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, 2022

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).

During the nine months ended September 30, 2022, there was an increase in the carrying value of goodwill of $0.07 million related to minor adjustments to assets and liabilities in the purchase price allocation for Company X.

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 three and nine months ended September 30, 2022 and 2021, 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, 2022						December 31, 2021
	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	5.6	$	27,290	$	(3,550)	$	23,740	$	16,850	$	(2,218)	$	14,632
Developed technology	7.0	311,261		(219,207)		92,054		308,661		(189,244)		119,417
Trademarks and trade names	6.2	14,800		(12,921)		1,879		14,800		(11,221)		3,579
Customer relationships	5.0	128,800		(124,422)		4,378		128,800		(116,847)		11,953

Backlog	2.4	1,300		(1,209)		91		1,300		(941)		359
	6.2	$	483,451	$	(361,309)	$	122,142	$	470,411	$	(320,471)	$	149,940

The following table sets forth amortization expense associated with finite-lived intangible assets, which is included in the consolidated statements of income as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
	(in thousands)				(in thousands)
Cost of net revenue	$	9,480	$	10,761	$	30,192	$	32,288
Research and development	1		1		3		3
Selling, general and administrative	1,541		5,812		10,643		17,697
	$	11,022	$	16,574	$	40,838	$	49,988

Amortization of finite-lived intangible assets in cost of net revenue in the consolidated statements of income results primarily from acquired developed technology.

The following table sets forth the activity related to finite-lived intangible assets:


	Nine Months Ended September 30,
	2022		2021
	(in thousands)
Beginning balance	$	149,940	$	200,066

Additions	10,440		6,616
Transfers to developed technology from IPR&D	2,600		—
Amortization	(40,838)		(49,988)

Ending balance	$	122,142	$	156,694

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 each of the three and nine months ended September 30, 2022 and 2021, no impairment losses related to finite-lived intangible assets were recognized.

The following table presents future amortization of the Company’s finite-lived intangible assets at September 30, 2022:


	Amount
	(in thousands)
2022 (3 months)	$	10,938
2023	40,580
2024	25,855
2025	14,520
2026	13,410
Thereafter	16,839
Total	$	122,142

Indefinite-lived Intangible Assets

Indefinite-lived intangible assets consist entirely of acquired in-process research and development technology, or IPR&D. The following table sets forth the Company's activities related to indefinite-lived intangible assets:



	Nine Months Ended September 30,
	2022		2021
	(in thousands)
Beginning balance	$	2,600	$	7,200

Transfers to developed technology from IPR&D	(2,600)		—

Ending balance	$	—	$	7,200

The Company performs its annual assessment of indefinite-lived intangible assets on October 31 each year or more frequently if events or changes in circumstances indicate that the asset might be impaired utilizing a qualitative test as a precursor to the quantitative test comparing the fair value of the assets with their carrying amount. Based on the qualitative test, if it is more likely than not that indicators of impairment exists, the Company proceeds to perform a quantitative analysis. During the three and nine months ended September 30, 2022 and 2021, no indicators of impairment were identified and, as a result, no IPR&D impairment losses were recorded.