MaxLinear, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Goodwill and Intangible Assets

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

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).

The following table presents the changes in the carrying amount of goodwill for the periods indicated:


	Nine Months Ended September 30,
	2023		2022
	(in thousands)
Beginning balance	$	306,739	$	306,668
Acquisitions (Note 3)	11,717		—
Adjustments	—		71

Ending balance	$	318,456	$	306,739

The Company performs an annual goodwill impairment assessment on October 31st each year, using a quantitative assessment comparing 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 carrying amount of a reporting unit exceeds its fair value, an impairment loss is recorded.

In addition to its annual review, the Company performs a test of impairment when indicators of impairment are present. During the nine months ended September 30, 2023 and 2022, there were no indications of impairment of the Company’s goodwill balances.

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, which are amortized over their estimated useful lives:


		September 30, 2023						December 31, 2022
	Weighted Average Useful Life (in Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Value		Accumulated Amortization		Net Carrying Amount
		(in thousands)
Licensed technology	6.9	$	19,974	$	(1,184)	$	18,790	$	21,764	$	(580)	$	21,184
Developed technology	6.9	311,261		(255,303)		55,958		311,261		(228,532)		82,729
Trademarks and trade names	6.2	14,800		(14,240)		560		14,800		(13,461)		1,339
Customer relationships	5.0	128,800		(125,962)		2,838		128,800		(124,807)		3,993

Backlog	5.3	500		(500)		—		500		(429)		71
Patents	7.0	4,781		(284)		4,497		—		—		—
	6.1	$	480,116	$	(397,473)	$	82,643	$	477,125	$	(367,809)	$	109,316

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 September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Cost of net revenue	$	8,581	$	9,480	$	27,372	$	30,192
Research and development	—		1		2		3
Selling, general and administrative	653		1,541		2,290		10,643
	$	9,234	$	11,022	$	29,664	$	40,838

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:


	Nine Months Ended September 30,
	2023		2022
	(in thousands)
Beginning balance	$	109,316	$	149,940

Additions	6,198		10,440
Other disposals	(769)		—
Transfers to developed technology from IPR&D	—		2,600
Amortization	(29,664)		(40,838)
Impairment losses	(2,438)		—
Ending balance	$	82,643	$	122,142

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 September 30, 2023 and 2022, no impairment losses related to finite-lived intangible assets were recognized. During the nine months ended September

30, 2023 and 2022, impairment losses related to finite-lived intangible assets of $2.4 million and $0, respectively, were recognized. The impairment loss was attributable to certain purchased licensed technology. The following table presents future amortization of the Company’s finite-lived intangible assets at September 30, 2023:


	Amount
	(in thousands)
2023 (3 months)	$	9,292
2024	24,524
2025	14,839
2026	13,730
2027	9,882
Thereafter	10,376
Total	$	82,643