Exhibit 99.1
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FOR IMMEDIATE RELEASE

MaxLinear, Inc. Announces Second Quarter 2022 Financial Results

•Record net revenue of $280.0 million, up 6% sequentially and up 36% year-over-year
•GAAP gross margin 58.7% and non-GAAP gross margin 62.3%, up 10 bps and -50 bps from previous quarter, respectively

Carlsbad, Calif. – July 27, 2022 – MaxLinear, Inc. (Nasdaq: MXL), a leading provider of RF, analog, digital and mixed-signal integrated circuits, today announced financial results for the second quarter ended June 30, 2022.

Second Quarter Financial Highlights
GAAP basis:
•Net revenue was $280.0 million, up 6% sequentially and up 36% year-over-year.
•GAAP gross margin was 58.7%, compared to 58.6% in the prior quarter, and 54.8% in the year-ago quarter.
•GAAP operating expenses were $125.3 million in the second quarter 2022, or 45% of net revenue, compared to $106.5 million in the prior quarter, or 40% of net revenue, and $110.3 million in the year-ago quarter, or 54% of net revenue.
•GAAP income from operations was 14% of revenue, compared to income from operations of 18% in the prior quarter, and income from operations of 1% in the year-ago quarter.
•Net cash flow provided by operating activities was $123.4 million, compared to net cash flow provided by operating activities of $134.2 million in the prior quarter, and net cash flow provided by operating activities of $7.9 million in the year-ago quarter.
•GAAP diluted earnings per share was $0.40, compared to diluted earnings per share of $0.42 in the prior quarter, and diluted earnings per share of $0.01 in the year-ago quarter.
Non-GAAP basis:
•Non-GAAP gross margin was 62.3%. This compares to 62.8% in the prior quarter, and 60.2% in the year-ago quarter.
•Non-GAAP operating expenses were $84.3 million, or 30% of revenue, compared to $77.3 million or 29% of revenue in the prior quarter, and $75.2 million or 37% of revenue in the year-ago quarter.
•Non-GAAP income from operations was 32% of revenue, compared to 33% in the prior quarter, and 24% in the year-ago quarter.
•Non-GAAP diluted earnings per share was $1.11, compared to diluted earnings per share of $1.00 in the prior quarter, and diluted earnings per share of $0.53 in the year-ago quarter.

Management Commentary

“In the second quarter, revenue was up 6% sequentially and up 36% year-over-year, as a result of strong demand across all our product portfolio. In particular, fiber gateway access, Wi-Fi, and wireless infrastructure continue to drive solid revenue expansion. Our connectivity category was up nearly 80% year-over-year, driven by our differentiated Wi-Fi6 feature set, and we are on a firm trajectory to deliver at least $200 million of Wi-Fi revenue in 2023. We saw strong cash flow from operations of approximately $123.4 million in Q2 and non-GAAP gross margin of 62.3%. We are excited about our pending merger with Silicon Motion, the future growth opportunities of our comprehensive product portfolio, and the accelerating pace of new product launches,” commented Kishore Seendripu, Ph.D., Chairman and CEO.

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Third Quarter 2022 Business Outlook

The company expects revenue in the third quarter 2022 to be approximately $280 million to $290 million. The Company also estimates the following:
•GAAP gross margin of approximately 57.5% to 60.5%;
•Non-GAAP gross margin of approximately 60.5% to 63.5%;
•GAAP operating expenses of approximately $115 million to $121 million;
•Non-GAAP operating expenses of approximately $81 million to $87 million; and
•GAAP and non-GAAP interest and other expense of approximately $3.5 million.
Webcast and Conference Call
MaxLinear will host its second quarter financial results conference call today, July 27, 2022 at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time). To access this call, dial US toll free: 1-877-407-3109 / International: 1-201-493-6798. A live webcast of the conference call will be accessible from the investor relations section of the MaxLinear website at https://investors.maxlinear.com, and will be archived and available after the call at https://investors.maxlinear.com until August 11, 2022. A replay of the conference call will also be available until August 11, 2022 by dialing US toll free: 1-877-660-6853 / International: 1-201-612-7415 and Conference ID#: 13731843.
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Cautionary Note Concerning Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, among others, statements concerning our future financial performance (including specifically our current guidance for third quarter 2022 revenue, gross margins, operating expenses, and interest and other expenses, as well as statements with respect to confidence in the Company’s outlook for third quarter 2022) and statements concerning expectations of potential developments in our target markets, including (without limitation) management’s views with respect to the prospects for and trends in our broadband, connectivity and infrastructure markets, and in particular, expectations concerning the development of our Wi-Fi market, including the Company’s ability to continue to increase market share and drive future growth opportunities in such market. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to be materially different from any future results expressed or implied by the forward-looking statements and our future financial performance and operating results forecasts generally. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to be materially different from any future results expressed or implied by the forward-looking statements. Forward-looking statements are based on management’s current, preliminary expectations and are subject to various risks and uncertainties. In particular, our future operating results are substantially dependent on our assumptions about market trends and conditions. Additional risks and uncertainties affecting our business, future operating results and financial condition include, without limitation, risks relating to our proposed merger with Silicon Motion; intense competition in our industry; increasing supply chain risks within our industry, including increases in shipping and material costs and substantial shipping delays resulting in extended lead-times; inflation trends in our supply chain and in the global economy generally; uncertainties concerning the outcome of global trade negotiations, export control limitations, and heightened geopolitical risks generally; our dependence on a limited number of customers for a substantial portion of our revenues; potential decreases in average selling prices for our products; our ability to develop and introduce new and enhanced products on a timely basis and achieve market acceptance of those products, particularly as we seek to expand outside of our historic markets; potential uncertainties arising from continued consolidation among cable television and satellite operators in our target markets and continued consolidation among competitors within the semiconductor industry generally; uncertainties concerning how end user markets for our products will develop, including in particular markets we have entered more recently such as broadband, Wi-Fi and 5G wireless and fiber-optic data center high-speed interconnect infrastructure markets but also existing markets; the impact of our indebtedness and limitations on our operating flexibility based on financial and operating covenants in the applicable term loan agreements, including (without limitation) debt covenant restrictions that may limit our ability to obtain additional financing, granting liens, undergoing certain fundamental changes, or making investments or certain restricted payments, and selling assets; risks relating to intellectual property protection and the prevalence of intellectual property litigation in our industry; our reliance on a limited number of third party manufacturers; the impact of the COVID-19 pandemic; and our lack of long-term supply contracts and dependence on limited sources of supply.
In addition to these risks and uncertainties, investors should review the risks and uncertainties contained in our filings with the Securities and Exchange Commission (SEC), including our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 2, 2022, and our Current Reports on Form 8-K, as well as the information to be set forth under the caption “Risk Factors” in MaxLinear’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022. All forward-looking statements are based on the estimates, projections and assumptions of management as of July 27, 2022, and MaxLinear is under no obligation (and expressly disclaims any such obligation) to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.
Use of Non-GAAP Financial Measures
To supplement our unaudited consolidated financial statements presented on a basis consistent with GAAP, we disclose certain non-GAAP financial measures, including non-GAAP gross margin, operating expenses, operating expenses as a percentage of revenue, income from operations as percentage of revenue, and diluted earnings per share. These supplemental measures exclude the effects of (i) stock-based compensation expense; (ii) accruals related to our performance based bonus plan for 2022, which we currently intend to settle in shares of our common stock; (iii) accruals related to our performance-based bonus plan for 2021, which we settled in shares of common stock in 2022; (iv) amortization of purchased intangible assets; (v) research and development funded by others; (vi) acquisition and integration costs related to our acquisitions; (vii) professional fees and settlement costs related to IP and commercial litigation matters; (viii) severance and other restructuring charges; (ix) other non-recurring interest and other income (expenses), net attributable to acquisitions and (x) non-cash income tax benefits and expenses. These non-GAAP measures are not in accordance with and do not serve as an alternative for GAAP. We believe that these non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our GAAP results of operations. These non-GAAP measures should only be viewed in conjunction with corresponding GAAP measures. We
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compensate for the limitations of non-GAAP financial measures by relying upon GAAP results to gain a complete picture of our performance.
We believe that non-GAAP financial measures can provide useful information to both management and investors by excluding certain non-cash and other one-time expenses that are not indicative of our core operating results. Among other uses, our management uses non-GAAP measures to compare our performance relative to forecasts and strategic plans and to benchmark our performance externally against competitors. In addition, management’s incentive compensation will be determined in part using these non-GAAP measures because we believe non-GAAP measures better reflect our core operating performance.
The following are explanations of each type of adjustment that we incorporate into non-GAAP financial measures:
Stock-based compensation expense relates to equity incentive awards granted to our employees, directors, and consultants. Our equity incentive plans are important components of our employee incentive compensation arrangements and are reflected as expenses in our GAAP results. Stock-based compensation expense has been and will continue to be a significant recurring expense for MaxLinear. While we include the dilutive impact of equity awards in weighted average shares outstanding, the expense associated with stock-based awards reflects a non-cash charge that we exclude from non-GAAP net income.
Bonuses under our executive and non-executive bonus programs have been excluded from our non-GAAP net income for all periods reported. Bonus payments for the 2021 performance periods were settled through the issuance of shares of common stock under our equity incentive plans in February 2022. We currently expect that bonus awards under our fiscal 2022 program will be settled in common stock in the first quarter of fiscal 2023.
Expenses incurred in relation to acquisitions include amortization of purchased intangible assets, acquisition and integration costs primarily consisting of professional and consulting fees, and accretion of discount on deferred purchase price payments to interest expense.
Research and development funded by others represents proceeds received under contracts for jointly funded R&D projects to develop technology that may be commercialized into a product in the future. Initially such proceeds may not yet be recognized in GAAP results if, pursuant to contract terms, the Company may be required to repay all or a portion of the funds provided by the other party under certain conditions. Management believes it is not probable that it will trigger such conditions. Once such conditions have been resolved, the proceeds are recognized in GAAP results, and accordingly, reversed from non-GAAP results.
Restructuring charges incurred are related to our restructuring plans which eliminate redundancies and primarily include severance and restructuring costs related to impairment of leased right-of-use assets or from exiting certain facilities.
Expenses incurred in relation to our intellectual property and commercial litigation include professional fees incurred.
Income tax benefits and expense adjustments are those that do not affect cash income taxes payable.
Reconciliations of non-GAAP measures for the historic periods disclosed in this press release appear below. Because of the inherent uncertainty associated with our ability to project future charges, particularly related to stock-based compensation and its related tax effects as well as potential impairments, a quantitative reconciliation is not available without unreasonable efforts and accordingly we have not provided a reconciliation for non-GAAP guidance provided for the third quarter 2022.
Additional Information and Where to Find It
This press release makes reference to a proposed business combination involving MaxLinear and Silicon Motion. In connection with the proposed transaction, MaxLinear has filed with the Securities and Exchange Commission (the “SEC”) a Registration Statement on Form S-4 (File No. 333-265645), including a proxy statement of Silicon Motion and a prospectus of MaxLinear. The Registration Statement on Form S-4 was declared effective by the SEC on July 13, 2022 and the proxy statement/prospectus was first mailed to the shareholders of Silicon Motion on July 20, 2022, seeking their approval of their transaction-related proposals.
This press release does not constitute an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote or approval nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
MAXLINEAR AND SILICON MOTION URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT ON FORM S-4, WHICH WILL BE PROVIDED TO SILICON MOTION SECURITY
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HOLDERS AND OTHER DOCUMENTS PROVIDED TO SILICON MOTION SECURITY HOLDERS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and security holders are able to obtain the Registration Statement on Form S-4 free of charge at the SEC’s website, www.sec.gov. Copies of documents filed with the SEC by MaxLinear (when they become available) may be obtained free of charge on MaxLinear’s website at www.maxlinear.com or by contacting MaxLinear’s Investor Relations Department at IR@MaxLinear.com. Copies of documents filed or furnished by Silicon Motion (when they become available) may be obtained free of charge on Silicon Motion’s website at https://www.siliconmotion.com or by contacting Silicon Motion’s Stock Affair Specialist.
About MaxLinear, Inc.
MaxLinear, Inc. (Nasdaq:MXL) is a leading provider of radio frequency (RF), analog, digital and mixed-signal integrated circuits for access and connectivity, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear is headquartered in Carlsbad, California. For more information, please visit www.maxlinear.com.
MXL is MaxLinear’s registered trademark. Other trademarks appearing herein are the property of their respective owners.
MaxLinear, Inc. Investor Relations Contact:
Leslie Green
Tel: +1 650-312-9060
lgreen@maxlinear.com

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

Three Months Ended
June 30, 2022March 31, 2022June 30, 2021
Net revenue$280,009 $263,927 $205,376 
Cost of net revenue115,658 109,337 92,833 
Gross profit164,351 154,590 112,543 
Operating expenses:
Research and development80,395 65,886 74,416 
Selling, general and administrative44,487 40,577 35,885 
Restructuring charges462 — 38 
Total operating expenses125,344 106,463 110,339 
Income from operations39,007 48,127 2,204 
Interest income82 31 18 
Interest expense(2,416)(2,349)(3,741)
Loss on extinguishment of debt— — (5,221)
Other income (expense), net7,179 (770)(537)
Total other income (expense), net4,845 (3,088)(9,481)
Income (loss) before income taxes43,852 45,039 (7,277)
Income tax provision (benefit)11,886 11,453 (8,010)
Net income$31,966 $33,586 $733 
Net income per share:
Basic$0.41 $0.44 $0.01 
Diluted$0.40 $0.42 $0.01 
Shares used to compute net income per share:
Basic77,858 77,192 75,930 
Diluted80,279 80,641 79,026 

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

Six Months Ended
June 30, 2022June 30, 2021
Net revenue$543,936 $414,735 
Cost of net revenue224,995 190,473 
Gross profit318,941 224,262 
Operating expenses:
Research and development146,281 137,582 
Selling, general and administrative85,064 72,354 
Restructuring charges462 2,204 
Total operating expenses231,807 212,140 
Income from operations87,134 12,122 
Interest income113 18 
Interest expense(4,765)(7,947)
Loss on extinguishment of debt— (5,221)
Other income (expense), net6,409 (641)
Total other income (expense), net1,757 (13,791)
Income (loss) before income taxes88,891 (1,669)
Income tax provision (benefit)23,339 (6,204)
Net income$65,552 $4,535 
Net income per share:
Basic$0.85 $0.06 
Diluted$0.81 $0.06 
Shares used to compute net income per share:
Basic77,527 75,394 
Diluted80,462 78,657 


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

Three Months Ended
June 30, 2022March 31, 2022June 30, 2021
Operating Activities
Net income$31,966 $33,586 $733 
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization and depreciation19,569 23,880 21,997 
Amortization of debt issuance costs and accretion of discount on debt and leases471 486 918 
Stock-based compensation19,469 18,554 13,966 
Deferred income taxes517 6,842 (6,002)
Loss on disposal of property and equipment5 159 20 
Unrealized holding (gain) loss on investments(4,813)954 — 
Impairment of leased right-of-use assets462 — — 
Loss on extinguishment of debt— — 5,221 
(Gain) loss on foreign currency and other(2,359)(316)387 
Excess tax benefits on stock based awards(2,309)(7,120)(2,822)
Changes in operating assets and liabilities:
Accounts receivable(11,000)(5,969)(47,800)
Inventory(7,390)(7,338)(6,254)
Prepaid expenses and other assets(1,675)3,503 3,588 
Leased right-of-use assets— — 36 
Accounts payable, accrued expenses and other current liabilities29,669 32,952 8,652 
Accrued compensation9,118 12,237 13,857 
Accrued price protection liability42,822 27,975 (344)
Lease liabilities(2,210)(3,301)(2,345)
Other long-term liabilities1,125 (2,918)4,043 
Net cash provided by operating activities123,437 134,166 7,851 
Investing Activities
Purchases of property and equipment(10,706)(4,800)(11,158)
Purchases of intangible assets(567)(4,637)— 
Cash used in acquisitions, net of cash acquired— — (7,500)
Proceeds loaned under notes receivable— (10,000)— 
Purchases of investments(5,000)(23,325)— 
Net cash used in investing activities(16,273)(42,762)(18,658)
Financing Activities
Proceeds from the issuance of debt— — 350,000 
Payment of debt issuance cost— — (4,127)
Repayment of debt(40,000)(20,000)(349,813)
Net proceeds from issuance of common stock3,046 87 4,796 
Minimum tax withholding paid on behalf of employees for restricted stock units(3,698)(24,449)(2,663)
Repurchase of common stock(5,214)(26,297)(4,464)
Net cash used in financing activities(45,866)(70,659)(6,271)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(1,132)(230)(681)
Increase (decrease) in cash, cash equivalents and restricted cash60,166 20,515 (17,759)
Cash, cash equivalents and restricted cash at beginning of period152,253 131,738 149,193 
Cash, cash equivalents and restricted cash at end of period$212,419 $152,253 $131,434 
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MAXLINEAR, INC.
UNAUDITED GAAP CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

Six Months Ended
June 30, 2022June 30, 2021
Operating Activities
Net income$65,552 $4,535 
Adjustments to reconcile net income to cash provided by operating activities:
Amortization and depreciation43,449 44,322 
Amortization of debt issuance costs and accretion of discount on debt and leases957 2,071 
Stock-based compensation38,023 26,921 
Deferred income taxes7,359 (5,461)
Loss on disposal of property and equipment164 388 
Unrealized holding gain on investments(3,859)— 
Impairment of leasehold improvements— 226 
Impairment of leased right-of-use assets462 429 
Loss on extinguishment of debt— 5,221 
(Gain) loss on foreign currency(2,675)408 
Excess tax benefits on stock-based awards(9,429)(4,631)
Changes in operating assets and liabilities:
Accounts receivable(16,969)(67,879)
Inventory(14,728)(596)
Prepaid expenses and other assets1,828 33,448 
Leased right-of-use assets— 72 
Accounts payable, accrued expenses and other current liabilities62,621 6,311 
Accrued compensation21,355 15,233 
Accrued price protection liability70,797 6,955 
Lease liabilities(5,511)(4,347)
Other long-term liabilities(1,793)4,497 
Net cash provided by operating activities257,603 68,123 
Investing Activities
Purchases of property and equipment(15,506)(17,310)
Purchases of intangible assets(5,204)(1,112)
Cash used in acquisitions, net of cash acquired— (27,500)
Proceeds loaned under notes receivable(10,000)— 
Purchases of investments(28,325)(5,000)
Net cash used in investing activities(59,035)(50,922)
Financing Activities
Proceeds from the issuance of debt— 350,000 
Payment of debt issuance cost— (4,127)
Repayment of debt(60,000)(369,813)
Net proceeds from issuance of common stock3,133 6,094 
Minimum tax withholding paid on behalf of employees for restricted stock units
(28,147)(10,105)
Repurchase of common stock(31,511)(7,137)
Net cash used in financing activities(116,525)(35,088)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(1,362)(713)
Increase (decrease) in cash, cash equivalents and restricted cash80,681 (18,600)
Cash, cash equivalents and restricted cash at beginning of period131,738 150,034 
Cash, cash equivalents and restricted cash at end of period$212,419 $131,434 
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MAXLINEAR, INC.
UNAUDITED GAAP CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

June 30, 2022March 31, 2022June 30, 2021
Assets
Current assets:
Cash and cash equivalents$211,363 $151,111 $130,312 
Short-term restricted cash162 105 107 
Short-term investments23,864 19,051 — 
Accounts receivable, net137,065 125,693 135,321 
Inventory146,431 139,041 98,502 
Prepaid expenses and other current assets19,739 19,575 13,866 
Total current assets538,624 454,576 378,108 
Long-term restricted cash894 1,037 1,015 
Property and equipment, net64,136 60,022 48,104 
Leased right-of-use assets33,154 32,919 22,847 
Intangible assets, net127,928 140,153 174,964 
Goodwill306,739 306,713 302,828 
Deferred tax assets81,762 82,326 91,526 
Other long-term assets27,456 21,381 7,235 
Total assets$1,180,693 $1,099,127 $1,026,627 
Liabilities and stockholders’ equity
Current liabilities$316,081 $234,795 $211,789 
Long-term lease liabilities27,838 30,208 20,445 
Long-term debt246,450 286,298 343,022 
Other long-term liabilities20,727 19,980 17,704 
Stockholders’ equity569,597 527,846 433,667 
Total liabilities and stockholders’ equity$1,180,693 $1,099,127 $1,026,627 

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

Three Months Ended
June 30, 2022March 31, 2022June 30, 2021
GAAP gross profit$164,351 $154,590 $112,543 
Stock-based compensation162 163 148 
Performance based equity146 112 127 
Amortization of purchased intangible assets9,820 10,811 10,743 
Non-GAAP gross profit174,479 165,676 123,561 
GAAP R&D expenses80,395 65,886 74,416 
Stock-based compensation(9,983)(9,676)(7,268)
Performance based equity(7,231)(5,337)(8,249)
Research and development funded by others(2,000)2,800 (3,800)
Acquisition and integration costs— — (38)
Non-GAAP R&D expenses61,181 53,673 55,061 
GAAP SG&A expenses44,487 40,577 35,885 
Stock-based compensation(9,324)(8,715)(6,551)
Performance based equity(2,708)(2,068)(3,357)
Amortization of purchased intangible assets(2,926)(6,176)(5,816)
Acquisition and integration costs(6,369)5 (25)
Non-GAAP SG&A expenses23,160 23,623 20,136 
GAAP restructuring expenses462 — 38 
Restructuring charges(462)— (38)
Non-GAAP restructuring expenses— — — 
GAAP income from operations39,007 48,127 2,204 
Total non-GAAP adjustments51,131 40,253 46,160 
Non-GAAP income from operations90,138 88,380 48,364 
GAAP loss on extinguishment of debt— — (5,221)
Loss on extinguishment of debt— — 5,221 
Non-GAAP loss on extinguishment of debt— — — 
GAAP interest and other income (expense), net4,845 (3,088)(4,260)
Non-recurring interest and other income (expense), net56 68 133 
Non-GAAP interest and other income (expense), net4,901 (3,020)(4,127)
GAAP income (loss) before income taxes43,852 45,039 (7,277)
Total non-GAAP adjustments51,187 40,321 51,514 
Non-GAAP income before income taxes95,039 85,360 44,237 
GAAP income tax provision (benefit)11,886 11,453 (8,010)
Adjustment for non-cash tax benefits/expenses(6,184)(6,331)10,665 
Non-GAAP income tax provision5,702 5,122 2,655 
GAAP net income31,966 33,586 733 
Total non-GAAP adjustments before income taxes51,187 40,321 51,514 
Less: total tax adjustments(6,184)(6,331)10,665 
Non-GAAP net income$89,337 $80,238 $41,582 
Shares used in computing non-GAAP basic net income per share77,858 77,192 75,930 
Shares used in computing non-GAAP diluted net income per share80,279 80,641 79,026 
Non-GAAP basic net income per share$1.15 $1.04 $0.55 
Non-GAAP diluted net income per share$1.11 $1.00 $0.53 
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MAXLINEAR, INC.
UNAUDITED RECONCILIATION OF NON-GAAP ADJUSTMENTS
(in thousands, except per share data)

Six Months Ended
June 30, 2022June 30, 2021
GAAP gross profit$318,941 $224,262 
Stock-based compensation325 317 
Performance based equity258 209 
Amortization of purchased intangible assets20,631 21,490 
Non-GAAP gross profit340,155 246,278 
GAAP R&D expenses146,281 137,582 
Stock-based compensation(19,659)(14,430)
Performance based equity(12,568)(12,847)
Research and development funded by others800 (3,800)
Acquisition and integration costs— (130)
Non-GAAP R&D expenses114,854 106,375 
GAAP SG&A expenses85,064 72,354 
Stock-based compensation(18,039)(12,175)
Performance based equity(4,776)(5,247)
Amortization of purchased intangible assets(9,102)(11,886)
Acquisition and integration costs(6,364)(1,586)
IP litigation costs, net— (11)
Non-GAAP SG&A expenses46,783 41,449 
GAAP restructuring expenses462 2,204 
Restructuring charges(462)(2,204)
Non-GAAP restructuring expenses— — 
GAAP income from operations87,134 12,122 
Total non-GAAP adjustments91,384 86,332 
Non-GAAP income from operations178,518 98,454 
GAAP income (loss) on extinguishment of debt— (5,221)
Loss on extinguishment of debt— 5,221 
Non-GAAP loss on extinguishment of debt— — 
GAAP interest and other income (expense), net1,757 (8,570)
Non-recurring interest and other income (expense), net124 443 
Non-GAAP interest and other income (expense), net1,881 (8,127)
GAAP income (loss) before income taxes88,891 (1,669)
Total non-GAAP adjustments91,508 91,996 
Non-GAAP income before income taxes180,399 90,327 
GAAP income tax provision (benefit)23,339 (6,204)
Adjustment for non-cash tax benefits/expenses(12,515)11,624 
Non-GAAP income tax provision10,824 5,420 
GAAP net income65,552 4,535 
Total non-GAAP adjustments before income taxes91,508 91,996 
Less: total tax adjustments(12,515)11,624 
Non-GAAP net income$169,575 $84,907 
Shares used in computing non-GAAP basic net income per share77,527 75,394 
Shares used in computing non-GAAP diluted net income per share80,462 78,657 
Non-GAAP basic net income per share$2.19 $1.13 
Non-GAAP diluted net income per share$2.11 $1.08 
12

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

Three Months Ended
June 30, 2022March 31, 2022June 30, 2021
GAAP gross profit58.7 %58.6 %54.8 %
Stock-based compensation0.1 %0.1 %0.1 %
Performance based equity0.1 %— %0.1 %
Amortization of purchased intangible assets3.5 %4.1 %5.2 %
Non-GAAP gross profit62.3 %62.8 %60.2 %
GAAP R&D expenses28.7 %25.0 %36.2 %
Stock-based compensation(3.6)%(3.7)%(3.5)%
Performance based equity(2.6)%(2.0)%(4.0)%
Research and development funded by others(0.7)%1.1 %(1.9)%
Acquisition and integration costs— %— %— %
Non-GAAP R&D expenses21.9 %20.3 %26.8 %
GAAP SG&A expenses15.9 %15.4 %17.5 %
Stock-based compensation(3.3)%(3.3)%(3.2)%
Performance based equity(1.0)%(0.8)%(1.6)%
Amortization of purchased intangible assets(1.0)%(2.3)%(2.8)%
Acquisition and integration costs(2.3)%— %— %
Non-GAAP SG&A expenses8.3 %9.0 %9.8 %
GAAP restructuring expenses0.2 %— %— %
Restructuring charges(0.2)%— %— %
Non-GAAP restructuring expenses— %— %— %
GAAP income from operations13.9 %18.2 %1.1 %
Total non-GAAP adjustments18.3 %15.3 %22.5 %
Non-GAAP income from operations32.2 %33.5 %23.6 %
GAAP loss on extinguishment of debt— %— %(2.5)%
Loss on extinguishment of debt— %— %2.5 %
Non-GAAP loss on extinguishment of debt— %— %— %
GAAP interest and other income (expense), net1.7 %(1.2)%(2.1)%
Non-recurring interest and other income (expense), net— %— %0.1 %
Non-GAAP interest and other income (expense), net1.8 %(1.1)%(2.0)%
GAAP income (loss) before income taxes15.7 %17.1 %(3.5)%
Total non-GAAP adjustments before income taxes18.3 %15.3 %25.1 %
Non-GAAP income before income taxes33.9 %32.3 %21.5 %
GAAP income tax provision (benefit)4.2 %4.3 %(3.9)%
Adjustment for non-cash tax benefits/expenses(2.2)%(2.4)%5.2 %
Non-GAAP income tax provision2.0 %1.9 %1.3 %
GAAP net income11.4 %12.7 %0.4 %
Total non-GAAP adjustments before income taxes18.3 %15.3 %25.1 %
Less: total tax adjustments(2.2)%(2.4)%5.2 %
Non-GAAP net income31.9 %30.4 %20.3 %
13

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

Six Months Ended
June 30, 2022June 30, 2021
GAAP gross profit58.6 %54.1 %
Stock-based compensation0.1 %0.1 %
Performance based equity0.1 %0.1 %
Amortization of purchased intangible assets3.8 %5.2 %
Non-GAAP gross profit62.5 %59.4 %
GAAP R&D expenses26.9 %33.2 %
Stock-based compensation(3.6)%(3.5)%
Performance based equity(2.3)%(3.1)%
Research and development funded by others0.2 %(0.9)%
Acquisition and integration costs— %— %
Non-GAAP R&D expenses21.1 %25.7 %
GAAP SG&A expenses15.6 %17.4 %
Stock-based compensation(3.3)%(2.9)%
Performance based equity(0.9)%(1.3)%
Amortization of purchased intangible assets(1.7)%(2.9)%
Acquisition and integration costs(1.2)%(0.4)%
Non-GAAP SG&A expenses8.6 %10.0 %
GAAP restructuring expenses0.1 %0.5 %
Restructuring charges(0.1)%(0.5)%
Non-GAAP restructuring expenses— %— %
GAAP income from operations16.0 %2.9 %
Total non-GAAP adjustments16.8 %20.8 %
Non-GAAP income from operations32.8 %23.7 %
GAAP income (loss) on extinguishment of debt— %(1.3)%
Loss on extinguishment of debt— %1.3 %
Non-GAAP loss on extinguishment of debt— %— %
GAAP interest and other income (expense), net0.3 %(2.1)%
Non-recurring interest and other income (expense), net— %0.1 %
Non-GAAP interest and other income (expense), net0.4 %(2.0)%
GAAP income (loss) before income taxes16.3 %(0.4)%
Total non-GAAP adjustments16.8 %22.2 %
Non-GAAP income before income taxes33.2 %21.8 %
GAAP income tax provision (benefit)4.3 %(1.5)%
Adjustment for non-cash tax benefits/expenses(2.3)%2.8 %
Non-GAAP income tax provision2.0 %1.3 %
GAAP net income12.1 %1.1 %
Total non-GAAP adjustments before income taxes16.8 %22.2 %
Less: total tax adjustments(2.3)%2.8 %
Non-GAAP net income31.2 %20.5 %
14