Adam Spice
Analyst · William Blair. Please state your question
Thank you, Kishore. I'll first review our Q2 2017 results and then briefly discuss our outlook for Q3 2017. As Kishore noted, our Q2 revenue was $104.2 million, up 17% sequentially, net of a $5.2 million revenue elimination of pre-closing Exar deferred revenues under acquisition accounting. Connected home revenues increased 3% sequentially accounted for 76% of total revenue in the quarter. Within connected home, we witnessed strength in cable on DOCSIS 3.0 32 channel RF receiver SoCs and initial meaningful shipments of DOCSIS 3.1 RF receiver SoC to a North American operator. Connectivity increased as strong sequential growth from MOCA 2.1 deployment shipping to a North American telco operator was aided by a partial quarter contribution for acquisition of G.hn assets from Marvell. Within satellite, growth in digital channel stacking was more than offset by the continued decline of end of life analog channel stacking, which was down roughly $3 million sequentially, while 4K gateway frontends experienced a step back after a strong first quarter. Tuners shipping into the terrestrial OTA and OTT applications and legacy TV receivers were up 13% driven by previously disclosed high-volume lower margin Latin American opportunities. Legacy video SoC revenues derived from the Entropic acquisition remained flat at $2.3 million or 2% of total revenues at the high end of our expectations. We continue to expect the legacy video SoC business to be at the negligible 1% of our total revenues in 2017. Moving to our infrastructure products, revenues increased approximately 34% and accounted for roughly 15% of total revenue in the quarter. Within this mix, we witnessed strong sequential growth in wireless infrastructure and c.LINK wireline broadband access in China, supplemented by initial contributions of G.Now deployments related to our Marvell's G.hn acquisition and Exar products shipping into enterprise and data center applications. These areas of growth were more than sufficient to offset sequential declines in high-speed fiber interconnect referenced earlier in the call by Kishore and discussed by numerous peers on recent earnings calls. GAAP and non-GAAP gross margins for the second quarter were approximately 49.1% and 69.4% of revenue respectively. GAAP gross margin was meaningfully impacted by an Exar purchase accounting deferred revenue and related proclamation, amortization of purchase intangible assets and amortization of inventory step up. Non-GAAP margins were 61.3% in line with guidance when calculated to adjust for the $5.2 million of deferred revenue and COGS elimination under the Exar acquisition accounting. This compares to GAAP and non-GAAP gross margins of 59.6% and 62.7% respectively in the first quarter of 2017 and GAAP and non-GAAP gross margins of 61.9% and 63.8% respectively in the year-ago quarter. The delta between GAAP and non-GAAP gross margins in the second quarter was primarily acquisition related, reflecting the amortization of $6.3 million of purchased intangible assets, $5.6 million of inventory step up, $3.9 million of deferred profit elimination from the previously mentioned Exar purchase accounting, $100,000 in depreciation of step up of acquired fixed assets and $100,000 of stock-based compensation and stock-based bonus accruals. Q2 GAAP operating expenses were approximately $66.9 million, which was $20 million above the GAAP guidance that excluded the impact of Exar. With the overage primarily related to higher acquisition and integration costs and amortization of purchased intangibles that could not be estimated at the time of guidance, partially offset by lower prototyping, outside services and some favorability resulting from the pre-closing timing of Exar's quarterly spend. GAAP operating expenses included stock-based compensation and accruals related to our stock-based bonus plan of $7 million and $1.5 million respectively, $8.4 million for the amortization of purchased intangible assets, $6.5 million in restructuring charges, $5.6 million for acquisition and integration costs, $800,000 of depreciation related to a step up in acquired fixed assets, $100,000 for IP litigation costs related to the previously disclosed Cresta Technology matter. Payouts under our 2017 bonus plan if earned are expected to be settled primarily in shares of MaxLinear stock, which are expected to be issued in Q1 2018. Net of these items, non-GAAP OpEx was $36.9 million, which was $2.1 million below our prior guidance of $39 million. It was up approximately $6.8 million from Q1 2017 and up approximately $6.3 million from the year-ago quarter. Second quarter GAAP OpEx attributable to R&D was approximately $5.1 million quarter-on-quarter, was up approximately $5.1 million quarter-on-quarter and up approximately $5 million year-on-year to $29 million, which included stock-based compensation of $4 million, $1.1 million related to 2017 stock-based bonus plan accruals, $800,000 of depreciation of fixed asset step up and $100,000 of amortized purchased intangibles. Excluding these items, second quarter non-GAAP R&D was up $3.8 million quarter-on-quarter and up approximately $4.3 million year-on-year to $23.1 million. Within the sequential increase in R&D spend, there was $2.5 million in higher payroll related expenses largely related to the Exar and Marvell G.hn acquisitions, $400,000 in higher prototyping expenses, $200,000 in higher design tool spending and $100,000 in higher travel expenses and $600,000 in other miscellaneous spending increases. Second quarter GAAP OpEx attributable to SG&A was up approximately $12.7 million quarter-on-quarter and up $14.8 million from the year-ago quarter to $31.3 million. GAAP SG&A expenses included $8.3 million for the amortization of acquired intangible assets, $5.6 million in acquisition and integration costs, $3 million in stock-based compensation, $500,000 in stock-based bonus plan accruals, $100,000 for Cresta Tech IP litigation costs and $100,000 in depreciation of acquired fixed assets step up. Excluding these items, second quarter non-GAAP SG&A was up $3 million quarter-on-quarter and up $2 million from the year-ago quarter to $13.8 million. The sequential increases were a function of increase in headcount and the expanded scope of activities related to the acquisitions of Marvell's G.hn business and Exar Corporation. With the year-on-year increases also being impacted by the Microsemi wireless access and Broadcom microwave backhaul business acquisitions. Rounding out our commentary on operating expenses, at the end of the second quarter 2017, our headcount was 797 heads compared to 548 at the end of the first quarter of 2017 and 523 at the end of the second quarter of 2016. We continue to evaluate our staffing levels globally particularly following our recent acquisition activity to strike a balance between driving near-term operating leverage and staffing key long-term growth initiatives. GAAP loss from operations in the second quarter was $15.8 million compared to operating income of $10.4 million in the prior quarter and income of $22 million in the second quarter of 2016. GAAP tax benefit was $29.5 million in the second quarter of 2017 impacted by a $50.1 million of benefit related to the reversal of evaluation allowance against certain of our deferred tax assets. GAAP earnings per share in the second quarter were $0.16 on fully diluted shares outstanding of 69.6 million. This compares to GAAP EPS of $0.12 in the prior quarter and $0.33 per share in the second quarter of 2016. Non-GAAP income from operations was $30.2 million in the second quarter of 2017 compared to $25.6 million in the prior quarter and $34.4 million in the second quarter of last year. The non-GAAP effective tax rate was 10.1% of non-GAAP pre-tax income. This compares with 9.9% in the first quarter of 2017 and 2.2% in the year before. Non-GAAP earnings per share in the second quarter were $0.35 on fully diluted shares of 69.9 million compared to $0.33 in the first quarter of 2017 and $0.50 per share in the second quarter of 2016. Moving to the balance sheet and cash flow statement, our cash, cash equivalent, restricted cash and investments balance decreased $64.8 million sequentially to approximately $90.1million and decreased $86.4 million as compared to the $176.5 million in the second quarter of last year. Our ending cash position includes outflows of $452.3 million and $21 million for our Exar and Marvell G.hn acquisitions net of cash acquired, which were funded by existing cash and the issuance of $425 million term-loan facility. Our cash flow used in operation activities in the second quarter 2017 was approximately $7.1 million versus $22.7 million generated in the first quarter of 2017 and $32.3 million generated in the year-ago quarter. Our cash flow was negatively impacted by payments of $18 million in Exar pre-closing liabilities and $7.6 million in transaction and restructuring related costs. With these expenses factored into our forecast, we exit the second quarter above our targeted cash position of $75 million to $80 million. And considering this cash surplus, we paid down $30 million of our term-loan B subsequent to the end of the quarter. Our days sales outstanding for the second quarter was approximately 72 days or 13 days more than the prior quarter and 32 days more than the year-ago quarter. The days sales outstanding is distorted by the full quarter impact of AR relative to the partial quarter revenue contribution from Exar. Still our normalized DSO was trended higher primarily a function of changes in shipping linearity and a general lengthening of payment terms granted to some of our largest credit worthy customers. Our inventory turns were 3.6 in the second quarter compared to 4.9 turns in the first quarter and 5.6 turns in the year-ago quarter. Again our inventory turns metric is impacted by the Exar acquisition and their legacy distributor and discrete component intensity, which is the focus of ongoing integration efforts to better align with MaxLinear's target model of approximately 6 inventory turns. That leads me to our guidance, we expect revenue in the third quarter of 2017 to be in the range of $114 million to $118 million. Built into this range, we expect connected home revenues to account for roughly 60% of overall revenue, contributions from infrastructure to represent 20% and industrial and multi-markets contribute 20%. More specifically within connected home, we expect typical seasonal weakness in cable data, a step down in tuner shipments after a stronger than expected first half of 2017, and weakness related to final meaningful step down in both legacy analog channel stocking and video SoC revenues, primarily offset by strength in cable video and satellite 4K frontend products. Within infrastructure, we expect continued strength in wireline access across both c.LINK and G.Now and from the full quarter impact of Exar aided by the continued force-touch and server power management ramps. These areas of growth are expected to be partially offset by a modest step back in wireless infrastructure after a strong first half and continued softness in optical interconnect. That leads me to the remainder of our Q3 2017 guidance, we expect third quarter GAAP profit margin to be approximately 45% of revenue and non-GAAP gross profit margin to be approximately 61% of revenue. The expected sequential decline in GAAP gross margin is primarily due to the full quarter impact of inventory step up and amortization of purchased intangible assets related to Exar acquisition. As a reminder, our gross profit margin percentage forecast could vary plus or minus 2% depending on product mix and other factors. We continue to fund strategic development programs targeted at delivering attractive top line growth as we look forward into the second half of 2017 and beyond with a particular focus on infrastructure initiatives and our goal of increasing the operating leverage in the business. As such, we expect Q3 2017 GAAP operating expenses to decrease approximately $4.9 million quarter-on-quarter to approximately $62 million. With the largest decreases coming from lower restructuring and transaction costs, partially offset by the full quarter impact of Exar purchase price accounting and other expenses. We expect the Q3 2017 non-GAAP operating expenses will increase approximately $4.1 million sequentially to $41 million, driven by full quarter contribution of Exar driving increases related to headcount, travel, facilities and outside services cost. In closing, we are pleased to report a very busy and eventful Q2 2017, one of which we continued our sequential revenue growth while closing two strategic acquisitions leading to a more diverse and stable revenue profile, as well as closing on our first debt transaction with a $425 million term-loan used to fund the acquisition of Exar Corporation. As we navigate through the lumpiness inherent in connected home and optical infrastructure markets, we continue to aggressively manage toward a point of cost energies from our recent acquisitions as evidenced by the modest increase in our non-GAAP operating expense guidance. Additionally, we are demonstrating our ability and commitment to aggressively deleveraging, evidenced by our $30 million pre-payment in July and August of 2017. We remain confident that the recent acquisitions combined with our organic initiatives that Kishore highlighted earlier uniquely position MaxLinear shareholders to benefit from the growing demand for bandwidth across consumer, connected home, wired and wireless networks, and a diverse and growing demand for high performance analog and mixed signal solutions into industrial, automotive and multi-market applications. And with that I'd like to open the call to questions. Operator?