020 and 2019, respectively | (153) | (488) |
Other comprehensive income (loss) | (733) | 25 |
Total comprehensive loss | $ (16,202) | $ (4,826) |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Foreign currency translation adjustment, tax (expense) benefit | $ 9 | $ 1 |
Unrealized gain(loss) on interest rate swap, tax (expense) benefit | $ 41 | $ 130 |
Consolidated Statement of Stock
Consolidated Statement of Stockholder's Equity Statement - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Accumulated Deficit [Member] |
Shares issued, beginning of period (in shares) at Dec. 31, 2018 | 69,551 | ||||
Total stockholders' equity, beginning of period at Dec. 31, 2018 | $ 399,936 | $ 7 | $ 493,287 | $ 272 | $ (93,630) |
Common Stock Issued Pursuant To Equity Awards Net Shares | 981 | ||||
Common stock issued pursuant to equity awards, net, value | 5,615 | 5,615 | |||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | 7,747 | 7,747 | |||
Cumulative Effect on Retained Earnings, Net of Tax | (268) | (268) | |||
Other Comprehensive Income (Loss), Net of Tax | 25 | 25 | |||
Net income (loss) | (4,851) | (4,851) | |||
Total stockholders' equity, end of period at Mar. 31, 2019 | 408,204 | $ 7 | 506,649 | 297 | (98,749) |
Shares issued, end of period (in shares) at Mar. 31, 2019 | 70,532 | ||||
Shares issued, beginning of period (in shares) at Dec. 31, 2019 | 71,931 | ||||
Total stockholders' equity, beginning of period at Dec. 31, 2019 | 414,920 | $ 7 | 529,596 | (887) | (113,796) |
Common Stock Issued Pursuant To Equity Awards Net Shares | 414 | ||||
Common stock issued pursuant to equity awards, net, value | 2,612 | 2,612 | |||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | 6,827 | 6,827 | |||
Other Comprehensive Income (Loss), Net of Tax | (733) | (733) | |||
Net income (loss) | (15,469) | (15,469) | |||
Total stockholders' equity, end of period at Mar. 31, 2020 | $ 408,157 | $ 7 | $ 539,035 | $ (1,620) | $ (129,265) |
Shares issued, end of period (in shares) at Mar. 31, 2020 | 72,345 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating Activities | ||
Net income (loss) | $ (15,469) | $ (4,851) |
Adjustments to reconcile net loss to cash provided by operating activities: | ||
Amortization and depreciation | 16,733 | 16,863 |
Impairment losses | 86 | 0 |
Amortization of debt issuance costs and accretion of discount on debt and leases | 410 | 402 |
Stock-based compensation | 6,827 | 7,747 |
Deferred income taxes | (6,208) | (6,476) |
Loss on disposal of property and equipment | 0 | 35 |
Impairment of leasehold improvements | 163 | 1,442 |
Impairment of leased right-of-use assets | 44 | 2,182 |
Gain on extinguishment of lease liabilities | 0 | (2,880) |
(Gain) loss on foreign currency | (246) | 567 |
Excess tax deficiencies (benefits) on stock-based awards | 94 | (1,737) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 5,615 | (142) |
Inventory | 353 | (1,015) |
Prepaid expenses and other assets | 1,443 | 604 |
Leased right-of-use assets | (640) | (645) |
Accounts payable, accrued expenses and other current liabilities | (785) | 1,921 |
Accrued compensation | 3,361 | 893 |
Accrued price protection liability | (4,537) | 2,489 |
Lease liabilities | (1,430) | (2,125) |
Other long-term liabilities | (446) | (519) |
Net cash provided by operating activities | 6,648 | 16,045 |
Investing Activities | ||
Purchases of property and equipment | (1,035) | (2,155) |
Net cash used in investing activities | (1,035) | (2,155) |
Financing Activities | ||
Repayment of debt | 0 | (15,000) |
Net proceeds from issuance of common stock | 488 | 2,628 |
Minimum tax withholding paid on behalf of employees for restricted stock units | (475) | (4,419) |
Net cash provided by (used in) financing activities | 13 | (16,791) |
Effect of exchange rate changes on cash and cash equivalents | (303) | 577 |
Increase (decrease) in cash, cash equivalents and restricted cash | 5,323 | (2,324) |
Cash, cash equivalents and restricted cash at beginning of period | 93,117 | 74,191 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 98,440 | 71,867 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 2,246 | 3,099 |
Cash paid for income taxes | 557 | 872 |
Supplemental disclosures of non-cash activities: | ||
Issuance of shares for payment of bonuses | $ 2,599 | $ 7,406 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | Organization and Summary of Significant Accounting Policies Description of Business MaxLinear, Inc. was incorporated in Delaware in September 2003. MaxLinear, Inc., together with its wholly owned subsidiaries, collectively referred to as MaxLinear, or the Company, is a provider of radio-frequency, or RF, high-performance analog, and mixed-signal communications system-on-chip solutions for the connected home, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear’s customers include electronics distributors, module makers, original equipment manufacturers, or OEMs, and original design manufacturers, or ODMs, who incorporate the Company’s products in a wide range of electronic devices, including cable DOCSIS broadband modems and gateways, wireline connectivity devices for in-home networking applications, RF transceivers and modems for wireless carrier access and backhaul infrastructure, fiber-optic modules for data center, metro, and long-haul transport networks, video set-top boxes and gateways, hybrid analog and digital televisions, direct broadcast satellite outdoor and indoor units, and power management and interface products used in these and a range of other markets. The Company is a fabless integrated circuit design company whose products integrate all or a substantial portion of a broadband communication system. Basis of Presentation and Principles of Consolidation The accompanying unaudited consolidated financial statements include the accounts of MaxLinear, Inc. and its wholly owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. All intercompany transactions and investments have been eliminated in consolidation. In the opinion of management, the Company’s unaudited consolidated interim financial statements contain adjustments, including normal recurring accruals necessary to present fairly the Company’s consolidated financial position, results of operations, comprehensive income (loss), stockholders’ equity, and cash flows. The consolidated balance sheet as of December 31, 2019 was derived from the Company’s audited consolidated financial statements at that date. The accompanying unaudited consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K filed by the Company with the Securities and Exchange Commission, or the SEC, on February 5, 2020, or the Annual Report. Interim results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2020. Use of Estimates and Significant Risks and Uncertainties The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited consolidated financial statements and accompanying notes to unaudited consolidated financial statements. In the quarter ended March 31, 2020, the Company’s revenues declined relative to its prior expectations in part due to the impact of the novel coronavirus disease, or COVID-19, pandemic. In particular, the Company experienced customer requests to delay shipments and supply constraints attributable to the COVID-19 pandemic. Heightened volatility and uncertainty in customer demand and the worldwide economy in general has continued since March 31, 2020, and the Company may experience decreased sales and revenues in the near future. The Company’s management believes such impact may in particular affect the Company’s sales of high performance analog products in its industrial and multi-market business and may impact the rest of its business to some degree. However, the magnitude of such impact on the Company’s business and its duration is uncertain and cannot be reasonably estimated at this time. The Company also believes that its $98.4 million of cash and cash equivalents at March 31, 2020 will be sufficient to fund its projected operating requirements for at least the next twelve months. A material adverse impact from COVID-19 could result in a need to raise additional capital or incur additional indebtedness to fund strategic initiatives or operating activities, particularly if the Company pursues additional acquisitions. The Company’s future capital requirements will depend on many factors, including the potential impact of the WiFi and Broadband assets business (Note 14) and the Company’s efforts to integrate that business, changes in revenue, the expansion of engineering, sales and marketing activities, the timing and extent of expansion into new territories, the timing of introductions of new products and enhancements to existing products, the continuing market acceptance of the Company’s products and potential material investments in, or acquisitions of, complementary businesses, services or technologies. Additional funds may not be available on terms favorable to the Company or at all. If the Company is unable to raise additional funds when needed, it may not be able to sustain its operations or execute its strategic plans. The Company is not aware of any specific event or circumstance that would require an update to its estimates or adjustments to the carrying value of its assets and liabilities as of April 29, 2020, the issuance date of this Quarterly Report on Form 10-Q. Actual results could differ from those estimates, particularly if the Company experiences material impacts from COVID-19. Summary of Significant Accounting Policies Refer to the Company’s Annual Report for a summary of significant accounting policies. On January 1, 2020, the Company adopted ASC Topic 326, Measurement of Credit Losses on Financial Instruments , or ASC 326, and accordingly, modified its policy on accounting for allowance for doubtful accounts on trade accounts receivable as stated below. As described under “Recently Adopted Accounting Pronouncements,” section below, the impact of adopting ASC 326 for the Company was not material. There have been no other significant changes to the Company’s significant accounting policies during the three months ended March 31, 2020. Accounts Receivable The Company performs ongoing credit evaluations of its customers and assesses each customer’s credit worthiness. The Company monitors collections and payments from its customers and maintains an allowance for doubtful accounts based upon applying an expected credit loss rate to receivables based on the historical loss rate from similar high risk customers adjusted for current conditions, including any specific customer collection issues identified, and forecasts of economic conditions. Delinquent account balances are written off after management has determined that the likelihood of collection is remote. The allowance for credit losses as of March 31, 2020 and the activity in this account, including the current-period provision for expected credit losses for the three months ended March 31, 2020, were not material. Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , to replace the incurred loss methodology with an expected credit loss model that requires consideration of a broader range of information to estimate credit losses over the lifetime of the asset, including current conditions and reasonable and supportable forecasts in addition to historical loss information, to determine expected credit losses. Pooling of assets with similar risk characteristics and the use of a loss model are also required. Also, in April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments, to clarify the inclusion of recoveries of trade receivables previously written off when estimating an allowance for credit losses. The amendments in this update are effective for the Company beginning with fiscal year 2020, including interim periods. The adoption of the amendments in this update as of January 1, 2020 did not have a material impact on the Company’s accounts receivable, net and accumulated deficit, as well as its results of operations for the three months ended March 31, 2020. The adoption is also not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if the reporting unit had been acquired in a business combination. Instead, under the amendments in this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The Board also eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. The amendments in this update are effective for the Company beginning with fiscal year 2020, including interim periods. The Company performs its annual goodwill testing as of October 31, or more frequently if there are indicators of impairment. The application of the amendments in this update is not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework— Changes to the Disclosure Requirements for Fair Value Measurement , to improve the fair value measurement reporting of financial instruments. The amendments in this update require, among other things, added disclosure of the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The amendments in this update eliminate, among other things, disclosure of the reasons for and amounts of transfers between Level 1 and Level 2 for assets and liabilities that are measured at fair value on a recurring basis and an entity's valuation processes for Level 3 fair value measurements. The amendments in this update are effective for the Company beginning with fiscal year 2020. Retrospective application is required for all amendments in this update except the added disclosures, which should be applied prospectively. The adoption of the amendments in this update in the quarter ended March 31, 2020 did not have a material impact on the Company’s consolidated financial position and results of operations as of and for the three months ended March 31, 2020 and is also not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. In August 2018, the FASB issued ASU No. 2018-15, Intangibles–Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract , to provide additional guidance on the accounting for costs of implementing cloud computing arrangements that are service contracts. The amendments in this update require the capitalization of implementation costs during the application development stage of such hosting arrangements and amortization of the expense over the term of the arrangement including any option to extend reasonably certain to be exercised or option to terminate reasonably certain not to be exercised. Capitalized implementation costs and amortization thereof are also required to be classified in the same line item in the statements of financial position, operations and cash flows associated with the hosting service fees. The amendments in this update are effective for the Company beginning with fiscal year 2020. The Company selected prospective application to all implementation costs incurred after the adoption date. The adoption of the amendments in this update did not have a material impact on the Company’s property and equipment, net and results of operations as of and for the three months ended March 31, 2020 and is also not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12 Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes , to remove certain exceptions and improve consistency of application, including, among other things, requiring that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The amendments in this update will be effective for the Company beginning with fiscal year 2021, with early adoption permitted. Most amendments within the standard are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. The adoption of the amendments in this update is not expected to have a material impact on the Company’s consolidated financial position and results of operations. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | Net Income (Loss) Per ShareBasic earnings per share, or EPS, is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted EPS is computed by dividing net income (loss) by the weighted-average number of common shares outstanding for the period and the weighted-average number of dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. For purposes of this calculation, common stock options, restricted stock units and restricted stock awards are considered to be common stock equivalents and are only included in the calculation of diluted EPS when their effect is dilutive. In periods in which the Company has a net loss, dilutive common stock equivalents are excluded from the calculation of diluted EPS. The table below presents the computation of basic and diluted EPS: Three Months Ended March 31, 2020 2019 (in thousands, except per share amounts) Numerator: Net loss $ (15,469) $ (4,851) Denominator: Weighted average common shares outstanding—basic 72,039 69,968 Dilutive common stock equivalents — — Weighted average common shares outstanding—diluted 72,039 69,968 Net loss per share: Basic $ (0.21) $ (0.07) Diluted $ (0.21) $ (0.07) For the three months ended March 31, 2020 and 2019, the Company incurred net losses and accordingly excluded common stock equivalents for outstanding stock-based awards, which represented all potentially dilutive securities, of 3.3 million for the 2020 period and 2.9 million for the 2019 period, respectively, from the calculation of diluted net loss per share due to their anti-dilutive nature. |
Restructuring Activity
Restructuring Activity | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activity | Restructuring Activity From time to time, the Company approves and implements restructuring plans as a result of internal resource alignment and cost saving measures. Such restructuring plans include vacating certain leased facilities, terminating employees, and cancellation of contracts. The following table presents the activity related to the restructuring plans, which is included in restructuring charges in the consolidated statements of operations: Three Months Ended March 31, 2020 2019 (in thousands) Employee separation expenses $ 44 $ 472 Lease related charges 275 1,345 Other 170 100 $ 489 $ 1,917 Lease related charges were related to exiting certain facilities. Lease-related charges for the three months ended March 31, 2019 includes the impairment of right-of-use assets of $2.2 million and leasehold improvements of $1.4 million, partially offset by a gain on the extinguishment of lease liabilities of $2.9 million following the release from such liability by the landlord. The Company does not expect to incur additional material costs related to current restructuring plans. The following table presents a roll-forward of the Company's restructuring liability for the three months ended March 31, 2020. The restructuring liability is included in accrued expenses and other current liabilities and other long-term liabilities in the consolidated balance sheets. Employee Separation Expenses Lease Related Charges Other Total (in thousands) Liability as of December 31, 2019 $ — $ 818 $ 19 $ 837 Restructuring charges 44 275 170 489 Cash payments (44) (72) (16) (132) Non-cash charges and adjustments — (208) (159) (367) Liability as of March 31, 2020 — 813 14 827 Less: current portion as of March 31, 2020 — (305) (14) (319) Long-term portion as of March 31, 2020 $ — $ 508 $ — $ 508 Remaining lease related charges as of March 31, 2020 primarily consist of common area maintenance obligations. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill Goodwill arises from the acquisition method of accounting for business combinations and represents the excess of the purchase price over the fair value of the net assets and other identifiable intangible assets acquired. The fair values of net tangible assets and intangible assets acquired are based upon preliminary valuations and the Company’s estimates and assumptions are subject to change within the measurement period (potentially up to one year from the acquisition date). During the three months ended March 31, 2020, there were no changes in the carrying amount of goodwill. The Company performs an annual goodwill impairment assessment on October 31st each year, which effective in 2020, compares the fair value of each reporting unit, which the Company has determined to be the entity itself, with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds the carrying amount, the goodwill of the reporting unit is considered not impaired. In addition to its annual review, the Company performs a test of impairment when indicators of impairment are present. During the three months ended March 31, 2020 and 2019, no goodwill impairment was recognized. Acquired Intangibles Finite-lived Intangible Assets The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions and other purchases: March 31, 2020 December 31, 2019 Weighted Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Value Accumulated Amortization Net Carrying Amount (in thousands) Licensed technology 3.5 $ 2,070 $ (1,685) $ 385 $ 2,156 $ (1,583) $ 573 Developed technology 6.9 243,361 (117,103) 126,258 243,361 (108,522) 134,839 Trademarks and trade names 6.1 13,800 (7,076) 6,724 13,800 (6,511) 7,289 Customer relationships 4.6 121,100 (80,897) 40,203 121,100 (75,847) 45,253 Non-compete covenants 3.0 1,100 (1,100) — 1,100 (1,083) 17 6.1 $ 381,431 $ (207,861) $ 173,570 $ 381,517 $ (193,546) $ 187,971 The following table sets forth amortization expense associated with finite-lived intangible assets, which is included in the consolidated statements of operations as follows: Three Months Ended March 31, 2020 2019 (in thousands) Cost of net revenue $ 8,591 $ 8,434 Research and development 1 34 Selling, general and administrative 5,723 5,798 $ 14,315 $ 14,266 Amortization of finite-lived intangible assets in cost of net revenue in the consolidated statements of operations results primarily from acquired developed technology. The following table sets forth the activity related to finite-lived intangible assets: Three Months Ended March 31, 2020 2019 (in thousands) Beginning balance $ 187,971 $ 240,500 Transfers to developed technology from IPR&D — 1,500 Amortization (14,315) (14,266) Impairment losses (86) — Ending balance $ 173,570 $ 227,734 The Company regularly reviews the carrying amount of its long-lived assets subject to depreciation and amortization, as well as the related useful lives, to determine whether indicators of impairment may exist that warrant adjustments to carrying values or estimated useful lives. An impairment loss is recognized when the sum of the expected future undiscounted net cash flows is less than the carrying amount of the asset. Should impairment exist, the impairment loss is measured based on the excess of the carrying amount of the asset over the asset’s fair value. During the three months ended March 31, 2020 and 2019, the Company recognized impairment losses related to finite-lived intangible assets of $0.1 million and $0, respectively. The following table presents future amortization of the Company’s finite-lived intangible assets at March 31, 2020: Amount (in thousands) 2020 (9 months) $ 42,267 2021 55,799 2022 38,269 2023 26,075 2024 10,098 Thereafter 1,062 Total $ 173,570 Indefinite-lived Intangible Assets Indefinite-lived intangible assets consisted entirely of acquired in-process research and development technology, or IPR&D. The following table sets forth the Company’s activities related to the indefinite-lived intangible assets: Three Months Ended March 31, 2020 2019 (in thousands) Beginning balance $ — $ 4,400 Transfers to developed technology from IPR&D — (1,500) Ending balance $ — $ 2,900 |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financial Instruments The composition of financial instruments is as follows: March 31, 2020 December 31, 2019 (in thousands) Liabilities Interest rate swap $ 231 $ 37 The fair value of the Company’s financial instrument is the amount that would be received in an asset sale or paid to transfer a liability in an orderly transaction between unaffiliated market participants and is recorded using a hierarchical disclosure framework based upon the level of subjectivity of the inputs used in measuring assets and liabilities. The levels are described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The Company classifies its financial instrument within Level 2 of the fair value hierarchy on the basis of models utilizing market observable inputs. The interest rate swap has been valued on the basis of valuations provided by third-party pricing services, as derived from standard valuation or pricing models. Market-based observable inputs for the interest rate swap include one-month LIBOR-based yield curves over the term of the swap. The Company reviews third-party pricing provider models, key inputs and assumptions and understands the pricing processes at its third-party providers in determining the overall reasonableness of the fair value of its Level 2 financial instruments. The Company also considers the risk of nonperformance by assessing the swap counterparty’s credit risk in the estimate of fair value of the interest rate swap. As of March 31, 2020 and December 31, 2019, the Company has not made any adjustments to the valuations obtained from its third-party pricing providers. The following table presents a summary of the Company’s financial instruments that are measured on a recurring basis: Fair Value Measurements Balance Quoted Prices Significant Other Significant (in thousands) Liabilities Interest rate swap, March 31, 2020 $ 231 $ — $ 231 $ — Interest rate swap, December 31, 2019 $ 37 $ — $ 37 $ — The following table summarizes activity for the interest rate swap: Three Months Ended March 31, March 31, (in thousands) Interest rate swap asset (liability) Beginning balance $ (37) $ 1,623 Unrealized loss recognized in other comprehensive income (loss) (194) (618) Ending balance $ (231) $ 1,005 There were no transfers between Level 1, Level 2 or Level 3 financial instruments in the three months ended March 31, 2020 and 2019. Financial Instruments Not Recorded at Fair Value on a Recurring Basis Some of the Company’s financial instruments are not measured at fair value on a recurring basis but are recorded at amounts that approximate fair value due to their liquid or short-term nature. Such financial assets and financial liabilities include: cash and cash equivalents, restricted cash, net receivables, certain other assets, accounts payable, accrued price protection liability, accrued expenses, accrued compensation costs, and other current liabilities. The Company’s long-term debt is not recorded at fair value on a recurring basis, but is measured at fair value for disclosure purposes (Note 7). |
Balance Sheet Details
Balance Sheet Details | 3 Months Ended |
Mar. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | Balance Sheet Details Cash, cash equivalents and restricted cash consist of the following: March 31, 2020 December 31, 2019 (in thousands) Cash and cash equivalents $ 98,373 $ 92,708 Short-term restricted cash 10 349 Long-term restricted cash 57 60 Total cash, cash equivalents and restricted cash $ 98,440 $ 93,117 As of March 31, 2020 and December 31, 2019, cash and cash equivalents included money market funds of approximately $20.4 million. As of March 31, 2020 and December 31, 2019, the Company has restricted cash of approximately $0.1 million and $0.4 million, respectively. The cash is restricted in connection with guarantees for certain import duties and office leases. Inventory consists of the following: March 31, 2020 December 31, 2019 (in thousands) Work-in-process $ 14,485 $ 14,525 Finished goods 16,603 16,985 $ 31,088 $ 31,510 Property and equipment, net consists of the following: Useful Life March 31, 2020 December 31, 2019 (in thousands) Furniture and fixtures 5 $ 2,206 $ 2,199 Machinery and equipment 3-5 36,851 35,660 Masks and production equipment 2-5 15,194 15,209 Software 3 6,118 5,956 Leasehold improvements 1-5 15,255 16,186 Construction in progress N/A 306 746 75,930 75,956 Less: accumulated depreciation and amortization (60,179) (59,343) $ 15,751 $ 16,613 Depreciation expense for the three months ended March 31, 2020 and 2019 was $1.6 million and $2.1 million, respectively. Accrued price protection liability consists of the following activity: Three Months Ended March 31, 2020 2019 (in thousands) Beginning balance $ 12,557 $ 16,454 Charged as a reduction of revenue 1,399 10,508 Payments (5,932) (8,019) Ending balance $ 8,024 $ 18,943 Accrued expenses and other current liabilities consist of the following: March 31, 2020 December 31, 2019 (in thousands) Accrued technology license payments $ 4,500 $ 4,500 Accrued professional fees 2,715 861 Accrued engineering and production costs 2,068 4,491 Accrued restructuring 319 294 Accrued royalty 513 923 Short-term lease liabilities 4,751 4,810 Accrued customer credits 49 832 Income tax liability 109 65 Customer contract liabilities 14 107 Accrued obligations to customers for price adjustments 9,053 8,382 Accrued obligations to customers for stock rotation rights 1,572 1,410 Other 4,998 4,496 $ 30,661 $ 31,171 The following table summarizes the change in balances of accumulated other comprehensive income (loss) by component: Cumulative Translation Adjustments Interest Rate Hedge Total (in thousands) Balance at December 31, 2019 $ (747) $ (140) $ (887) Current period other comprehensive income (loss) (580) (153) (733) Balance at March 31, 2020 $ (1,327) $ (293) $ (1,620) |
Debt and Interest Rate Swap
Debt and Interest Rate Swap | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt and Interest Rate Swap | Debt and Interest Rate Swap Debt The carrying amount of the Company's long-term debt consists of the following: March 31, December 31, (in thousands) Principal $ 212,000 $ 212,000 Less: Unamortized debt discount (1,253) (1,328) Unamortized debt issuance costs (3,550) (3,763) Net carrying amount of long-term debt 207,197 206,909 Less: current portion of long-term debt — — Long-term debt, non-current portion $ 207,197 $ 206,909 On May 12, 2017, the Company entered into a credit agreement with certain lenders and a collateral agent in connection with the acquisition of Exar Corporation. The credit agreement provided for an initial secured term B loan facility, or the “Initial Term Loan,” in an aggregate principal amount of $425.0 million. The credit agreement permits the Company to request incremental loans in an aggregate principal amount not to exceed the sum of $160.0 million (subject to adjustments for any voluntary prepayments), plus an unlimited amount that is subject to pro forma compliance with certain secured leverage ratio and total leverage ratio tests. Incremental loans are subject to certain additional conditions, including obtaining additional commitments from the lenders then party to the credit agreement or new lenders. The Company has requested an incremental loan under the agreement with new lenders to fund the pending acquisition of the Home Gateway Platform Division of Intel Corporation (Note 14). Loans under the Initial Term Loan bear interest, at the Company’s option, at a rate equal to either (i) a base rate equal to the highest of (x) the federal funds rate, plus 0.50%, (y) the prime rate then in effect and (z) an adjusted LIBOR rate determined on the basis of a one- three- or six-month interest period, plus 1.0% or (ii) an adjusted LIBOR rate, subject to a floor of 0.75%, in each case, plus an applicable margin of 2.50% in the case of LIBOR rate loans and 1.50% in the case of base rate loans. Commencing on September 30, 2017, the Initial Term Loan amortizes in equal quarterly installments equal to 0.25% of the original principal amount of the Initial Term Loan, with the balance payable on the maturity date. The Initial Term Loan has a term of seven years and will mature on May 12, 2024, at which time all outstanding principal and accrued and unpaid interest on the Initial Term Loan is due. The Company is also required to pay fees customary for a credit facility of this size and type. The Company is required to make mandatory prepayments of the outstanding principal amount of term loans under the credit agreement with the net cash proceeds from the disposition of certain assets and the receipt of insurance proceeds upon certain casualty and condemnation events, in each case, to the extent not reinvested within a specified time period, from excess cash flow beyond stated threshold amounts, and from the incurrence of certain indebtedness. The Company has the right to prepay its term loans under the credit agreement, in whole or in part, at any time without premium or penalty, subject to certain limitations and a 1.0% soft call premium applicable during the first six months of the loan term. The Company exercised its right to prepay and made aggregate prepayments of principal of $213.0 million from origination of the Initial Term Loan through March 31, 2020. The Company’s obligations under the credit agreement are required to be guaranteed by certain of its domestic subsidiaries meeting materiality thresholds set forth in the credit agreement. Such obligations, including the guaranties, are secured by substantially all of the assets of the Company and the subsidiary guarantors pursuant to a security agreement with the collateral agent. The credit agreement contains customary affirmative and negative covenants, including covenants limiting the ability of the Company and its restricted subsidiaries to, among other things, incur debt, grant liens, undergo certain fundamental changes, make investments, make certain restricted payments, and sell assets, in each case, subject to limitations and exceptions. As of March 31, 2020, the Company was in compliance with such covenants. The credit agreement also contains customary events of default that include, among other things, certain payment defaults, cross defaults to other indebtedness, covenant defaults, change in control defaults, judgment defaults, and bankruptcy and insolvency defaults. If an event of default exists, the lenders may require immediate payment of all obligations under the credit agreement, and may exercise certain other rights and remedies provided for under the credit agreement, the other loan documents and applicable law. As of March 31, 2020 and December 31, 2019, the weighted average effective interest rate on the long-term debt was approximately 4.6% and 4.9%, respectively. The debt is carried at its principal amount, net of unamortized debt discount and issuance costs, and is not adjusted to fair value each period. The issuance date fair value of the liability component of the debt in the amount of $398.5 million was determined using a discounted cash flow analysis, in which the projected interest and principal payments were discounted back to the issuance date of the term loan at a market interest rate for nonconvertible debt of 4.6%, which represents a Level 3 fair value measurement. The debt discount of $2.1 million and debt issuance costs of $6.0 million are being amortized to interest expense using the effective interest method from the issuance date through the contractual maturity date of the term loan of May 12, 2024. During each of the three months ended March 31, 2020 and 2019, the Company recognized total amortization of debt discount and debt issuance costs of $0.3 million to interest expense. The approximate fair value of the term loan as of March 31, 2020 and December 31, 2019 was $200.8 million and $214.6 million, respectively, which was estimated on the basis of inputs that are observable in the market and which is considered a Level 2 measurement method in the fair value hierarchy. As of March 31, 2020 and December 31, 2019, the remaining principal balance on the term loan was $212.0 million, respectively. The remaining principal balance is due on May 12, 2024 at the maturity date on the term loan. Interest Rate Swap In November 2017, the Company entered into a fixed-for-floating interest rate swap with an amortizing notional amount to swap a substantial portion of variable rate LIBOR interest payments under its term loans for fixed interest payments bearing an interest rate of 1.74685%. The Company's outstanding debt is still subject to a 2.5% fixed applicable margin during the term of the loan. The interest rate swap is designated as a cash flow hedge of a portion of floating rate interest payments on long-term debt and effectively fixes the interest rate on a substantial portion of the Company’s long-term debt at approximately 4.25%. Accordingly, the Company applies cash flow hedge accounting to the interest rate swap and it is recorded at fair value as an asset or liability and the effective portion of changes in the fair value of the interest rate swap, as measured quarterly, are reported in other comprehensive income (loss). As of March 31, 2020 and December 31, 2019, the fair value of the interest rate swap was a $0.2 million and $0.04 million liability (Note 5), respectively, and is included in other current liabilities in the consolidated balance sheets. The decrease in fair value related to the interest rate swap liability included in other comprehensive income (loss) for the three months ended March 31, 2020 was $0.2 million. The interest rate swap expires in October 2020 and the total $0.2 million of unrealized loss before taxes recorded in accumulated other comprehensive income at March 31, 2020 is expected to be recorded against interest expense in the fourth quarter of 2020, upon expiration of the interest rate swap. |
Stock-Based Compensation and Em
Stock-Based Compensation and Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation and Employee Benefit Plans | Stock-Based Compensation and Employee Benefit Plans Employee Stock-Based Benefit Plans At March 31, 2020, the Company had stock-based compensation awards outstanding under the following plans: the 2004 Stock Plan, the 2010 Equity Incentive Plan, as amended, or 2010 Plan, and the 2010 Employee Stock Purchase Plan, or ESPP. Refer to the Company’s Annual Report for a summary of the Company's stock-based compensation and equity plans as of December 31, 2019. There have been no material changes to the terms of the Company's equity incentive plans during the three months ended March 31, 2020. All current stock awards are issued under the 2010 Plan and ESPP. As of March 31, 2020, the number of shares of common stock available for future issuance under the 2010 Plan and awards outstanding under the 2004 Plan was 15,895,366 shares and zero shares, respectively. As of March 31, 2020, the number of shares of common stock available for future issuance under the ESPP was 3,651,326 shares. Stock-Based Compensation The Company recognizes stock-based compensation in the consolidated statements of operations, based on the department to which the related employee reports, as follows: Three Months Ended March 31, 2020 2019 (in thousands) Cost of net revenue $ 148 $ 130 Research and development 3,746 4,213 Selling, general and administrative 2,933 3,404 $ 6,827 $ 7,747 The total unrecognized compensation cost related to unvested restricted stock units and restricted stock awards as of March 31, 2020 was $58.0 million, and the weighted average period over which these equity awards are expected to vest is 3.07 years. The total unrecognized compensation cost related to unvested performance-based restricted stock units as of March 31, 2020 was $17.6 million, and the weighted average period over which these equity awards are expected to vest is 2.15 years. The total unrecognized compensation cost related to unvested stock options as of March 31, 2020 was $1.7 million, and the weighted average period over which these equity awards are expected to vest is 2.14 years. Restricted Stock Units A summary of the Company’s restricted stock unit activity is as follows: Number of Shares Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2019 2,924 $ 21.72 Granted 2,069 11.77 Vested (418) 16.72 Canceled (45) 21.29 Outstanding at March 31, 2020 4,530 $ 17.64 Performance-Based Restricted Stock Units Performance-based restricted stock units are eligible to vest at the end of each fiscal year in a three-year performance period based on the Company’s annual growth rate in net sales and non-GAAP diluted earnings per share (subject to certain adjustments) over baseline results relative to the growth rates for a peer group of companies for the same metrics and periods. For the performance-based restricted stock units granted to date, 60% of each performance-based award is subject to the net sales metric for the performance period and 40% is subject to the non-GAAP diluted earnings per share metric for the performance period. The maximum percentage for a particular metric is 250% of the target number of units subject to the award related to that metric, however, vesting of the performance stock units is capped at 30% and 100%, respectively, of the target number of units subject to the award in years one and two, respectively, of the three-year performance period. As of March 31, 2020, the Company believes that it is probable that the Company will achieve certain performance metrics specified in the respective award agreements based on its expected revenue and non-GAAP diluted EPS results over the performance period and calculated growth rates relative to its peers’ expected results based on data available, as defined in the respective award agreements. A summary of the Company’s performance-based restricted stock unit activity is as follows: Number of Shares Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2019 445 $ 22.21 Granted (1) 1,416 11.67 Vested (21) 22.21 Canceled (32) 22.21 Outstanding at March 31, 2020 1,808 $ 13.95 ________________ (1) Number of shares granted is based on the maximum percentage achievable in the performance-based restricted stock unit award. Employee Stock Purchase Rights and Stock Options Employee Stock Purchase Rights During the three months ended March 31, 2020, there were no shares of common stock purchased under the ESPP. The fair values of employee stock purchase rights were estimated using the Black-Scholes option pricing model at their respective grant date using the following assumptions: Three Months Ended March 31, 2020 2019 Weighted-average grant date fair value per share $ 5.48 $ 5.01 Risk-free interest rate 1.59 % 2.51 % Dividend yield — % — % Expected life (in years) 0.50 0.50 Volatility 43.14 % 38.82 % The risk-free interest rate assumption was based on rates for United States (U.S.) Treasury zero-coupon bonds with maturities similar to those of the expected term of the award being valued. The assumed dividend yield was based on the Company’s expectation of not paying dividends in the foreseeable future. The expected term is the duration of the offering period for each grant date. In addition, the estimated volatility incorporates the historical volatility over the expected term based on the Company’s daily closing stock prices. Stock Options A summary of the Company’s stock options activity is as follows: Number of Options Weighted-Average Exercise Price Weighted-Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2019 1,337 $ 13.05 Exercised (52) 9.50 Canceled (22) 14.23 Outstanding at March 31, 2020 1,263 $ 13.18 2.44 $ 2,207 Vested and expected to vest at March 31, 2020 1,258 $ 13.15 2.42 $ 2,207 Exercisable at March 31, 2020 1,053 $ 12.12 1.88 $ 2,207 No stock options were granted by the Company during the three months ended March 31, 2020. The intrinsic value of stock options exercised was $0.3 million and $9.8 million in the three months ended March 31, 2020 and 2019, respectively. Cash received from exercise of stock options was $0.5 million and $2.6 million during the three months ended March 31, 2020 and 2019, respectively. The tax benefit from stock options exercised was $0.3 million and $9.0 million during the three months ended March 31, 2020 and 2019, respectively. Employee Incentive Bonus The Company settles a majority of bonus awards for its employees, including executives, in shares of common stock under the 2010 Equity Incentive Plan. When bonus awards are settled in common stock issued under the 2010 Equity Incentive Plan, the number of shares issuable to plan participants is determined based on the closing price of the Company’s common stock as determined in trading on the New York Stock Exchange on a date approved by the Board of Directors. In connection with the Company’s bonus programs, in March 2020, the Company issued 0.2 million freely-tradable shares of the Company’s common stock in settlement of bonus awards to employees, including executives, for the 2019 performance period. At March 31, 2020, the Company has an accrual of $3.1 million for bonus awards for employees for year-to-date achievement in the 2020 performance period. The Company’s compensation committee retains discretion to effect payment in cash, stock, or a combination of cash and stock. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for income taxes primarily relates to projected federal, state, and foreign income taxes. To determine the quarterly provision for income taxes, the Company uses an estimated annual effective tax rate, which is generally based on expected annual income and statutory tax rates in the various jurisdictions in which the Company operates. In addition, the tax effects of certain significant or unusual items are recognized discretely in the quarter during which they occur and can be a source of variability in the effective tax rates from quarter to quarter. The Company utilizes the asset and liability method of accounting for income taxes, under which deferred taxes are determined based on temporary differences between the financial statement and tax basis of assets and liabilities using tax rates expected to be in effect during the years in which the temporary differences reverse. The Company records a valuation allowance to reduce its deferred taxes to the amount it believes is more likely than not to be realized. In making such determination, the Company considers all available positive and negative evidence quarterly, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial performance. Forming a conclusion that a valuation allowance is not required is difficult when there is negative evidence such as cumulative losses in recent years. Based upon the Company’s review of all positive and negative evidence, the Company continues to have a valuation allowance on its state deferred taxes, certain of its federal deferred tax assets, and certain foreign deferred tax assets in jurisdictions where the Company has cumulative losses or otherwise is not expected to utilize certain tax attributes. The Company does not incur expense or benefit in certain tax free jurisdictions in which it operates. The Company recorded an income tax benefit of $6.7 million in the three months ended March 31, 2020 and an income tax benefit of $6.5 million for the three months ended March 31, 2019. The income tax benefit in the three months ended March 31, 2020 and 2019, each primarily related to the mix of pre-tax income among jurisdictions, excess tax deficiencies and benefits, respectively, related to stock-based compensation, and release of certain reserves for uncertain tax positions under ASC 740-10. Also included in income tax benefit for the three months ended March 31, 2020 was a tax benefit related to the Coronavirus Aid, Relief and Economic Security Act, or CARES Act, enacted effective March 27, 2020. Such tax benefit relates to the Company’s ability to carry back its 2019 net operating loss, originally valued at a 21% federal tax rate, to offset income taxes paid in prior periods at the 35% federal tax rate in effect at that time. Income tax positions must meet a more-likely-than-not threshold to be recognized. Income tax positions that previously failed to meet the more-likely-than-not threshold are recognized in the first subsequent financial reporting period in which that threshold is met. Previously recognized tax positions that no longer meet the more-likely-than-not threshold are derecognized in the first financial reporting period in which that threshold is no longer met. The Company records potential penalties and interest accrued related to unrecognized tax benefits within the consolidated statements of operations as income tax expense. During the three months ended March 31, 2020, the Company’s unrecognized tax benefits decreased by $0.1 million. The Company does not expect its unrecognized tax benefits to change significantly over the next 12 months. Accrued interest and penalties associated with uncertain tax positions as of March 31, 2020 were approximately $0.6 million and $0.1 million, respectively. The Company is subject to federal and state income tax in the United States and is also subject to income tax in certain other foreign tax jurisdictions. At March 31, 2020, the statutes of limitations for the assessment of federal, state, and foreign income taxes are closed for the years before 2016, 2015, and 2012, respectively. The Company’s subsidiary in Singapore operates under certain tax incentives in Singapore, which are generally effective through March 2022, and are conditional upon meeting certain employment and investment thresholds in Singapore. Under the incentives, qualifying income derived from certain sales of the Company’s integrated circuits is taxed at a concessionary rate over the incentive period, and there are reduced Singapore withholding taxes on certain intercompany royalties during the incentive period. Primarily because of the Company's Singapore net operating losses and a full valuation allowance in Singapore, the incentives did not have a material impact on the Company's income tax benefit in the three months ended March 31, 2020 and 2019. On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief, and Economic Security Act, or the CARES Act, a $2 trillion relief package comprising a combination of tax provisions and other stimulus measures. The CARES Act broadly provides entities tax payment relief and significant business incentives and makes certain technical corrections to the 2017 Tax Cuts and Jobs Act, or the Tax Act. The tax relief measures for entities include a five-year net operating loss carry back, increases interest expense deduction limits, acceleration of alternative minimum tax credit refunds, payroll tax relief, and a technical correction to allow accelerated deductions for qualified improvement property. The Act also provides other non-income tax benefits, including federal funding for a range of stabilization measures and emergency funding to assist those impacted by the COVID-19 pandemic. Similar legislation is being enacted in other jurisdictions in which the Company operates. ASC Topic 740, Income Taxes , requires the effect of changes in tax rates and laws on deferred tax balances to be recognized in the period in which new legislation is enacted. The enactment of the CARES Act and similar legislation in other jurisdictions in which the Company operates was not material to the Company’s income tax benefit for the three months ended March 31, 2020 and is not expected to have a material impact on its consolidated financial position and results of operations as of and for the full year ending December 31, 2020. |
Concentration of Credit Risk, S
Concentration of Credit Risk, Significant Customers and Geographic Information | 3 Months Ended |
Mar. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risk, Significant Customers and Geographic Information | Concentration of Credit Risk, Significant Customers and Revenue by Geographic Region Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents and accounts receivable. Collateral is generally not required for customer receivables. The Company limits its exposure to credit loss by placing its cash with high credit quality financial institutions. At times, such deposits may be in excess of insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. Significant Customers The Company markets its products and services to manufacturers of a wide range of electronic devices (Note 1). The Company sells its products both directly to customers and through third-party distributors, both of which are referred to as the Company’s customers (Note 11). The Company makes periodic evaluations of the credit worthiness of its customers. Customers comprising greater than 10% of net revenues for each of the periods presented are as follows: Three Months Ended March 31, 2020 2019 Percentage of total net revenue Customer A (distributor) 18 % * Customer B (direct) 10 % 12 % ____________________________ * Represents less than 10% of total net revenue for the respective period. Balances that are 10% or greater of accounts receivable, based on the Company’s billings to the contract manufacturer customers, are as follows: March 31, December 31, 2020 2019 Percentage of gross accounts receivable Customer A (distributor) 19 % * Customer C (distributor) 11 % 10 % ____________________________ * Represents less than 10% of the gross accounts receivable as of the respective period end. Significant Suppliers Suppliers comprising greater than 10% of total inventory purchases are as follows: Three Months Ended March 31, 2020 2019 Vendor A 19 % * Vendor B 18 % 13 % Vendor C 17 % * Vendor D 16 % 14 % Vendor E * 19 % Geographic Information The Company’s consolidated net revenues by geographic area based on ship-to location are as follows (in thousands): Three Months Ended March 31, 2020 2019 Amount % of total net revenue Amount % of total net revenue Asia $ 52,035 84 % $ 71,548 85 % United States 1,616 3 % 4,352 5 % Rest of world 8,376 13 % 8,735 10 % Total $ 62,027 100 % $ 84,635 100 % The products shipped to individual countries or territories representing greater than 10% of net revenue for each of the periods presented are as follows: Three Months Ended March 31, 2020 2019 Percentage of total net revenue Hong Kong 50 % 45 % China * 22 % ____________________________ * Represents less than 10% of total revenue for the respective period. The determination of which country a particular sale is allocated to is based on the destination of the product shipment. No other individual country accounted for more than 10% of net revenue during these periods. Although a large percentage of the Company’s products is shipped to Asia, and in particular, Hong Kong and China, the Company believes that a significant number of the systems designed by customers and incorporating the Company’s semiconductor products are subsequently sold outside Asia to Europe, Middle East, and Africa, or EMEA markets and North American markets. Long-lived assets, which consists of property and equipment, net, leased right-of-use assets, intangible assets, net, and goodwill by geographic area are as follows (in thousands): March 31, December 31, 2020 2019 Amount % of total Amount % of total United States $ 371,947 85 % $ 385,302 85 % Singapore 61,321 14 % 63,556 14 % Rest of world 4,247 1 % 5,034 1 % Total $ 437,515 100 % $ 453,892 100 % |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contracts with Customers [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers Revenue by Market The table below presents disaggregated net revenues by market (in thousands): Three Months Ended March 31, 2020 2019 Connected home $ 32,254 $ 43,432 % of net revenue 52 % 51 % Infrastructure 17,542 22,102 % of net revenue 28 % 26 % Industrial and multi-market 12,231 19,101 % of net revenue 20 % 23 % Total net revenue $ 62,027 $ 84,635 Revenues from sales through the Company’s distributors accounted for 61% and 41% of net revenue for the three months ended March 31, 2020 and 2019, respectively. Contract Liabilities As of March 31, 2020 and December 31, 2019, customer contract liabilities consist of estimates of obligations to deliver rebates to customers in the form of units of products and were approximately $0.01 million. Revenue recognized in each of the three months ended March 31, 2020 and 2019 that was included in the contract liability balance as of the beginning of each of those respective periods was immaterial. There were no material changes in the contract liabilities balance during the three months ended March 31, 2020 and 2019. Obligations to Customers for Price Adjustments and Returns and Assets for Right-of-Returns As of March 31, 2020 and December 31, 2019, obligations to customers consisting of estimates of price protection rights offered to the Company’s end customers totaled $8.0 million and $12.6 million, respectively, and are included in accrued price protection liability in the consolidated balance sheets. For activity in this account, including amounts included in net revenue, refer to Note 6. Other obligations to customers representing estimates of price adjustments to be claimed by distributors upon sell-through of their inventory to their end customer and estimates of stock rotation returns to be claimed by distributors on products sold as of March 31, 2020 were $9.1 million and $1.6 million, respectively, and as of December 31, 2019 were $8.4 million and $1.4 million, respectively, and are included in accrued expenses and other current liabilities in the consolidated balance sheets (Note 6). The increase in revenue in the three months ended March 31, 2020 and 2019 from net changes in transaction prices for amounts included in obligations to customers for price adjustments as of the beginning of those respective periods was not material. As of March 31, 2020 and December 31, 2019, right of return assets under customer contracts representing the estimates of product inventory the Company expects to receive from customers in stock rotation returns were approximately $0.3 million. Right of return assets are included in inventory in the consolidated balance sheets. As of March 31, 2020 and December 31, 2019, there were no impairment losses recorded on customer accounts receivable. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases of Lessee Disclosure | Leases Operating Leases Operating lease arrangements primarily consist of office leases expiring at various years through 2023. These leases often have original terms of 3 to 5 years and contain options to extend the lease up to 5 years or terminate the lease, which are included in right-of-use assets and lease liabilities when the Company is reasonably certain it will renew the underlying leases. Since the implicit rate of such leases is unknown and the Company is not reasonably certain to renew its leases, the Company has elected to apply a collateralized incremental borrowing rate to facility leases on the original lease term in calculating the present value of future lease payments. As of March 31, 2020 and December 31, 2019, the weighted average discount rate for operating leases was 5.0% and the weighted average remaining lease term for operating leases was 2.7 years and 2.9 years, respectively. The table below presents aggregate future minimum payments due under leases, reconciled to total lease liabilities included in the consolidated balance sheet as of March 31, 2020: Operating Leases (in thousands) 2020 (9 months) $ 3,989 2021 5,148 2022 3,544 2023 1,015 Total minimum payments 13,696 Less: imputed interest (912) Less: unrealized translation loss (4) Total lease liabilities 12,780 Less: short-term lease liabilities (4,751) Long-term lease liabilities $ 8,029 Operating lease cost was $0.9 million for the three months ended March 31, 2020 and 2019. Short-term lease costs for the three months ended March 31, 2020 and 2019 were not material. There were no right-of-use assets obtained in exchange for new lease liabilities for the three months ended March 31, 2020 and 2019, respectively. Subleases The Company has subleased certain facilities that it ceased using in connection with a restructuring plan (Note 3). Such subleases expire at various years through fiscal 2023. As of March 31, 2020, future minimum rental income under non-cancelable subleases is as follows: Amount (in thousands) 2020 (9 months) $ 480 2021 546 2022 488 2023 291 Total minimum rental income $ 1,805 Total sublease income related to leased facilities the Company ceased using in connection with a restructuring plan for the three months ended March 31, 2020 and 2019 was approximately $0.2 million and $0.6 million, respectively (Note 3). |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Inventory Purchase and Other Contractual Obligations As of March 31, 2020, future minimum payments under inventory purchase and other obligations are as follows: Inventory Purchase Obligations Other Obligations Total 2020 (9 months) $ 22,252 $ 2,985 $ 25,237 2021 — 1,445 1,445 2022 — 950 950 2023 — 447 447 2024 — — — Thereafter — — — Total minimum payments $ 22,252 $ 5,827 $ 28,079 Other obligations consist of contractual payments due for software licenses. Other Matters From time to time, the Company is subject to threats of litigation or actual litigation in the ordinary course of business, some of which may be material. The Company believes that there are no currently pending litigation matters that, if determined adversely to the Company’s interests, would have a material effect on the Company’s financial position, results of operations, or cash flows or that would not be covered by the Company’s existing liability insurance. |
Subsequent Events (Notes)
Subsequent Events (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent Event Acquisition of Home Gateway Platform Division of Intel Corporation On April 5, 2020, the Company entered into an asset purchase agreement with Intel Corporation, or Intel, under which the Company and its wholly owned Singapore subsidiary agreed to acquire certain assets and assume certain liabilities of the Home Gateway Platform Division of Intel Corporation, which the Company refers to as the WiFi and Broadband assets business, for a purchase price of $150.0 million in cash payable upon closing of the transaction. The Company intends to fund the transaction primarily with approximately $140.0 million of new transaction debt and approximately $10.0 million in cash from the Company’s balance sheet. The transaction is currently expected to close in the third quarter of 2020. The Company’s board of directors has unanimously approved the asset purchase agreement and the transactions contemplated thereby. During the three months ended March 31, 2020, the Company incurred $3.3 million in costs associated with the acquisition. In connection with the asset purchase agreement, the Company entered into a debt commitment letter effective April 5, 2020 with certain initial lenders who have committed to provide a secured term loan facility in an aggregate principal amount of up to $140.0 million, subject to the satisfaction of certain customary closing conditions. The facilities are available to finance the acquisition and to pay fees and expenses incurred in connection therewith. The commitment letter provides that the term loan facility will have a three The consummation of the closing is not subject to a financing condition but is subject to customary conditions to closing, including the receipt of approval (or expiration of the waiting period) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, or HSR. On April 21, 2020, the U.S. Federal Trade Commission (FTC) granted early termination of the waiting period with respect to the pending acquisition. In addition, as required by local law in certain jurisdictions, Intel will initiate consultations on the proposed transaction with its relevant works councils, trade unions and other employee organizations. Either party may terminate the Purchase Agreement, subject to certain exceptions, (i) if the closing has not occurred by December 5, 2020 or (ii) if a legal restraint would prevent the consummation of the closing. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | MaxLinear, Inc. was incorporated in Delaware in September 2003. MaxLinear, Inc., together with its wholly owned subsidiaries, collectively referred to as MaxLinear, or the Company, is a provider of radio-frequency, or RF, high-performance analog, and mixed-signal communications system-on-chip solutions for the connected home, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear’s customers include electronics distributors, module makers, original equipment manufacturers, or OEMs, and original design manufacturers, or ODMs, who incorporate the Company’s products in a wide range of electronic devices, including cable DOCSIS broadband modems and gateways, wireline connectivity devices for in-home networking applications, RF transceivers and modems for wireless carrier access and backhaul infrastructure, fiber-optic modules for data center, metro, and long-haul transport networks, video set-top boxes and gateways, hybrid analog and digital televisions, direct broadcast satellite outdoor and indoor units, and power management and interface products used in these and a range of other markets. The Company is a fabless integrated circuit design company whose products integrate all or a substantial portion of a broadband communication system. |
Basis of Presentation and Principles of Consolidation | The accompanying unaudited consolidated financial statements include the accounts of MaxLinear, Inc. and its wholly owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. All intercompany transactions and investments have been eliminated in consolidation. In the opinion of management, the Company’s unaudited consolidated interim financial statements contain adjustments, including normal recurring accruals necessary to present fairly the Company’s consolidated financial position, results of operations, comprehensive income (loss), stockholders’ equity, and cash flows. The consolidated balance sheet as of December 31, 2019 was derived from the Company’s audited consolidated financial statements at that date. The accompanying unaudited consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K filed by the Company with the Securities and Exchange Commission, or the SEC, on February 5, 2020, or the Annual Report. Interim results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2020. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited consolidated financial statements and accompanying notes to unaudited consolidated financial statements. In the quarter ended March 31, 2020, the Company’s revenues declined relative to its prior expectations in part due to the impact of the novel coronavirus disease, or COVID-19, pandemic. In particular, the Company experienced customer requests to delay shipments and supply constraints attributable to the COVID-19 pandemic. Heightened volatility and uncertainty in customer demand and the worldwide economy in general has continued since March 31, 2020, and the Company may experience decreased sales and revenues in the near future. The Company’s management believes such impact may in particular affect the Company’s sales of high performance analog products in its industrial and multi-market business and may impact the rest of its business to some degree. However, the magnitude of such impact on the Company’s business and its duration is uncertain and cannot be reasonably estimated at this time. The Company also believes that its $98.4 million of cash and cash equivalents at March 31, 2020 will be sufficient to fund its projected operating requirements for at least the next twelve months. A material adverse impact from COVID-19 could result in a need to raise additional capital or incur additional indebtedness to fund strategic initiatives or operating activities, particularly if the Company pursues additional acquisitions. The Company’s future capital requirements will depend on many factors, including the potential impact of the WiFi and Broadband assets business (Note 14) and the Company’s efforts to integrate that business, changes in revenue, the expansion of engineering, sales and marketing activities, the timing and extent |
Significant Accounting Policies | Refer to the Company’s Annual Report for a summary of significant accounting policies. On January 1, 2020, the Company adopted ASC Topic 326, Measurement of Credit Losses on Financial Instruments , or ASC 326, and accordingly, modified its policy on accounting for allowance for doubtful accounts on trade accounts receivable as stated below. As described under “Recently Adopted Accounting Pronouncements,” section below, the impact of adopting ASC 326 for the Company was not material. There have been no other significant changes to the Company’s significant accounting policies during the three months ended March 31, 2020. Accounts Receivable The Company performs ongoing credit evaluations of its customers and assesses each customer’s credit worthiness. The Company monitors collections and payments from its customers and maintains an allowance for doubtful accounts based upon applying an expected credit loss rate to receivables based on the historical loss rate from similar high risk customers adjusted for current conditions, including any specific customer collection issues identified, and forecasts of economic conditions. Delinquent account balances are written off after management has determined that the likelihood of collection is remote. The allowance for credit losses as of March 31, 2020 and the activity in this account, including the current-period provision for expected credit losses for the three months ended March 31, 2020, were not material. |
Recently Adopted and Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , to replace the incurred loss methodology with an expected credit loss model that requires consideration of a broader range of information to estimate credit losses over the lifetime of the asset, including current conditions and reasonable and supportable forecasts in addition to historical loss information, to determine expected credit losses. Pooling of assets with similar risk characteristics and the use of a loss model are also required. Also, in April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments, to clarify the inclusion of recoveries of trade receivables previously written off when estimating an allowance for credit losses. The amendments in this update are effective for the Company beginning with fiscal year 2020, including interim periods. The adoption of the amendments in this update as of January 1, 2020 did not have a material impact on the Company’s accounts receivable, net and accumulated deficit, as well as its results of operations for the three months ended March 31, 2020. The adoption is also not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if the reporting unit had been acquired in a business combination. Instead, under the amendments in this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The Board also eliminated the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. The amendments in this update are effective for the Company beginning with fiscal year 2020, including interim periods. The Company performs its annual goodwill testing as of October 31, or more frequently if there are indicators of impairment. The application of the amendments in this update is not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework— Changes to the Disclosure Requirements for Fair Value Measurement , to improve the fair value measurement reporting of financial instruments. The amendments in this update require, among other things, added disclosure of the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The amendments in this update eliminate, among other things, disclosure of the reasons for and amounts of transfers between Level 1 and Level 2 for assets and liabilities that are measured at fair value on a recurring basis and an entity's valuation processes for Level 3 fair value measurements. The amendments in this update are effective for the Company beginning with fiscal year 2020. Retrospective application is required for all amendments in this update except the added disclosures, which should be applied prospectively. The adoption of the amendments in this update in the quarter ended March 31, 2020 did not have a material impact on the Company’s consolidated financial position and results of operations as of and for the three months ended March 31, 2020 and is also not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. In August 2018, the FASB issued ASU No. 2018-15, Intangibles–Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract , to provide additional guidance on the accounting for costs of implementing cloud computing arrangements that are service contracts. The amendments in this update require the capitalization of implementation costs during the application development stage of such hosting arrangements and amortization of the expense over the term of the arrangement including any option to extend reasonably certain to be exercised or option to terminate reasonably certain not to be exercised. Capitalized implementation costs and amortization thereof are also required to be classified in the same line item in the statements of financial position, operations and cash flows associated with the hosting service fees. The amendments in this update are effective for the Company beginning with fiscal year 2020. The Company selected prospective application to all implementation costs incurred after the adoption date. The adoption of the amendments in this update did not have a material impact on the Company’s property and equipment, net and results of operations as of and for the three months ended March 31, 2020 and is also not expected to have a material impact on the Company’s consolidated financial position and results of operations as of and for the year ending December 31, 2020. Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12 Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes , to remove certain exceptions and improve consistency of application, including, among other things, requiring that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The amendments in this update will be effective for the Company beginning with fiscal year 2021, with early adoption permitted. Most amendments within the standard are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. The adoption of the amendments in this update is not expected to have a material impact on the Company’s consolidated financial position and results of operations. |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Earnings Per Share | The table below presents the computation of basic and diluted EPS: Three Months Ended March 31, 2020 2019 (in thousands, except per share amounts) Numerator: Net loss $ (15,469) $ (4,851) Denominator: Weighted average common shares outstanding—basic 72,039 69,968 Dilutive common stock equivalents — — Weighted average common shares outstanding—diluted 72,039 69,968 Net loss per share: Basic $ (0.21) $ (0.07) Diluted $ (0.21) $ (0.07) |
Restructuring Activity (Tables)
Restructuring Activity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table presents the activity related to the restructuring plans, which is included in restructuring charges in the consolidated statements of operations: Three Months Ended March 31, 2020 2019 (in thousands) Employee separation expenses $ 44 $ 472 Lease related charges 275 1,345 Other 170 100 $ 489 $ 1,917 Lease related charges were related to exiting certain facilities. Lease-related charges for the three months ended March 31, 2019 includes the impairment of right-of-use assets of $2.2 million and leasehold improvements of $1.4 million, partially offset by a gain on the extinguishment of lease liabilities of $2.9 million following the release from such liability by the landlord. The Company does not expect to incur additional material costs related to current restructuring plans. |
Schedule of Restructuring Reserve by Type of Cost | The following table presents a roll-forward of the Company's restructuring liability for the three months ended March 31, 2020. The restructuring liability is included in accrued expenses and other current liabilities and other long-term liabilities in the consolidated balance sheets. Employee Separation Expenses Lease Related Charges Other Total (in thousands) Liability as of December 31, 2019 $ — $ 818 $ 19 $ 837 Restructuring charges 44 275 170 489 Cash payments (44) (72) (16) (132) Non-cash charges and adjustments — (208) (159) (367) Liability as of March 31, 2020 — 813 14 827 Less: current portion as of March 31, 2020 — (305) (14) (319) Long-term portion as of March 31, 2020 $ — $ 508 $ — $ 508 Remaining lease related charges as of March 31, 2020 primarily consist of common area maintenance obligations. |
Goodwill and Intangibles Assets
Goodwill and Intangibles Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions and other purchases: March 31, 2020 December 31, 2019 Weighted Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Value Accumulated Amortization Net Carrying Amount (in thousands) Licensed technology 3.5 $ 2,070 $ (1,685) $ 385 $ 2,156 $ (1,583) $ 573 Developed technology 6.9 243,361 (117,103) 126,258 243,361 (108,522) 134,839 Trademarks and trade names 6.1 13,800 (7,076) 6,724 13,800 (6,511) 7,289 Customer relationships 4.6 121,100 (80,897) 40,203 121,100 (75,847) 45,253 Non-compete covenants 3.0 1,100 (1,100) — 1,100 (1,083) 17 6.1 $ 381,431 $ (207,861) $ 173,570 $ 381,517 $ (193,546) $ 187,971 |
Finite-lived Intangible Assets Amortization Expense | The following table sets forth amortization expense associated with finite-lived intangible assets, which is included in the consolidated statements of operations as follows: Three Months Ended March 31, 2020 2019 (in thousands) Cost of net revenue $ 8,591 $ 8,434 Research and development 1 34 Selling, general and administrative 5,723 5,798 $ 14,315 $ 14,266 |
Schedule of Finite-Lived Intangible Assets | The following table sets forth the activity related to finite-lived intangible assets: Three Months Ended March 31, 2020 2019 (in thousands) Beginning balance $ 187,971 $ 240,500 Transfers to developed technology from IPR&D — 1,500 Amortization (14,315) (14,266) Impairment losses (86) — Ending balance $ 173,570 $ 227,734 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table presents future amortization of the Company’s finite-lived intangible assets at March 31, 2020: Amount (in thousands) 2020 (9 months) $ 42,267 2021 55,799 2022 38,269 2023 26,075 2024 10,098 Thereafter 1,062 Total $ 173,570 |
Schedule of Indefinite-Lived Intangible Assets | Indefinite-lived intangible assets consisted entirely of acquired in-process research and development technology, or IPR&D. The following table sets forth the Company’s activities related to the indefinite-lived intangible assets: Three Months Ended March 31, 2020 2019 (in thousands) Beginning balance $ — $ 4,400 Transfers to developed technology from IPR&D — (1,500) Ending balance $ — $ 2,900 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | The composition of financial instruments is as follows: March 31, 2020 December 31, 2019 (in thousands) Liabilities Interest rate swap $ 231 $ 37 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents a summary of the Company’s financial instruments that are measured on a recurring basis: Fair Value Measurements Balance Quoted Prices Significant Other Significant (in thousands) Liabilities Interest rate swap, March 31, 2020 $ 231 $ — $ 231 $ — Interest rate swap, December 31, 2019 $ 37 $ — $ 37 $ — |
Derivative Instruments and Hedging Activities Disclosure | The following table summarizes activity for the interest rate swap: Three Months Ended March 31, March 31, (in thousands) Interest rate swap asset (liability) Beginning balance $ (37) $ 1,623 Unrealized loss recognized in other comprehensive income (loss) (194) (618) Ending balance $ (231) $ 1,005 |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Cash, Cash Equivalents and Investments | Cash, cash equivalents and restricted cash consist of the following: March 31, 2020 December 31, 2019 (in thousands) Cash and cash equivalents $ 98,373 $ 92,708 Short-term restricted cash 10 349 Long-term restricted cash 57 60 Total cash, cash equivalents and restricted cash $ 98,440 $ 93,117 |
Inventory | Inventory consists of the following: March 31, 2020 December 31, 2019 (in thousands) Work-in-process $ 14,485 $ 14,525 Finished goods 16,603 16,985 $ 31,088 $ 31,510 |
Property and Equipment | Property and equipment, net consists of the following: Useful Life March 31, 2020 December 31, 2019 (in thousands) Furniture and fixtures 5 $ 2,206 $ 2,199 Machinery and equipment 3-5 36,851 35,660 Masks and production equipment 2-5 15,194 15,209 Software 3 6,118 5,956 Leasehold improvements 1-5 15,255 16,186 Construction in progress N/A 306 746 75,930 75,956 Less: accumulated depreciation and amortization (60,179) (59,343) $ 15,751 $ 16,613 |
Price Protection Liability | Accrued price protection liability consists of the following activity: Three Months Ended March 31, 2020 2019 (in thousands) Beginning balance $ 12,557 $ 16,454 Charged as a reduction of revenue 1,399 10,508 Payments (5,932) (8,019) Ending balance $ 8,024 $ 18,943 |
Accrued Expenses | Accrued expenses and other current liabilities consist of the following: March 31, 2020 December 31, 2019 (in thousands) Accrued technology license payments $ 4,500 $ 4,500 Accrued professional fees 2,715 861 Accrued engineering and production costs 2,068 4,491 Accrued restructuring 319 294 Accrued royalty 513 923 Short-term lease liabilities 4,751 4,810 Accrued customer credits 49 832 Income tax liability 109 65 Customer contract liabilities 14 107 Accrued obligations to customers for price adjustments 9,053 8,382 Accrued obligations to customers for stock rotation rights 1,572 1,410 Other 4,998 4,496 $ 30,661 $ 31,171 |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The following table summarizes the change in balances of accumulated other comprehensive income (loss) by component: Cumulative Translation Adjustments Interest Rate Hedge Total (in thousands) Balance at December 31, 2019 $ (747) $ (140) $ (887) Current period other comprehensive income (loss) (580) (153) (733) Balance at March 31, 2020 $ (1,327) $ (293) $ (1,620) |
Debt and Interest Rate Swap (Ta
Debt and Interest Rate Swap (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The carrying amount of the Company's long-term debt consists of the following: March 31, December 31, (in thousands) Principal $ 212,000 $ 212,000 Less: Unamortized debt discount (1,253) (1,328) Unamortized debt issuance costs (3,550) (3,763) Net carrying amount of long-term debt 207,197 206,909 Less: current portion of long-term debt — — Long-term debt, non-current portion $ 207,197 $ 206,909 |
Stock-Based Compensation and _2
Stock-Based Compensation and Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | The Company recognizes stock-based compensation in the consolidated statements of operations, based on the department to which the related employee reports, as follows: Three Months Ended March 31, 2020 2019 (in thousands) Cost of net revenue $ 148 $ 130 Research and development 3,746 4,213 Selling, general and administrative 2,933 3,404 $ 6,827 $ 7,747 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | A summary of the Company’s restricted stock unit activity is as follows: Number of Shares Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2019 2,924 $ 21.72 Granted 2,069 11.77 Vested (418) 16.72 Canceled (45) 21.29 Outstanding at March 31, 2020 4,530 $ 17.64 |
Share-based Payment Arrangement, Performance Shares, Outstanding Activity [Table Text Block] | A summary of the Company’s performance-based restricted stock unit activity is as follows: Number of Shares Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2019 445 $ 22.21 Granted (1) 1,416 11.67 Vested (21) 22.21 Canceled (32) 22.21 Outstanding at March 31, 2020 1,808 $ 13.95 ________________ (1) Number of shares granted is based on the maximum percentage achievable in the performance-based restricted stock unit award. |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions | The fair values of employee stock purchase rights were estimated using the Black-Scholes option pricing model at their respective grant date using the following assumptions: Three Months Ended March 31, 2020 2019 Weighted-average grant date fair value per share $ 5.48 $ 5.01 Risk-free interest rate 1.59 % 2.51 % Dividend yield — % — % Expected life (in years) 0.50 0.50 Volatility 43.14 % 38.82 % |
Share-based Compensation, Stock Options, Activity | Number of Options Weighted-Average Exercise Price Weighted-Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2019 1,337 $ 13.05 Exercised (52) 9.50 Canceled (22) 14.23 Outstanding at March 31, 2020 1,263 $ 13.18 2.44 $ 2,207 Vested and expected to vest at March 31, 2020 1,258 $ 13.15 2.42 $ 2,207 Exercisable at March 31, 2020 1,053 $ 12.12 1.88 $ 2,207 |
Concentration of Credit Risk,_2
Concentration of Credit Risk, Significant Customers and Geographic Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor | Customers comprising greater than 10% of net revenues for each of the periods presented are as follows: Three Months Ended March 31, 2020 2019 Percentage of total net revenue Customer A (distributor) 18 % * Customer B (direct) 10 % 12 % ____________________________ * Represents less than 10% of total net revenue for the respective period. Balances that are 10% or greater of accounts receivable, based on the Company’s billings to the contract manufacturer customers, are as follows: March 31, December 31, 2020 2019 Percentage of gross accounts receivable Customer A (distributor) 19 % * Customer C (distributor) 11 % 10 % ____________________________ * Represents less than 10% of the gross accounts receivable as of the respective period end. Significant Suppliers Suppliers comprising greater than 10% of total inventory purchases are as follows: Three Months Ended March 31, 2020 2019 Vendor A 19 % * Vendor B 18 % 13 % Vendor C 17 % * Vendor D 16 % 14 % Vendor E * 19 % |
Revenue from External Customers by Geographic Areas | The products shipped to individual countries or territories representing greater than 10% of net revenue for each of the periods presented are as follows: Three Months Ended March 31, 2020 2019 Percentage of total net revenue Hong Kong 50 % 45 % China * 22 % ____________________________ * Represents less than 10% of total revenue for the respective period. |
Long-lived Assets by Geographic Areas | Long-lived assets, which consists of property and equipment, net, leased right-of-use assets, intangible assets, net, and goodwill by geographic area are as follows (in thousands): March 31, December 31, 2020 2019 Amount % of total Amount % of total United States $ 371,947 85 % $ 385,302 85 % Singapore 61,321 14 % 63,556 14 % Rest of world 4,247 1 % 5,034 1 % Total $ 437,515 100 % $ 453,892 100 % |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contracts with Customers [Abstract] | |
Revenue from External Customers by Products and Services | The table below presents disaggregated net revenues by market (in thousands): Three Months Ended March 31, 2020 2019 Connected home $ 32,254 $ 43,432 % of net revenue 52 % 51 % Infrastructure 17,542 22,102 % of net revenue 28 % 26 % Industrial and multi-market 12,231 19,101 % of net revenue 20 % 23 % Total net revenue $ 62,027 $ 84,635 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Lessee, Operating Lease, Liability, Maturity | The table below presents aggregate future minimum payments due under leases, reconciled to total lease liabilities included in the consolidated balance sheet as of March 31, 2020: Operating Leases (in thousands) 2020 (9 months) $ 3,989 2021 5,148 2022 3,544 2023 1,015 Total minimum payments 13,696 Less: imputed interest (912) Less: unrealized translation loss (4) Total lease liabilities 12,780 Less: short-term lease liabilities (4,751) Long-term lease liabilities $ 8,029 |
Future Minimum Payments Under Operating Leases | The Company has subleased certain facilities that it ceased using in connection with a restructuring plan (Note 3). Such subleases expire at various years through fiscal 2023. As of March 31, 2020, future minimum rental income under non-cancelable subleases is as follows: Amount (in thousands) 2020 (9 months) $ 480 2021 546 2022 488 2023 291 Total minimum rental income $ 1,805 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Payments Under Other Obligations | As of March 31, 2020, future minimum payments under inventory purchase and other obligations are as follows: Inventory Purchase Obligations Other Obligations Total 2020 (9 months) $ 22,252 $ 2,985 $ 25,237 2021 — 1,445 1,445 2022 — 950 950 2023 — 447 447 2024 — — — Thereafter — — — Total minimum payments $ 22,252 $ 5,827 $ 28,079 |
Future Minimum Payments Under Inventory Purchase Obligations | As of March 31, 2020, future minimum payments under inventory purchase and other obligations are as follows: Inventory Purchase Obligations Other Obligations Total 2020 (9 months) $ 22,252 $ 2,985 $ 25,237 2021 — 1,445 1,445 2022 — 950 950 2023 — 447 447 2024 — — — Thereafter — — — Total minimum payments $ 22,252 $ 5,827 $ 28,079 |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details 1) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator: | ||
Net income (loss) | $ (15,469) | $ (4,851) |
Denominator: | ||
Weighted average common shares outstanding—basic (shares) | 72,039 | 69,968 |
Dilutive common stock equivalents (shares) | 0 | 0 |
Weighted average common shares outstanding-diluted (shares) | 72,039 | 69,968 |
Net loss per share: | ||
Basic (usd per share) | $ (0.21) | $ (0.07) |
Diluted (usd per share) | $ (0.21) | $ (0.07) |
Net Income (Loss) Per Share (_2
Net Income (Loss) Per Share (Details Textuals) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Common stock equivalents excluded from the calculation of diluted net income (loss) (shares) | 3.3 | 2.9 |
Restructuring Activity (Details
Restructuring Activity (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 489 | $ 1,917 |
One-time Termination Benefits [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 44 | 472 |
Facility Closing [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 275 | 1,345 |
Other Restructuring [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 170 | $ 100 |
Restructuring Activities (Detai
Restructuring Activities (Details Textuals) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Impairment of leasehold improvements | $ 163 | $ 1,442 |
Gain on extinguishment of lease liabilities | $ 0 | (2,880) |
Terminated Lease [Domain] | ||
Impairment of leased right-of-use assets | $ 2,200 |
Restructuring Activity (Detai_2
Restructuring Activity (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | $ (837) | |
Restructuring Charges | 489 | $ 1,917 |
Payments for Restructuring | (132) | |
Restructuring Reserve, Settled without Cash | (367) | |
Restructuring Reserve | (827) | |
One-time Termination Benefits [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | 0 | |
Restructuring Charges | 44 | 472 |
Payments for Restructuring | (44) | |
Restructuring Reserve, Settled without Cash | 0 | |
Restructuring Reserve | 0 | |
Facility Closing [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | (818) | |
Restructuring Charges | 275 | 1,345 |
Restructuring Reserve | (813) | |
Other Restructuring [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | (19) | |
Restructuring Charges | 170 | $ 100 |
Payments for Restructuring | (16) | |
Restructuring Reserve, Settled without Cash | (159) | |
Restructuring Reserve | (14) | |
Lease Related Impairment [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Charges | 275 | |
Payments for Restructuring | (72) | |
Restructuring Reserve, Settled without Cash | (208) | |
Restructuring - Short term [Domain] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | (319) | |
Restructuring - Short term [Domain] | One-time Termination Benefits [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | 0 | |
Restructuring - Short term [Domain] | Facility Closing [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | (305) | |
Restructuring - Short term [Domain] | Other Restructuring [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | (14) | |
Restructuring - Long term [Domain] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | (508) | |
Restructuring - Long term [Domain] | One-time Termination Benefits [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | 0 | |
Restructuring - Long term [Domain] | Facility Closing [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | (508) | |
Restructuring - Long term [Domain] | Other Restructuring [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring Reserve | $ 0 |
Goodwill and Intangibles Asse_2
Goodwill and Intangibles Assets (Details 1) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill, Period Increase (Decrease) | $ 0 | $ 0 |
Goodwill impairment | $ 0 | $ 0 |
Goodwill and Intangibles Asse_3
Goodwill and Intangibles Assets (Details 2) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Useful Life (in Years) | 6 years 1 month 6 days | |||
Gross Carrying Amount | $ 381,431 | $ 381,517 | ||
Accumulated Amortization | (207,861) | (193,546) | ||
Net Carrying Amount | 173,570 | $ 227,734 | 187,971 | $ 240,500 |
Amortization | 14,315 | 14,266 | ||
Cost of net revenue | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization | 8,591 | 8,434 | ||
Research and development | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization | 1 | 34 | ||
Selling, general and administrative | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization | $ 5,723 | $ 5,798 | ||
Licensed technology | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Useful Life (in Years) | 3 years 6 months | |||
Gross Carrying Amount | $ 2,070 | 2,156 | ||
Accumulated Amortization | (1,685) | (1,583) | ||
Net Carrying Amount | $ 385 | 573 | ||
Developed technology | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Useful Life (in Years) | 6 years 10 months 24 days | |||
Gross Carrying Amount | $ 243,361 | 243,361 | ||
Accumulated Amortization | (117,103) | (108,522) | ||
Net Carrying Amount | $ 126,258 | 134,839 | ||
Trademarks and trade names | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Useful Life (in Years) | 6 years 1 month 6 days | |||
Gross Carrying Amount | $ 13,800 | 13,800 | ||
Accumulated Amortization | (7,076) | (6,511) | ||
Net Carrying Amount | $ 6,724 | 7,289 | ||
Customer relationships | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Useful Life (in Years) | 4 years 7 months 6 days | |||
Gross Carrying Amount | $ 121,100 | 121,100 | ||
Accumulated Amortization | (80,897) | (75,847) | ||
Net Carrying Amount | $ 40,203 | 45,253 | ||
Non-compete covenants | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Useful Life (in Years) | 3 years | |||
Gross Carrying Amount | $ 1,100 | 1,100 | ||
Accumulated Amortization | (1,100) | (1,083) | ||
Net Carrying Amount | $ 0 | $ 17 |
Goodwill and Intangibles Asse_4
Goodwill and Intangibles Assets (Details 3) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Beginning balance | $ 187,971,000 | $ 240,500,000 |
Intangible Assets, Transfer from IPRD to Developed Tech | 0 | 1,500,000 |
Amortization | (14,315,000) | (14,266,000) |
Impairment of Intangible Assets, Finite-lived | (86,000) | 0 |
Ending balance | $ 173,570,000 | $ 227,734,000 |
Goodwill and Intangibles Asse_5
Goodwill and Intangibles Assets (Details 4) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
2020 (9 months) | $ 42,267 | |||
2021 | 55,799 | |||
2022 | 38,269 | |||
2023 | 26,075 | |||
2024 | 10,098 | |||
Thereafter | 1,062 | |||
Net Carrying Amount | $ 173,570 | $ 187,971 | $ 227,734 | $ 240,500 |
Goodwill and Intangibles Asse_6
Goodwill and Intangibles Assets (Details Textuals) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Goodwill, Period Increase (Decrease) | $ 0 | $ 0 |
Goodwill impairment | 0 | 0 |
Impairment of Intangible Assets, Finite-lived | 86,000 | 0 |
Other Indefinite-lived Intangible Assets, Beginning | 0 | 4,400,000 |
Intangible Assets, Transfer from IPRD to Developed Tech | 0 | (1,500,000) |
Other Indefinite-lived Intangible Assets, Ending | 0 | 2,900,000 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 0 | $ 0 |
Financial Instruments (Details
Financial Instruments (Details 1) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Asset | $ 1,005,000 | $ 1,623,000 | ||
Derivative Liability | $ 231,000 | $ 37,000 |
Financial Instruments (Detail_2
Financial Instruments (Details 2) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Asset | $ 1,005,000 | $ 1,623,000 | ||
Operating Lease, Weighted Average Remaining Lease Term | 2 years 8 months 12 days | 2 years 10 months 24 days | ||
Derivative Liability | $ 231,000 | $ 37,000 | ||
Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Liability | 231,000 | 37,000 | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Derivative Financial Instruments, Assets [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative Asset | $ 200,000 | $ 40,000 |
Financial Instruments (Detail_3
Financial Instruments (Details 3) - USD ($) | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | ||||
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount | $ 0 | $ 0 | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||||
Derivative Asset | $ 1,623,000 | |||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Gain (Loss) Included in Other Comprehensive Income (Loss) | (194,000) | (618,000) | ||
Derivative Asset | $ 1,005,000 | |||
Derivative Liability | $ 231,000 | $ 37,000 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details Textuals) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Gain (Loss) Included in Other Comprehensive Income (Loss) | $ (194,000) | $ (618,000) | |
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount | $ 0 | $ 0 |
Balance Sheet Details - Cash an
Balance Sheet Details - Cash and Investments (Details 1) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Cash and cash equivalents | $ 98,373 | $ 92,708 |
Short-term restricted cash | 10 | 349 |
Long-term restricted cash | 57 | 60 |
Total cash, cash equivalents and restricted cash | 98,440 | 93,117 |
Money Market Funds, at Carrying Value | 20,400 | |
Restricted cash | $ 100 | $ 400 |
Balance Sheet Details - Invento
Balance Sheet Details - Inventory (Details 2) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Work-in-process | $ 14,485 | $ 14,525 |
Finished goods | 16,603 | 16,985 |
Inventory | $ 31,088 | $ 31,510 |
Balance Sheet Details - Propert
Balance Sheet Details - Property and Equipment (Details 3) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 75,930 | $ 75,956 | |
Less accumulated depreciation and amortization | (60,179) | (59,343) | |
Property and equipment, net | 15,751 | 16,613 | |
Depreciation | $ 1,600 | $ 2,100 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 5 years | ||
Property and equipment, gross | $ 2,206 | 2,199 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 36,851 | 35,660 | |
Machinery and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years | ||
Machinery and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 5 years | ||
Masks and production equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 15,194 | 15,209 | |
Masks and production equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 2 years | ||
Masks and production equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 5 years | ||
Software | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years | ||
Property and equipment, gross | $ 6,118 | 5,956 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 15,255 | 16,186 | |
Leasehold improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 1 year | ||
Leasehold improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 5 years | ||
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 306 | $ 746 |
Balance Sheet Details- Accrued
Balance Sheet Details- Accrued Price Protection Liability (Details 5) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accrued Price Protection Rebate Activity [Roll Forward] | ||
Beginning balance | $ 12,557 | $ 16,454 |
Charged as a reduction of revenue | 1,399 | 10,508 |
Payments | (5,932) | (8,019) |
Ending balance | $ 8,024 | $ 18,943 |
Balance Sheet Details - Accrued
Balance Sheet Details - Accrued Expenses (Details 6) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Capitalized Contract Cost [Line Items] | ||
Accrued technology license payments | $ 4,500 | $ 4,500 |
Accrued professional fees | 2,715 | 861 |
Accrued engineering and production costs | 2,068 | 4,491 |
Accrued restructuring | 319 | 294 |
Accrued royalty | 513 | 923 |
Short-term lease liabilities | 4,751 | 4,810 |
Accrued customer credits | 49 | 832 |
Income tax liability | 109 | 65 |
Customer contract liabilities | 14 | 107 |
Other | 4,998 | 4,496 |
Total | 30,661 | 31,171 |
Reduction in Transaction Price [Member] | ||
Capitalized Contract Cost [Line Items] | ||
Accrued obligations to customers | 9,053 | 8,382 |
Sales Returns and Allowances [Member] | ||
Capitalized Contract Cost [Line Items] | ||
Accrued obligations to customers for stock rotation rights | $ 1,572 | $ 1,410 |
Balance Sheet Details Balance S
Balance Sheet Details Balance Sheet Details - AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 29 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning | $ (887) | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | (580) | $ 513 | |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | (153) | (488) | $ (200) |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | (733) | $ 25 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending | (1,620) | (1,620) | |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning | (747) | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending | (1,327) | (1,327) | |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning | (140) | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending | $ (293) | $ (293) |
Debt and Interest Rate Swap (De
Debt and Interest Rate Swap (Details) - USD ($) $ in Thousands | 3 Months Ended | 29 Months Ended | 35 Months Ended | |||||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 03, 2017 | May 12, 2017 | |
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Unamortized Discount | $ (2,100) | |||||||
Long-term debt | $ 207,197 | $ 207,197 | $ 207,197 | $ 206,909 | ||||
Line of Credit Facility, Incremental Borrowing Capacity | $ 160,000 | $ 160,000 | $ 160,000 | |||||
Debt Instrument, Frequency of Periodic Payment | quarterly installments | |||||||
Debt Instrument, Quarterly Amortization Rate | 0.25% | 0.25% | 0.25% | |||||
Debt Instrument, Call Feature | 1.0% soft call premium | |||||||
Repayments of Debt | $ 213,000 | |||||||
Document Period End Date | Mar. 31, 2020 | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.60% | 4.60% | 4.60% | 4.90% | 4.60% | |||
Long-term Debt, Fair Value | $ 200,800 | $ 200,800 | $ 200,800 | $ 214,600 | $ 398,500 | |||
Debt Issuance Costs, Gross | 6,000 | |||||||
Amortization of debt issuance costs and accretion of discount on debt and leases | 300 | $ 300 | ||||||
Debt Instrument, Annual Principal Payment | $ 212,000 | $ 212,000 | $ 212,000 | 212,000 | ||||
Derivative, Fixed Interest Rate | 4.25% | 4.25% | 4.25% | 1.74685% | ||||
Derivative Asset | 1,005 | $ 1,623 | ||||||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Gain (Loss) Included in Other Comprehensive Income (Loss) | $ (194) | (618) | ||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | $ (153) | $ (488) | $ (200) | |||||
Base Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate Terms | a base rate | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||||
Fed Funds Effective Rate Overnight Index Swap Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate Terms | the federal funds rate, plus 0.50% | |||||||
Prime Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate Terms | prime rate | |||||||
One, Two, Or Three Month London Interbank Offered Rate (LIBOR) [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate Terms | an adjusted LIBOR rate determined on the basis of a one- three- or six-month interest period, plus 1.0% | |||||||
London Interbank Offered Rate (LIBOR) Subject to Floor [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate Terms | adjusted LIBOR rate, subject to a floor of 0.75% | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||||
London Interbank Offered Rate (LIBOR) [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||||
Medium-term Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term Debt, Gross | $ 212,000 | 212,000 | $ 212,000 | 212,000 | $ 425,000 | |||
Debt Instrument, Unamortized Discount | (1,253) | (1,253) | (1,253) | (1,328) | ||||
Debt Issuance Costs, Net | (3,550) | (3,550) | (3,550) | (3,763) | ||||
Long-term Debt | 207,197 | 207,197 | 207,197 | 206,909 | ||||
Long-term Debt, Current Maturities | 0 | 0 | 0 | 0 | ||||
Long-term debt | 207,197 | 207,197 | 207,197 | 206,909 | ||||
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | Derivative Financial Instruments, Assets [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative Asset | $ 200 | $ 200 | $ 200 | $ 40 |
Stock-Based Compensation and _3
Stock-Based Compensation and Employee Benefit Plans - Additional Information (Details Textuals) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 1 month 20 days |
Share-based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ | $ 1.7 |
Equity Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | shares | 15,895,366 |
2004 Equity Incentive Plan [Member] [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | shares | 0 |
ESPP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | shares | 3,651,326 |
Restricted Stock Unit and Restricted Stock Award [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 58 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 3 years 25 days |
Share-based Payment Arrangement, Option [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 5 months 1 day |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 17.6 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 1 month 24 days |
Stock-Based Compensation and _4
Stock-Based Compensation and Employee Benefit Plans - Expense by Type (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Expense | $ 6,827 | $ 7,747 |
Cost of net revenue | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Expense | 148 | 130 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Expense | 3,746 | 4,213 |
Selling, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Expense | $ 2,933 | $ 3,404 |
Stock-Based Compensation and _5
Stock-Based Compensation and Employee Benefit Plans - Awards (Details 2) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting Percentage Relative To net sales | 60.00% |
Vesting Percentage Relative To earnings per share | 40.00% |
Restricted Stock Unit and Restricted Stock Award [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 58 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | shares | 2,924 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 2,069 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | shares | (418) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | shares | (45) |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | shares | 4,530 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Grant Date Fair Value | $ / shares | $ 21.72 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | 11.77 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ / shares | 16.72 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ / shares | 21.29 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Grant Date Fair Value | $ / shares | $ 17.64 |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 17.6 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | shares | 445 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 1,416 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | shares | (21) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | shares | (32) |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | shares | 1,808 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Grant Date Fair Value | $ / shares | $ 22.21 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | 11.67 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ / shares | 22.21 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ / shares | 22.21 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Grant Date Fair Value | $ / shares | $ 13.95 |
Share-based Payment Arrangement, Tranche One [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance Based Compensation, Shares Awarded as a Percentage of Grants, Peer Group Based | 250.00% |
Share-based Payment Arrangement, Tranche One [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance Based Compensation, Shares Awarded as a Percentage of Grants, Peer Group Based | 30.00% |
Share-based Payment Arrangement, Tranche Two [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance Based Compensation, Shares Awarded as a Percentage of Grants, Peer Group Based | 100.00% |
Stock-Based Compensation and _6
Stock-Based Compensation and Employee Benefit Plans - ESPP (Details 3) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
ESPP [Member] | ||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 0 | |
Employee Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 5.48 | $ 5.01 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.59% | 2.51% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 months | 6 months |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 43.14% | 38.82% |
Stock-Based Compensation and _7
Stock-Based Compensation and Employee Benefit Plans - Stock Options (Details 4) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 300 | $ 9,800 |
Proceeds from Stock Options Exercised | 500 | 2,600 |
Share-based Payment Arrangement, Expense, Tax Benefit | $ 300 | $ 9,000 |
Shares Issued upon Settlement of Employee Bonus Plan | 200 | |
Accrued Bonuses | $ 3,100 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 1 month 20 days | |
Share-based Payment Arrangement, Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,337 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (52) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | (22) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,263 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 1,258 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Shares Exercisable | 1,053 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Exercise Price | $ 13.05 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | 9.50 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | 14.23 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Exercise Price | 13.18 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | 13.15 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price | $ 12.12 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 2 years 5 months 8 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 5 months 1 day | |
Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Remaining Contractual Term | 1 year 10 months 17 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 2,207 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | 2,207 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 2,207 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Valuation Allowance [Line Items] | ||
Income tax benefit | $ (6,736) | $ (6,462) |
Unrecognized Tax Benefits, Period Increase (Decrease) | 100 | |
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | 600 | |
Unrecognized Tax Benefits, Income Tax Penalties Accrued | $ 100 | |
Latest Tax Year [Member] | ||
Valuation Allowance [Line Items] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | |
Pre Tax Reform Tax Rate Member [Member] | ||
Valuation Allowance [Line Items] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% |
Concentration of Credit Risk,_3
Concentration of Credit Risk, Significant Customers and Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Concentration Risk [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 62,027 | $ 84,635 | |
Net Revenue [Member] | |||
Concentration Risk [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 62,027 | $ 84,635 | |
Concentration risk percentage | 100.00% | 100.00% | |
Net Revenue [Member] | Asia [Member] | |||
Concentration Risk [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 52,035 | $ 71,548 | |
Concentration risk percentage | 84.00% | 85.00% | |
Net Revenue [Member] | UNITED STATES | |||
Concentration Risk [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,616 | $ 4,352 | |
Concentration risk percentage | 3.00% | 5.00% | |
Net Revenue [Member] | Rest of World [Member] | |||
Concentration Risk [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 8,376 | $ 8,735 | |
Concentration risk percentage | 13.00% | 10.00% | |
Net Revenue [Member] | Geographic Concentration Risk [Member] | China [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 22.00% | ||
Net Revenue [Member] | Geographic Concentration Risk [Member] | HONG KONG | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 50.00% | 45.00% | |
Long lived assets [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 100.00% | 100.00% | |
Long lived assets | $ 437,515 | $ 453,892 | |
Long lived assets [Member] | UNITED STATES | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 85.00% | 85.00% | |
Long lived assets | $ 371,947 | $ 385,302 | |
Long lived assets [Member] | Rest of World [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 1.00% | 1.00% | |
Long lived assets | $ 4,247 | $ 5,034 | |
Long lived assets [Member] | SINGAPORE | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 14.00% | 14.00% | |
Long lived assets | $ 61,321 | $ 63,556 | |
Customer B [Member] | Net Revenue [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 10.00% | 12.00% | |
Customer B [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 19.00% | ||
Customer A [Member] | Net Revenue [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 18.00% | ||
Customer C [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 11.00% | 10.00% | |
Vendor A [Member] | Supplier Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 19.00% | ||
Vendor B [Member] | Supplier Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 18.00% | 13.00% | |
Vendor C [Member] | Supplier Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 17.00% | ||
Vendor D [Member] | Supplier Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 16.00% | 14.00% | |
Vendor E [Member] | Supplier Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 19.00% |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 62,027 | $ 84,635 | ||
Customer contract liabilities | 14 | $ 107 | ||
Accrued price protection liability | 8,024 | 18,943 | 12,557 | $ 16,454 |
Right of return assets | 300 | 300 | ||
Connected Home [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 32,254 | 43,432 | ||
Infrastructure [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 17,542 | 22,102 | ||
Industrial and multi-market [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 12,231 | $ 19,101 | ||
Revenue Benchmark [Member] | Connected Home [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk percentage | 52.00% | 51.00% | ||
Revenue Benchmark [Member] | Infrastructure [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk percentage | 28.00% | 26.00% | ||
Revenue Benchmark [Member] | Industrial and multi-market [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk percentage | 20.00% | 23.00% | ||
Accounts Receivable [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Impairment losses | $ 0 | 0 | ||
Reduction in Transaction Price [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Accrued obligations to customers for price adjustments | 9,053 | 8,382 | ||
Sales Returns and Allowances [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Accrued obligations to customers for stock rotation rights | $ 1,572 | $ 1,410 | ||
Revenue from Distributors [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk percentage | 61.00% | 41.00% |
Leases (Details)
Leases (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Leases [Abstract] | |||
Operating Lease, Weighted Average Discount Rate, Percent | 5.00% | ||
Operating Lease, Weighted Average Remaining Lease Term | 2 years 8 months 12 days | 2 years 10 months 24 days | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |||
Operating Leases, Future Minimum Payments, Remainder of Fiscal Year | $ 3,989,000 | ||
Operating Leases, Future Minimum Payments, Due in Two Years | 5,148,000 | ||
Operating Leases, Future Minimum Payments, Due in Three Years | 3,544,000 | ||
Operating Leases, Future Minimum Payments, Due in Four Years | 1,015,000 | ||
Total minimum payments | 13,696,000 | ||
Less: imputed interest | (912,000) | ||
Less: unrealized translation loss | (4,000) | ||
Operating Lease, Liability | 12,780,000 | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | (4,751,000) | $ (4,810,000) | |
Operating Lease, Liability, Noncurrent | 8,029,000 | 9,335,000 | |
Lessee, Operating Sublease, Description [Abstract] | |||
2020 (9 months) | 480,000 | ||
2021 | 546,000 | ||
2022 | 488,000 | ||
2023 | 291,000 | ||
Total minimum rental income | $ 1,805,000 | ||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Renewal Term | 5 years | ||
Short-term lease liabilities | $ 4,751,000 | 4,810,000 | |
Long-term lease liabilities | $ 8,029,000 | $ 9,335,000 | |
Operating Lease, Weighted Average Remaining Lease Term | 2 years 8 months 12 days | 2 years 10 months 24 days | |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | $ 0 | ||
Lease, Cost [Abstract] | |||
Operating Lease, Cost | 900,000 | ||
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 0 | ||
Operating Leases, Rent Expense, Sublease Rentals | $ 200,000 | $ 600,000 | |
Minimum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Term of Contract | 3 years | ||
Maximum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Term of Contract | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies (Details 1) $ in Thousands | Mar. 31, 2020USD ($) |
Other Obligations | |
Total minimum payments | $ 5,827 |
Total | |
2020 (9 months) | 25,237 |
2021 | 1,445 |
2022 | 950 |
2023 | 447 |
2024 | 0 |
Thereafter | 0 |
Total minimum payments | 28,079 |
Inventories [Member] | |
Inventory Purchase Obligations | |
2020 (9 months) | 22,252 |
2021 | 0 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
Thereafter | 0 |
Total minimum payments | 22,252 |
Other Commitments [Domain] | |
Other Obligations | |
2020 (9 months) | 2,985 |
2021 | 1,445 |
2022 | 950 |
2023 | 447 |
2024 | 0 |
Thereafter | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | Apr. 05, 2020 | Mar. 31, 2020 |
Subsequent Event [Line Items] | ||
Business Acquisition, Transaction Costs | $ 3,300 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Covenant Description | The incremental term loan facility will be subject to a financial covenant of an initial maximum total net leverage ratio of 3.5 to 1 which decreases to 3.0 to 1 beginning with the sixth full fiscal quarter ending after the close of the transaction. | |
Debt Instrument, Term | 3 years | |
London Interbank Offered Rate (LIBOR) Subject to Floor [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |
Base Rate [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |
Base Rate [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | |
London Interbank Offered Rate (LIBOR) [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |
London Interbank Offered Rate (LIBOR) [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 4.25% | |
Home Gateway Platform Division of Intel [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Payments to Acquire Businesses, Gross | $ 10,000 | |
Business Combination, Consideration Transferred | 150,000 | |
Long-term Debt | $ 140,000 |