Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 02, 2017 | Jun. 30, 2016 | |
Entity Information [Line Items] | |||
Entity Registrant Name | MAXLINEAR INC | ||
Trading Symbol | MXL | ||
Entity Central Index Key | 1,288,469 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 992,452,470 | ||
Class A Common Stock [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 58,454,886 | ||
Common Class B [Member] | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 6,658,380 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 82,896 | $ 67,956 |
Short-term investments, available-for-sale | 47,918 | 43,300 |
Accounts receivable, net | 50,487 | 42,399 |
Inventory | 26,583 | 32,443 |
Prepaid expenses and other current assets | 6,159 | 3,904 |
Total current assets | 214,043 | 190,002 |
Property and equipment, net | 20,549 | 21,858 |
Long-term investments, available-for-sale | 5,991 | 19,242 |
Intangible assets, net | 104,261 | 51,355 |
Goodwill | 76,015 | 49,779 |
Other long-term assets | 1,793 | 2,269 |
Total assets | 422,652 | 334,505 |
Current liabilities: | ||
Accounts payable | 6,757 | 6,389 |
Deferred revenue and deferred profit | 5,991 | 4,066 |
Accrued price protection liability | 15,176 | 20,026 |
Accrued expenses and other current liabilities | 16,358 | 15,368 |
Accrued compensation | 10,261 | 9,983 |
Total current liabilities | 54,543 | 55,832 |
Deferred rent | 9,656 | 11,427 |
Deferred rent | 6,029 | 4,322 |
Liabilities | 70,228 | 71,581 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Common stock | 0 | 0 |
Additional paid-in capital | 413,909 | 384,961 |
Accumulated other comprehensive loss | (1,560) | (822) |
Accumulated deficit | (59,932) | (121,221) |
Total stockholders’ equity | 352,424 | 262,924 |
Total liabilities and stockholders’ equity | 422,652 | 334,505 |
Class A Common Stock [Member] | ||
Stockholders’ equity: | ||
Common stock | 6 | 5 |
Total stockholders’ equity | 6 | 5 |
Common Class B [Member] | ||
Stockholders’ equity: | ||
Common stock | 1 | 1 |
Total stockholders’ equity | $ 1 | $ 1 |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (shares) | 25,000,000 | 25,000,000 |
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) | 550,000,000 | 550,000,000 |
Common stock, shares issued (shares) | 0 | 0 |
Common stock, shares outstanding (shares) | 0 | 0 |
Class A Common Stock [Member] | ||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (shares) | 58,363,000 | 55,737,000 |
Common stock, shares outstanding (shares) | 58,363,000 | 55,737,000 |
Class B Common Stock [Member] | ||
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (shares) | 6,668,000 | 6,665,000 |
Common stock, shares outstanding (shares) | 6,668,000 | 6,665,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Net revenue | $ 387,832 | $ 300,360 | $ 133,112 |
Cost of net revenue | 157,842 | 144,937 | 51,154 |
Gross profit | 229,990 | 155,423 | 81,958 |
Operating expenses: | |||
Research and development | 97,745 | 85,405 | 56,625 |
Selling, general and administrative | 64,454 | 77,981 | 34,191 |
Impairment of Intangible Assets (Excluding Goodwill) | 1,300 | 21,600 | 0 |
Restructuring charges | 3,432 | 14,086 | 0 |
Total operating expenses | 166,931 | 199,072 | 90,816 |
Income (loss) from operations | 63,059 | (43,649) | (8,858) |
Interest income | 572 | 275 | 236 |
Other expense | 59 | 468 | (123) |
Income (loss) before income taxes | 63,690 | (42,906) | (8,745) |
Provision (benefit) for income taxes | 2,398 | (575) | (1,704) |
Net income (loss) | $ 61,292 | $ (42,331) | $ (7,041) |
Net income (loss) per share: | |||
Basic (usd per share) | $ 0.96 | $ (0.79) | $ (0.19) |
Diluted (usd per share) | $ 0.91 | $ (0.79) | $ (0.19) |
Shares used to compute net income (loss) per share: | |||
Basic (shares) | 63,781 | 53,378 | 36,472 |
Diluted (shares) | 67,653 | 53,378 | 36,472 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 61,292 | $ (42,331) | $ (7,041) |
Other comprehensive income (loss), net of tax: | |||
Unrealized gain (loss) on investments, net of tax $27 in 2016, and $0 in 2015 and 2014 | (11) | 93 | 60 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI for Sale of Securities, Net of Tax | 0 | 21 | 0 |
Other Comprehensive Income (Loss), Available-for-sale Securities, Tax | 11 | (72) | (60) |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | (749) | (725) | (23) |
Foreign currency translation adjustments, net of tax benefit of $39 in 2016, $184 in 2015, and $0 in 2014 (1) | (749) | (725) | (23) |
Other comprehensive loss | (738) | (797) | (83) |
Total comprehensive income (loss) | $ 60,554 | $ (43,128) | $ (7,124) |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Other comprehensive income (loss), Unrealized Holding Gain (Loss) on Securities Arising During the Period, tax | $ 27 | $ 0 | $ 0 |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | $ 39 | $ 184 | $ 0 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity Statement - USD ($) $ in Thousands | Total | Common Class A [Member] | Class B Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Accumulated Deficit [Member] | Entropic [Member] | Entropic [Member]Common Class A [Member] | Entropic [Member]Additional Paid-in Capital [Member] |
Shares issued, beginning of period (in shares) at Dec. 31, 2013 | 27,002,000 | 8,338,000 | |||||||
Total stockholders’ equity, beginning of period at Dec. 31, 2013 | $ 86,674 | $ 3 | $ 1 | $ 158,360 | $ 58 | $ (71,748) | |||
Conversion Of Class B Common Stock To Class Common Stock Shares | 1,405,000 | (1,405,000) | |||||||
Common Stock Issued Pursuant To Equity Awards Net Value | 1,486 | $ 0 | 1,486 | ||||||
Common Stock Issued Pursuant To Equity Awards Net Shares | 2,043,000 | 51,000 | |||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 477,000 | ||||||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 3,058 | 3,058 | |||||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 15,008 | 15,008 | |||||||
Other Comprehensive Income (Loss), Net of Tax | (83) | (83) | |||||||
Net income (loss) | (7,041) | (7,041) | |||||||
Total stockholders’ equity, end of period at Dec. 31, 2014 | 99,102 | $ 3 | $ 1 | 177,912 | (25) | (78,789) | |||
Shares issued, end of period (in shares) at Dec. 31, 2014 | 30,927,000 | 6,984,000 | |||||||
Stock repurchased during period | 101 | 101 | |||||||
Conversion Of Class B Common Stock To Class Common Stock Shares | 500,000 | (500,000) | |||||||
Common Stock Issued Pursuant To Equity Awards Net Value | 6,603 | 6,603 | |||||||
Common Stock Issued Pursuant To Equity Awards Net Shares | 3,420,000 | 181,000 | |||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 517,000 | ||||||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 3,619 | 3,619 | |||||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 19,268 | 19,268 | |||||||
Other Comprehensive Income (Loss), Net of Tax | (797) | (797) | |||||||
Net income (loss) | (42,331) | (42,331) | |||||||
Stock Issued During Period, Shares, Acquisitions | 20,373,000 | ||||||||
Stock Issued During Period, Value, Acquisitions | $ 177,561 | $ 2 | $ 177,559 | ||||||
Total stockholders’ equity, end of period at Dec. 31, 2015 | 262,924 | $ 5 | $ 1 | 384,961 | (822) | (121,221) | |||
Shares issued, end of period (in shares) at Dec. 31, 2015 | 55,737,000 | 6,665,000 | |||||||
Stock repurchased during period | 3 | 3 | |||||||
Conversion Of Class B Common Stock To Class Common Stock Shares | 3,000 | (3,000) | |||||||
Common Stock Issued Pursuant To Equity Awards Net Value | 2,840 | $ 1 | 2,839 | ||||||
Common Stock Issued Pursuant To Equity Awards Net Shares | 2,344,000 | 6,000 | |||||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 279,000 | ||||||||
Stock Issued During Period, Value, Employee Stock Purchase Plan | 4,134 | 4,134 | |||||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 21,975 | 21,975 | |||||||
Other Comprehensive Income (Loss), Net of Tax | (738) | (738) | |||||||
Net income (loss) | 61,292 | ||||||||
Total stockholders’ equity, end of period at Dec. 31, 2016 | $ 352,424 | $ 6 | $ 1 | $ 413,909 | $ (1,560) | $ (59,932) | |||
Shares issued, end of period (in shares) at Dec. 31, 2016 | 58,363,000 | 6,668,000 |
UNAUDITED CONSOLIDATED STATEMEN
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities | |||
Net income (loss) | $ 61,292 | $ (42,331) | $ (7,041) |
Adjustments to reconcile net income (loss) to cash provided by operating activities: | |||
Amortization and depreciation | 26,703 | 40,641 | 5,107 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 1,300 | 21,600 | 0 |
Provision for Doubtful Accounts | 87 | 178 | 0 |
Amortization of investment premiums, net | 169 | 554 | 724 |
Amortization of inventory step-up | 5,641 | 14,244 | 0 |
Stock-based compensation | 21,765 | 19,268 | 15,008 |
Deferred income taxes | 101 | (1,906) | (2,281) |
Gain (Loss) on Disposition of Property Plant Equipment | 366 | 74 | 0 |
Gain (Loss) on Sale of Investments | (50) | (21) | (3) |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 220 | 130 | 0 |
Impairment of Long-Lived Assets Held-for-use | 0 | 153 | 29 |
Impairment of Leasehold | 388 | 8,163 | 0 |
Foreign Currency Transaction Gain (Loss), before Tax | (216) | 0 | 0 |
Excess Tax Benefit from Share-based Compensation, Operating Activities | (8,291) | 0 | 0 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (8,175) | 5,160 | 1,982 |
Inventory | 9,846 | (6,247) | (757) |
Prepaid expenses and other assets | 402 | 4,495 | (752) |
Accounts payable, accrued expenses and other current liabilities | 3,249 | (22,033) | 83 |
Accrued compensation | 5,609 | 5,320 | 3,911 |
Deferred revenue and deferred profit | 1,925 | 454 | 961 |
Accrued price protection liability | (4,850) | 6,522 | (4,999) |
Other long-term liabilities | (164) | 623 | 262 |
Net cash provided by operating activities | 117,317 | 55,041 | 12,234 |
Investing Activities | |||
Purchases of property and equipment | (8,512) | (2,996) | (8,800) |
Payments to Acquire Intangible Assets | (390) | (100) | 0 |
Cash used in acquisition, net of cash acquired | (101,000) | (3,615) | (9,136) |
Purchases of available-for-sale securities | (90,307) | (73,377) | (56,702) |
Maturities of available-for-sale securities | 98,896 | 69,029 | 57,172 |
Net cash used in investing activities | (101,313) | (11,059) | (17,466) |
Financing Activities | |||
Payments for Repurchase of Common Stock | (3) | (101) | 0 |
Proceeds from Issuance of Common Stock | 6,649 | 9,950 | 3,304 |
Payments Related to Tax Withholding for Share-based Compensation | (7,316) | (5,141) | (3,810) |
Payments of Stock Issuance Costs | 0 | (705) | 0 |
Net cash provided by (used in) financing activities | (670) | 4,003 | (506) |
Effect of exchange rate changes on cash and cash equivalents | (394) | (725) | (16) |
Increase (decrease) in cash and cash equivalents | 14,940 | 47,260 | (5,754) |
Cash and cash equivalents at beginning of period | 67,956 | 20,696 | 26,450 |
Cash and cash equivalents at end of period | 82,896 | 67,956 | 20,696 |
Supplemental disclosures of cash flow information: | |||
Cash paid for income taxes | 1,583 | 41 | 187 |
Supplemental disclosures of non-cash investing and financing activities: | |||
Issuance of accrued share-based bonus plan | 7,649 | 5,459 | 5,050 |
Lease Incentive for Leasehold Improvements | $ 61 | $ 4,255 | $ 2,008 |
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 1,061 | 0 | 0 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
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 and mixed-signal integrated circuits for cable and satellite broadband communications and the connected home, and wired and wireless infrastructure markets. MaxLinear's customers include 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 Pay-TV operator set-top boxes, DOCSIS data and voice gateways, hybrid analog and digital televisions and consumer terrestrial set-top boxes, Direct Broadcast Satellite outdoor units, optical modules for data center, metro, and long-haul transport network applications, and RF transceivers and modem solutions for wireless carrier infrastructure applications. The Company is a fabless semiconductor company focusing its resources on the design, sales and marketing of its products. Basis of Presentation and Principles of Consolidation The 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. All intercompany transactions and investments have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform with the current period presentation. The functional currency of certain foreign subsidiaries is the local currency. Accordingly, assets and liabilities of these foreign subsidiaries are translated at the current exchange rate at the balance sheet date and historical rates for equity. Revenue and expense components are translated at weighted average exchange rates in effect during the period. Gains and losses resulting from foreign currency translation are included as a component of stockholders’ equity. Foreign currency transaction gains and losses are included in the results of operations and, to date, have not been significant. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes of the consolidated financial statements. Actual results could differ from those estimates. Business Combinations The Company applies the provisions of ASC 805, Business Combinations , in accounting for its acquisitions. It requires the Company to recognize separately from goodwill the assets acquired and the liabilities assumed, at the acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, its estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations. Costs to exit or restructure certain activities of an acquired company or the Company's internal operations are accounted for as termination and exit costs pursuant to ASC 420, Exit or Disposal Cost Obligations , and are accounted for separately from the business combination. A liability for costs associated with an exit or disposal activity is recognized and measured at its fair value in the consolidated statement of operations in the period in which the liability is incurred. When estimating the fair value of facility restructuring activities, assumptions are applied regarding estimated sub-lease payments to be received, which can differ materially from actual results. This may require the Company to revise its initial estimates which may materially affect the results of operations and financial position in the period the revision is made. For a given acquisition, the Company may identify certain pre-acquisition contingencies as of the acquisition date and may extend its review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether the Company includes these contingencies as a part of the fair value estimates of assets acquired and liabilities assumed and, if so, to determine their estimated amounts. If the Company cannot reasonably determine the fair value of a pre-acquisition contingency (non-income tax related) by the end of the measurement period, which is generally the case given the nature of such matters, the Company will recognize an asset or a liability for such pre-acquisition contingency if: (i) it is probable that an asset existed or a liability had been incurred at the acquisition date and (ii) the amount of the asset or liability can be reasonably estimated. Subsequent to the measurement period, changes in estimates of such contingencies will affect earnings and could have a material effect on results of operations and financial position. In addition, uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company reevaluates these items quarterly based upon facts and circumstances that existed as of the acquisition date with any adjustments to the preliminary estimates being recorded to goodwill if identified within the measurement period. Subsequent to the measurement period or final determination of the tax allowance’s or contingency’s estimated value, whichever comes first, changes to these uncertain tax positions and tax related valuation allowances will affect the provision for income taxes in the consolidated statement of operations and could have a material impact on the results of operations and financial position. Cash and Cash Equivalents The Company considers all liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents are recorded at cost, which approximates market value. As of December 31, 2016 and 2015 , the Company has restricted cash of $1.8 million and $1.2 million , respectively. The cash is on deposit in connection with a guarantee for certain office leases. 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 its historical experience, its anticipation of uncollectible accounts receivable and any specific customer collection issues that the Company has identified. As of December 31, 2016 and 2015 , the Company has an allowance for doubtful accounts of $0.1 million and $0.2 million , respectively. Inventory The Company assesses the recoverability of its inventory based on assumptions about demand and market conditions. Forecasted demand is determined based on historical sales and expected future sales. Inventory is stated at the lower of cost or market. Cost approximates actual cost on a first-in, first-out basis and market reflects current replacement cost (e.g. net replacement value) which cannot exceed net realizable value or fall below net realizable value less an allowance for an approximately normal profit margin. The Company reduces its inventory to its lower of cost or market on a part-by-part basis to account for its obsolescence or lack of marketability. Reductions are calculated as the difference between the cost of inventory and its market value based upon assumptions about future demand and market conditions. Once established, these adjustments are considered permanent and are not revised until the related inventory is sold or disposed of. Investments, Available-for-Sale The Company classifies all investments as available-for-sale, as the sale of such investments may be required prior to maturity to implement management strategies. These investments are carried at fair value, with unrealized gains and losses reported as accumulated other comprehensive income until realized. The cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion, as well as interest and dividends, are included in interest income. Realized gains and losses from the sale of available-for-sale investments, if any, are determined on a specific identification basis and are also included in interest income. Fair Value of Financial Instruments The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and compensation are considered to be representative of their respective fair value because of the short-term nature of these accounts. Investment securities, available-for-sale, are carried at fair value. Property and Equipment Property and equipment is carried at cost and depreciated over the estimated useful lives of the assets, ranging from two to five years, using the straight-line method. Leasehold improvements are stated at cost and amortized over the shorter of the estimated useful lives of the assets or the lease term. Depreciation expense for the years ended December 31, 2016 , 2015 and 2014 was $10.6 million , $10.8 million and $4.6 million , respectively. Production Masks Production masks with alternative future uses or discernible future benefits are capitalized and amortized over their estimated useful life of two years. To determine if the production mask has alternative future uses or benefits, the Company evaluates risks associated with developing new technologies and capabilities, and the related risks associated with entering new markets. Production masks that do not meet the criteria for capitalization are expensed as research and development costs. Goodwill and Intangible Assets Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of the acquired net tangible and intangible assets. Intangible assets represent purchased intangible assets including developed technology, in-process research and development, or IPR&D, technologies acquired or licensed from other companies, customer relationships, backlog and tradenames. Purchased intangible assets with definitive lives are capitalized and amortized over their estimated useful lives. Technologies acquired or licensed from other companies, customer relationships, backlog and tradenames are capitalized and amortized over the lesser of the terms of the agreement, or estimated useful life. The Company capitalizes IPR&D projects acquired as part of a business combination. On completion of each project, IPR&D assets are reclassified to developed technology and amortized over their estimated useful lives. Impairment of Goodwill and Long-Lived Assets Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations accounted for under the acquisition method. Goodwill is not amortized but is tested for impairment using a qualitative assessment, and subsequently the two-step method as needed. Step one is the identification of potential impairment. This involves 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 fair value of a reporting unit exceeds the carrying amount, the goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test is performed to measure the amount of impairment loss, if any. The Company tests by reporting unit, goodwill and other indefinite-lived intangible assets for impairment as of October 31 each year or more frequently if it believes indicators of impairment exist. During development, IPR&D is not subject to amortization and is tested for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company reviews indefinite-lived intangible assets for impairment using a qualitative assessment, followed by a quantitative assessment, as needed, each year as of October 31, the date of its annual goodwill impairment review, or whenever events or changes in circumstances indicate the carrying value may not be recoverable. Recoverability of indefinite-lived intangible assets is measured by comparing the carrying amount of the asset to its fair value. In certain cases, the Company utilizes the relief-from-royalty method when appropriate, and a fair value will be obtained based on analysis over the costs saved by owning the right instead of leasing it. Once an IPR&D project is complete, it becomes a finite-lived intangible asset and is evaluated for impairment both immediately prior to its change in classification and thereafter in accordance with the Company's policy for long-lived assets. The Company regularly reviews the carrying amount of its long-lived assets subject to depreciation and amortization, as well as the useful lives, to determine whether indicators of impairment may exist which warrant adjustments to carrying values or estimated useful lives. An impairment loss would be 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 would be measured based on the excess of the carrying amount of the asset over the asset’s fair value. During 2016 and 2015 , the Company identified impairment of IPR&D of $1.3 million and $21.6 million , respectively. Refer to Goodwill and Intangible Assets, Note 5 for more information. Revenue Recognition Revenue is generated from sales of the Company’s integrated circuits. The Company recognizes revenue when all of the following criteria are met: 1) there is persuasive evidence that an arrangement exists, 2) delivery of goods has occurred, 3) the sales price is fixed or determinable and 4) collectability is reasonably assured. Title to product transfers to customers either when it is shipped to or received by the customer, based on the terms of the specific agreement with the customer. Revenue is recorded based on the facts at the time of sale. Transactions for which the Company cannot reliably estimate the amount that will ultimately be collected at the time the product has shipped and title has transferred to the customer are deferred until the amount that is probable of collection can be determined. Items that are considered when determining the amounts that will be ultimately collected are: a customer’s overall creditworthiness and payment history; customer rights to return unsold product; customer rights to price protection; customer payment terms conditioned on sale or use of product by the customer; or extended payment terms granted to a customer. A portion of the Company’s revenues are generated from sales made through distributors under agreements allowing for pricing credits and/or stock rotation rights of return. Revenues from sales through the Company’s distributors accounted for 19% , 13% and 28% of net revenue for the years ended December 31, 2016 , 2015 and 2014 , respectively. Pricing credits to the Company’s distributors may result from its price protection and unit rebate provisions, among other factors. These pricing credits and/or stock rotation rights prevent the Company from being able to reliably estimate the final sales price of the inventory sold and the amount of inventory that could be returned pursuant to these agreements. As a result, for sales through distributors, the Company has determined that it does not meet all of the required revenue recognition criteria at the time it delivers its products to distributors as the final sales price is not fixed or determinable. For these distributor transactions, revenue is not recognized until product is shipped to the end customer and the amount that will ultimately be collected is fixed or determinable. Upon shipment of product to these distributors, title to the inventory transfers to the distributor and the distributor is invoiced, generally with 30 to 60 day terms. On shipments to the Company’s distributors where revenue is not recognized, the Company records a trade receivable for the selling price as there is a legally enforceable right to payment, relieving the inventory for the carrying value of goods shipped since legal title has passed to the distributor, and records the corresponding gross profit in the consolidated balance sheet as a component of deferred revenue and deferred profit, representing the difference between the receivable recorded and the cost of inventory shipped. Future pricing credits and/or stock rotation rights from the Company’s distributors may result in the realization of a different amount of profit included in the Company’s future consolidated statements of operations than the amount recorded as deferred profit in the Company’s consolidated balance sheets. The Company records reductions in revenue for estimated pricing adjustments related to price protection agreements with the Company’s end customers in the same period that the related revenue is recorded. Price protection pricing adjustments are recorded at the time of sale as a reduction to revenue and an increase in the Company’s accrued liabilities. The amount of these reductions is based on specific criteria included in the agreements and other factors known at the time. The Company accrues 100% of potential price protection adjustments at the time of sale and does not apply a breakage factor. The Company de-recognizes the accrual for unclaimed price protection amounts as specific programs contractually end and when the Company believes unclaimed amounts are no longer subject to payment and will not be paid. See Note 7 for a summary of the Company's price protection activity. Warranty The Company generally provides a warranty on its products for a period of one to three years. The Company makes estimates of product return rates and expected costs to replace the products under warranty at the time revenue is recognized based on historical warranty experience and any known product warranty issues. If actual return rates and/or replacement costs differ significantly from these estimates, adjustments to recognize additional cost of net revenue may be required in future periods. As of December 31, 2016 and 2015 , the Company has $0.9 million and $0.2 million of warranty reserves based on the Company’s analysis. Segment Information The Company operates in one segment as it has developed, marketed and sold primarily only one class of similar products, radio frequency and mixed-signal integrated circuits for cable and satellite broadband communications and the connected home, and wired and wireless infrastructure markets. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its Chief Executive Officer. The Company’s Chief Executive Officer reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company has one business activity and there are no segment managers who are held accountable for operations, operating results and plans for products or components below the consolidated unit level. Accordingly, the Company reports as a single operating segment. Stock-based Compensation The Company measures the cost of employee services received in exchange for equity incentive awards, including stock options, employee stock purchase rights, restricted stock units and restricted stock awards based on the grant date fair value of the award. The Company uses the Black-Scholes valuation model to calculate the fair value of stock options and employee stock purchase rights granted to employees. The Company calculates the fair value of restricted stock units and restricted stock awards based on the fair market value of its Class A common stock on the grant date. Stock-based compensation expense is recognized over the period during which the employee is required to provide services in exchange for the award, which is usually the vesting period. The Company recognizes compensation expense over the vesting period using the straight-line method and classifies these amounts in the statements of operations based on the department to which the related employee reports. Research and Development Costs incurred in connection with the development of the Company’s technology and future products are charged to research and development expense as incurred. Income Taxes The Company provides for income taxes utilizing the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. Deferred taxes are presented net as noncurrent. The provision for income taxes generally represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from the differences between the financial and tax bases of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when a judgment is made that is considered more likely than not that a tax benefit will not be realized. A decision to record a valuation allowance results in an increase in income tax expense or a decrease in income tax benefit. If the valuation allowance is released in a future period, income tax expense will be reduced accordingly. The calculation of tax liabilities involves dealing with uncertainties in the application of complex global tax regulations. The impact of an uncertain income tax position is recognized at the largest amount that is “more likely than not” to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. If the estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company continually assesses the need for a valuation allowance on the deferred tax asset by evaluating both positive and negative evidence that may exist. Any adjustment to the net deferred tax asset valuation allowance would be recorded in the income statement for the period that the adjustment is determined to be required. Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity (net assets) of a business entity during a period from transactions and other events and circumstances from non-owner sources. Other comprehensive income (loss) includes certain changes in equity that are excluded from net income (loss), such as unrealized holding gains and losses on available-for-sale investments, net of tax, and translation gains and losses. The following table summarizes the balances in accumulated other comprehensive income (loss) by component: Available for Sale Investments Cumulative Translation Adjustments Total (in thousands) Balance at December 31, 2015 $ 45 $ (867 ) $ (822 ) Balance at December 31, 2016 $ 55 $ (1,615 ) $ (1,560 ) Net Income (Loss) per Share Basic net income (loss) per share is computed by dividing net income (loss) attributable to the Company by the weighted average number of shares of Class A and Class B common stock outstanding during the period. For diluted net income (loss) per share, net income attributable to the Company is divided by the sum of the weighted average number of shares of Class A and Class B common stock outstanding and the potential number of shares of dilutive Class A and Class B common stock outstanding during the period. Litigation and Settlement Costs Legal costs are expensed as incurred. The Company is involved in disputes, litigation and other legal actions in the ordinary course of business. The Company continually evaluates uncertainties associated with litigation and records a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements and (ii) the loss or range of loss can be reasonably estimated. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued new accounting guidance related to revenue recognition. This new standard will replace all current U.S. GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This guidance will be effective for the Company beginning in the first quarter of fiscal year 2018 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. Adoption of the amendments in this guidance is expected to accelerate the timing of the Company’s revenue recognition on products sold via distributors which will change from the sell-through method to the sell-in method. The Company currently has no plans to alter its selling practices or terms of sales through distributors in anticipation of adoption of the amendments in this guidance. The Company has performed a preliminary assessment of the impact of adopting this new accounting standard on its consolidated financial position and results of operations and believes the change would not have a material impact on the Company's revenues for the year ending December 31, 2018 and comparative periods expected to be presented, based on the current volume and amount of distributor transactions. The Company plans to apply the guidance prospectively with an adjustment to retained earnings for the cumulative effect of adoption. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory, which requires inventory to be subsequently measured using the lower of cost and net realizable value, and thereby eliminating the market value approach. The FASB has defined net realizable value to be the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation.” ASU 2015-11 is effective for the Company beginning in the first quarter of fiscal year 2017 and is applied prospectively. The adoption of the amendments in this update are not expected to have a material impact on the Company's consolidated financial position and results of operations. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations: Simplifying the Accounting for Measurement-Period Adjustments . To simplify the accounting for adjustments made to provisional amounts recognized in a business combination, the amendments in this update eliminate the requirement to retrospectively account for those adjustments and to revise comparative information for prior periods presented as a result of changes made to provisional amounts. Instead, those adjustments are recognized in the reporting period that the adjustments are determined. Those adjustments are required when new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts initially recognized or would have resulted in the recognition of additional assets or liabilities. The amendments in this update also require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The amendments in this update were effective for the Company beginning in the first quarter of fiscal year 2016, and were applied prospectively. The adoption of ASU No. 2015-16 by the Company in 2016 did not have a material impact on the Company’s consolidated financial position and results of operations. In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities . The amendments in this update include a requirement to measure equity investments (except equity method investments) at fair value with changes in fair value recognized in net income; previously changes in fair value were recognized in other comprehensive income. The amendments in this update are effective for the Company beginning in the first quarter of fiscal year 2018. The adoption of the amendments in this update are not expected to have a material impact on the Company's consolidated financial position and results of operations. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The amendments in this update require a lessee to recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term for all leases with terms greater than twelve months. For leases less than twelve months, an entity is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The amendments in this update are effective for the Company for fiscal years beginning with fiscal year 2019, including interim periods within those years, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption of the amendments in this update on the Company’s consolidated financial position and results of operations; however, adoption of the amendments in this update is expected to have a material impact on the Company's consolidated financial position. In March 2016, the FASB issued ASU No. 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) to clarify the revenue recognition implementation guidance on principal versus agent considerations. The amendments in this update clarify that when another party is involved in providing goods or services to a customer, an entity that is the principal has obtained control of a good or service before it is transferred to a customer, and provides indicators to assist an entity in determining whether it controls a specified good or service prior to the transfer to the customer. An entity that is the principal recognizes revenue in the gross amount of consideration to which it expects to be entitled in exchange for the specified good or service transferred to the customer, |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Income (Loss) Per Share Net income (loss) per share is computed as required by the accounting standard for earnings per share, or EPS. Basic 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. As a result of the Company's adoption of ASU No. 2016-09 in the second quarter 2016, excess tax benefits and tax deficiencies are no longer recognized in additional paid-in capital. As a result, when computing diluted EPS using the treasury stock method, fewer hypothetical shares can be repurchased resulting in a greater number of incremental shares being issued upon the exercise of share-based payment awards. The impact of adoption of ASU No. 2016-09 for the year ended December 31, 2016 on diluted income (loss) per share (Note 1) is to increase net income by $8.3 million due to the inclusion of excess tax benefits in the provision for income taxes, and to increase the number of incremental shares used in computing diluted EPS by 846,000 shares, or an increase to diluted net income per share of $0.12 per share. The Company has two classes of stock outstanding, Class A common stock and Class B common stock. The economic rights of the Class A common stock and Class B common stock, including rights in connection with dividends and payments upon a liquidation or merger are identical, and the Class A common stock and Class B common stock will be treated equally, identically and ratably, unless differential treatment is approved by the Class A common stock and Class B common stock, each voting separately as a class. The Company computes basic earnings per share by dividing net income (loss) by the weighted average number of shares of Class A and Class B common stock outstanding during the period. For diluted earnings per share, the Company divides net income (loss) by the sum of the weighted average number of shares of Class A and Class B common stock outstanding and the potential number of shares of dilutive Class A and Class B common stock outstanding during the period. Years Ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Numerator: Net income (loss) $ 61,292 $ (42,331 ) $ (7,041 ) Denominator: Weighted average common shares outstanding—basic 63,781 53,378 36,472 Dilutive common stock equivalents 3,872 — — Weighted average common shares outstanding—diluted 67,653 53,378 36,472 Net income (loss) per share: Basic $ 0.96 $ (0.79 ) $ (0.19 ) Diluted $ 0.91 $ (0.79 ) $ (0.19 ) The Company excluded 0.8 million , 3.0 million and 3.1 million common stock equivalents resulting from outstanding equity awards for the year ended December 31, 2016 , 2015 and 2014 , respectively, from the calculation of diluted net income (loss) per share due to their anti-dilutive nature. |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Acquisition of Certain Assets and Assumption of Certain Liabilities of the Wireless Infrastructure Backhaul Business of Broadcom Corporation On July 1, 2016 , the Company consummated the transactions contemplated by an asset purchase agreement entered into with Broadcom Corporation. The Company paid cash consideration of $80.0 million for the purchase of certain assets of Broadcom's wireless infrastructure backhaul business , and the assumption of certain liabilities. The assets acquired include, among other things, digital baseband, radio frequency, or RF, and analog/mixed signal patents and other intellectual property, in-production and next-generation digital baseband and RF transceiver integrated circuit and reference platform designs, a workforce-in-place, and other intangible assets, as well as tangible assets that include but are not limited to production masks and other production related assets, inventory, and other property and equipment. The liabilities assumed include, among other things, product warranty obligations, liabilities related to technologies acquired, and a payable to Broadcom as reimbursement of costs associated with the termination of those employees of the wireless infrastructure backhaul business who were not hired by MaxLinear upon the closing of the acquisition. The acquired assets and assumed liabilities, together with the rehired employees, represent a business as defined in ASC 805, Business Combinations . The Company has integrated the acquired assets and rehired employees into the Company's existing business. The asset purchase agreement also contains customary representations, warranties and covenants, including non-competition, non-solicitation, and indemnification provisions. The following is a preliminary allocation of purchase price as of the July 1, 2016 closing date based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Description Amount (in thousands) Fair value of consideration transferred: Cash $ 80,000 Preliminary purchase price allocation: Inventory $ 8,715 Other current assets 2,181 Property and equipment, net 1,616 Identifiable intangible assets 56,300 Accrued expenses and other current liabilities (5,911 ) Accrued compensation (2,202 ) Identifiable net assets acquired 60,699 Goodwill 19,301 Total purchase price $ 80,000 The estimated fair value of assets acquired and liabilities assumed performed for the purposes of these consolidated financial statements was primarily limited to the preliminary identification and valuation of intangible assets and inventory by independent valuation specialists. Estimates of fair value require management to make significant estimates and assumptions that are preliminary and subject to change upon finalization of the valuation analysis. Although final determination may result in different asset and liability fair values, it is not expected that such differences will be material to understanding the impact of the transaction on the financial results of MaxLinear. The goodwill recognized is attributable primarily to the acquired workforce, expected synergies, and other benefits that MaxLinear believes will result from integrating the operations of the wireless infrastructure backhaul business with the operations of MaxLinear. The fair value of inventories acquired included an acquisition accounting fair market value step-up of $5.3 million , which was fully amortized as of December 31, 2016. The Company recognized the $5.3 million amortization of inventory step-up in cost of sales in the consolidated statement of operations for the year ended December 31, 2016. The following table presents details of the identified intangible assets acquired of the wireless infrastructure backhaul business : Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7 $ 19,100 Customer relationships 2.5 12,200 Backlog 0.5 1,900 Covenants not-to-compete 3 800 Total finite-lived intangible assets 4.9 34,000 In-process research and development n/a 22,300 Total intangible assets $ 56,300 The Company used cash and cash equivalents on hand of $80.0 million to fund the acquisition. Acquisition of Certain Assets and Assumption of Certain Liabilities of the Wireless Infrastructure Access Business of Microsemi Storage Solutions, Inc. (formerly known as PMC-Sierra, Inc.) On April 28, 2016 , the Company entered into an asset purchase agreement with Microsemi Storage Solutions, Inc., formerly known as PMC-Sierra, Inc., or Microsemi, and consummated the transactions contemplated by the asset purchase agreement. The Company paid cash consideration of $21.0 million for the purchase of certain wireless access assets of Microsemi's wireless infrastructure access business , and assumed certain liabilities. The assets acquired include, among other things, radio frequency and analog/mixed signal patents and other intellectual property, in-production and next-generation RF transceiver designs, a workforce-in-place, and other intangible assets, as well as tangible assets that include but are not limited to production masks and other production related assets, inventory, and other property, plant, and equipment. The liabilities assumed include, product warranty obligations, accrued vacation and severance obligations for employees of the wireless infrastructure access business that were hired by the Company upon close of the acquisition. The acquired assets and assumed liabilities, together with the rehired employees, represent a business as defined in ASC 805, Business Combinations. The Company has integrated the acquired assets and rehired employees into the Company's existing business. The asset purchase agreement also contains customary representations, warranties and covenants, including non-competition, non-solicitation, and indemnification provisions. The following allocation of purchase price as of the April 28, 2016 closing date was based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Description Amount (in thousands) Fair value of consideration transferred: Cash $ 21,000 Purchase price allocation: Inventory $ 912 Property and equipment 21 Identifiable intangible assets 13,600 Warranty obligations (12 ) Accrued expenses (456 ) Identifiable net assets acquired 14,065 Goodwill 6,935 Total purchase price $ 21,000 The fair value of assets acquired and liabilities assumed performed for the purposes of these consolidated financial statements was primarily limited to the identification and valuation of intangible assets and inventory by independent valuation specialists. The valuation analysis performed by independent valuation specialists was finalized during the period ended September 30, 2016. The goodwill recognized is attributable primarily to the acquired workforce, expected synergies, and other benefits that MaxLinear believes will result from integrating the operations of the wireless infrastructure access business with the operations of MaxLinear. The fair value of inventories acquired included an acquisition accounting fair market value step-up of $0.3 million , which was fully amortized as of December 31, 2016. The Company recognized the $0.3 million amortization of inventory step-up in cost of sales in the consolidated statement of operations for the year ended December 31, 2016. The following table presents details of the identified intangible assets acquired of the wireless infrastructure access business : Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7 $ 8,600 Customer relationships 2.7 3,100 Backlog 0.5 500 Covenants not-to-compete 3 100 Total finite-lived intangible assets 5.6 12,300 In-process research and development n/a 1,300 Total intangible assets $ 13,600 The Company used cash and cash equivalents on hand of $21.0 million to fund the acquisition. The fair value of the identified intangible assets acquired from the wireless infrastructure access and backhaul businesses was estimated using an income approach. Under the income approach, an intangible asset's fair value is equal to the present value of future economic benefits to be derived from ownership of the asset. Indications of value are developed by discounting future net cash flows to their present value at market-based rates of return. More specifically, the fair value of the developed technology, IPR&D and backlog assets was determined using the multi-period excess earnings method, or MPEEM. MPEEM is an income approach to fair value measurement attributable to a specific intangible asset being valued from the asset grouping’s overall cash-flow stream. MPEEM isolates the expected future discounted cash-flow stream to its net present value. Significant factors considered in the calculation of the developed technology and IPR&D intangible assets were the risks inherent in the development process, including the likelihood of achieving technological success and market acceptance. Each project was analyzed to determine the unique technological innovations, the existence and reliance on core technology, the existence of any alternative future use or current technological feasibility and the complexity, cost, and time to complete the remaining development. Future cash flows for each project were estimated based on forecasted revenue and costs, taking into account the expected product life cycles, market penetration, and growth rates. Developed technology will begin amortization immediately and IPR&D will begin amortization upon the completion of each project. If any of the projects are abandoned, the Company will be required to impair the related IPR&D asset. In connection with the acquisition of the wireless infrastructure access and backhaul businesses, the Company has assumed liabilities related to product quality issues, warranty claims and contract obligations which are included in accrued expenses and other current liabilities in the purchase price allocations above. The total goodwill recorded in connection with the acquisitions of the wireless infrastructure access and backhaul businesses was $6.9 million and $19.3 million , respectively. The Company does not expect to deduct any of the acquired goodwill for tax purposes. The following table presents unaudited pro forma combined financial information for each of the periods presented, as if the acquisitions had occurred at the beginning of fiscal year 2015: Years Ended December 31, 2016 2015 (in thousands) Net revenue – proforma combined $ 398,845 $ 333,885 Net income (loss) – proforma combined $ 58,189 $ (85,908 ) The following adjustments were included in the unaudited pro forma combined net revenues: Years Ended December 31, 2016 2015 (in thousands) Net revenue $ 387,832 $ 300,360 Add: Net revenue – acquired businesses 11,013 33,525 Net revenues – proforma combined $ 398,845 $ 333,885 The following adjustments were included in the unaudited pro forma combined net income (loss): Years Ended December 31, 2016 2015 (in thousands) Net income (loss) $ 61,292 $ (42,331 ) Add: Results of operations – acquired businesses (8,822 ) (22,227 ) Less: Proforma adjustments Depreciation of property and equipment (397 ) (797 ) Amortization of intangible assets (2,346 ) (12,701 ) Amortization of inventory step-up 5,641 (5,641 ) Impairment of intangible assets 1,300 (1,300 ) Acquisition and integration expenses 2,141 — Income taxes (620 ) (911 ) Net income (loss) – proforma combined $ 58,189 $ (85,908 ) Net income (loss) per share – proforma combined: Basic $ 0.91 $ (1.61 ) Diluted $ 0.86 $ (1.61 ) Shares used to compute net income (loss) per share – proforma combined: Basic 63,781 53,378 Diluted 67,653 53,378 The pro forma combined financial information for the year ended December 31, 2015 includes aggregate non-recurring adjustments of $8.0 million consisting of amortization of inventory step-up and intangible assets of $5.6 million and $2.4 million , respectively, for which the related assets have useful lives of less than one year, and impairment of intangible assets of $1.3 million . The pro forma combined financial information is presented for illustrative purposes only and is not necessarily indicative of the consolidated results of operations of the consolidated business had the acquisitions actually occurred at the beginning of fiscal year 2015 or of the results of future operations of the consolidated business. The unaudited pro forma financial information does not reflect any operating efficiencies and cost saving that may be realized from the integration of the acquisitions in the Company's unaudited consolidated statements of operations. For the year ended December 31, 2016 , $15.4 million of revenue and $11.2 million of gross profit, excluding $7.8 million of amortization of acquired intangible assets and the inventory fair-value step-up of the wireless infrastructure access and backhaul businesses since the acquisition dates are included in the Company's consolidated statements of operations. Acquisition and integration-related costs of $2.1 million related to the acquisitions of the wireless infrastructure access and backhaul businesses were included in selling, general, and administrative expenses in the Company's statement of operations for the year ended December 31, 2016 . Acquisition of Entropic Communications, Inc. On April 30, 2015 , the Company completed its acquisition of Entropic Communications, Inc., or Entropic, for aggregate consideration of $289.4 million , which was comprised of the equity value of shares of the Company's common stock that were issued in the transaction of $173.8 million , the portion of outstanding equity awards deemed to have been earned as of April 30, 2015 of $4.5 million and cash of $111.1 million . In connection with the Company’s acquisition of Entropic and to address issues primarily relating to the integration of the Company and Entropic businesses, the Company entered into a restructuring plan. See Note 4. Acquisition of Physpeed, Co., Ltd. On October 31, 2014 , the Company acquired 100% of the outstanding common shares of Physpeed Co., Ltd., or Physpeed, a privately held developer of high-speed physical layer interconnect products addressing enterprise and telecommunications infrastructure market applications. The Company paid $9.3 million in cash in exchange for all outstanding shares of capital stock and equity of Physpeed. Consideration payable of $1.1 million to the former shareholders of Physpeed was placed into escrow pursuant to the terms of the definitive merger agreement and was paid out as of December 31, 2015. The following disclosures regarding this acquisition are for the years ended December 31, 2016 and 2015 . Compensation Arrangements In connection with the acquisition of Physpeed, the Company has agreed to pay additional consideration in future periods. The definitive merger agreement provided for potential consideration of $1.7 million of held back merger proceeds for the former principal shareholders of Physpeed, which were paid over a two year period which ended October 2016 contingent upon continued employment. Certain employees of Physpeed were paid a total of $0.1 million of which $0.07 million was paid in 2015 and $0.05 million was paid in 2016. These payments were accounted for as transactions separate from the business combination as the payments are contingent upon continued employment and were recorded as post-combination compensation expense in the Company's financial statements during the service period. Earn-Out The definitive merger agreement also provides for potential earn-out consideration of up to $0.75 million to the former shareholders of Physpeed for the achievement of certain 2015 and 2016 revenue milestones. The contingent earn-out consideration had an estimated fair value of $0.3 million at the date of acquisition. The 2015 earn-out is determined by multiplying $0.375 million by a 2015 revenue percentage that is defined in the definitive merger agreement. The 2016 earn-out is determined by multiplying $0.375 million by a 2016 revenue percentage that is defined in the definitive merger agreement and was fully earned as of December 31, 2016 . The fair value of the earn-out was $0.4 million and $0.4 million at December 31, 2016 and 2015 , respectively. During the year ended December 31, 2016 , the Company paid $0.2 million for the 2015 earn out (Note 6). RSU Awards The Company agreed to grant restricted stock units, or RSUs, under its equity incentive plan to Physpeed continuing employees if certain 2015 and 2016 revenue targets were met contingent upon continued employment. Qualifying revenues are the net revenues directly attributable to sales of Physpeed products or the Company’s provision of non-recurring engineering services exclusively with respect to the Physpeed products. |
Restructuring Activity
Restructuring Activity | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activity | Restructuring Activity During 2016, the Company approved and implemented a plan to restructure its internal operations including exiting certain leases and terminating 24 employees. Pursuant to the restructuring plan, the Company ceased use of certain offices. Accordingly, the Company recognized lease impairment charges of $0.2 million based on the adjustment to the net present value of the remaining lease obligations on the cease use date. The Company also recorded leasehold improvements and other property write offs of $0.1 million in connection with the office closures. The Company recognized associated employee separation charges of approximately $1.0 million in the year ended December 31, 2016 related to these terminations. In connection with the Company's acquisition of Entropic, the Company approved and implemented a restructuring plan to address matters primarily relating to the integration of the Company and Entropic businesses. In connection with this plan, the Company terminated the employment of 87 Entropic employees during the year ended December 31, 2015 . The Company recognized associated employee separation charges of approximately $5.5 million in the year ended December 31, 2015 related to these terminations. Included in these employee separation charges is $1.5 million of stock compensation for accelerated stock options and RSUs vesting due to double trigger change of control agreements and other special agreements in effect with certain Entropic employees. Additionally, in connection with the restructuring plan, the Company ceased use of the majority of Entropic's former headquarters. Accordingly, the Company recognized lease impairment charges of $2.7 million in the year ended December 31, 2015 based on the net present value of the remaining lease obligation on the cease use date. The Company also recorded impairment charges of $5.2 million in the year ended December 31, 2015 related to leasehold improvements on the unused premises. During the year ended December 31, 2016 , the Company recorded additional lease impairment charges of $2.0 million . This included adjustments to the estimates of net present value of the remaining lease obligation for actual sublease income and period costs associated with the Entropic lease, including commissions to brokers involved in subleasing property. Total sublease income for the year ended December 31, 2016 was approximately $1.3 million and related to leased facilities the Company ceased using as part of the Entropic restructuring plan. The following table presents the activity related to the plans, which is included in restructuring charges in the consolidated statements of operations: Year Ended December 31, 2016 Year Ended December 31, 2015 (in thousands) Employee separation expenses $ 1,038 $ 5,533 Lease related impairment 2,264 8,163 Other 130 390 $ 3,432 $ 14,086 The Company does not expect to incur additional material costs related to these restructuring plans. The following table presents a roll-forward of the Company's restructuring liability for the years ended December 31, 2016 and 2015, which is included in accrued expenses and other current liabilities in the consolidated balance sheets: Employee Separation Expenses Lease Related Impairment Other Total (in thousands) Liability as of December 31, 2014 $ — $ — $ — $ — Acquisition — 984 1,479 2,463 Restructuring charges 5,533 8,163 390 14,086 Cash payments (3,913 ) (1,645 ) (284 ) (5,842 ) Non-cash charges (1,545 ) (5,472 ) (274 ) (7,291 ) Liability as of December 31, 2015 75 2,030 1,311 3,416 Restructuring charges 1,038 2,264 130 3,432 Cash payments (1,047 ) (4,039 ) (1,338 ) (6,424 ) Non-cash charges (66 ) 244 (66 ) 112 Liability as of December 31, 2016 $ — $ 499 $ 37 $ 536 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets Notes | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Amortization (in thousands) 2017 $ 18,803 2018 18,786 2019 12,485 2020 11,670 2021 11,293 Thereafter 8,824 Total $ 81,861 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). As of December 31, 2016 , the Company completed its purchase price allocation for the acquisition of the wireless infrastructure access business. The following table presents the changes in the carrying amount of goodwill for the periods indicated: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 49,779 $ 1,201 Acquisition of wireless infrastructure access business 6,935 — Acquisition of wireless infrastructure backhaul business 19,301 — Acquisition of Entropic — 48,578 Ending balance $ 76,015 $ 49,779 The Company performs an annual impairment assessment on October 31st each year. In evaluating goodwill, the Company utilizes a qualitative assessment, i.e., the “Step 0 Test,” as a precursor to the two-step quantitative process. If the Company fails the Step 0 Test, it proceeds to test for impairment using the two-step method. Step one is the identification of potential impairment. This involves 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 fair value of a reporting unit exceeds the carrying amount, the goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test is performed to measure the amount of impairment loss, if any. Using the Step 0 Test, the Company assessed qualitative factors to determine that it is more likely than not that the fair value of the reporting unit is not less than its carrying value. Based on our review of these qualitative factors and their respective weightings, we determined there were no indications of impairment associated with goodwill. As a result, no goodwill impairment was recognized as of October 31, 2016 . In addition to its annual review, the Company performs a test of impairment when indicators of impairment are present. As of December 31, 2016 , 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 technology licenses purchased, which continue to be amortized: December 31, 2016 December 31, 2015 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 3 $ 3,311 $ (2,957 ) $ 354 $ 2,921 $ (2,725 ) $ 196 Developed technology 7 77,800 (13,550 ) 64,250 47,000 (4,652 ) 42,348 Trademarks and trade names 7 1,700 (405 ) 1,295 1,700 (162 ) 1,538 Customer relationships 3.7 20,000 (4,782 ) 15,218 4,700 (627 ) 4,073 Covenants non-compete 3 900 (156 ) 744 — — — Backlog 0.5 26,600 (26,600 ) — 24,200 (24,200 ) — $ 130,311 $ (48,450 ) $ 81,861 $ 80,521 $ (32,366 ) $ 48,155 The amortization expense related to intangible assets for the years ended December 31, 2016 , 2015 and 2014 was $16.1 million , $29.9 million and $0.4 million , respectively. The following table sets forth the Company’s activities related to finite-lived intangible assets resulting from acquisitions, other additions, transfers to developed technology from IPR&D, and the related amortization of acquired finite-lived intangible assets: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 48,155 $ 3,086 Acquisition of Entropic — 74,200 Acquisition of wireless infrastructure access business 12,300 — Acquisition of wireless infrastructure backhaul business 34,000 — Other additions 390 100 Transfers to developed technology from IPR&D 3,100 700 Amortization (16,084 ) (29,931 ) Ending balance $ 81,861 $ 48,155 The Company regularly reviews the carrying amount of its long-lived assets subject to depreciation and amortization, as well as the useful lives, to determine whether indicators of impairment may exist which warrant adjustments to carrying values or estimated useful lives. An impairment loss would be 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 would be measured based on the excess of the carrying amount of the asset over the asset’s fair value. During the year ended December 31, 2016 , 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 December 31, 2016 : Amortization (in thousands) 2017 $ 18,803 2018 18,786 2019 12,485 2020 11,670 2021 11,293 Thereafter 8,824 Total $ 81,861 Indefinite-lived Intangible Assets The following table sets forth the Company’s activities related to the indefinite-lived intangible assets resulting from additions to IPR&D through acquisitions, transfers to developed technology from IPR&D and impairment losses: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 3,200 $ 7,300 Acquisition of Entropic — 18,200 Acquisition of wireless infrastructure access business 1,300 — Acquisition of wireless infrastructure backhaul business 22,300 — Transfers to developed technology from IPR&D (3,100 ) (700 ) Impairment losses $ (1,300 ) $ (21,600 ) Ending balance $ 22,400 $ 3,200 Impairment losses from indefinite lived intangible assets of $1.3 million for the year ended December 31, 2016 are related to the Company's abandonment of IPR&D of the wireless infrastructure access business and were recognized in the quarter ended September 30, 2016. The Company performs its annual assessment of indefinite-lived intangible assets on October 31 each year, 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. Based on the Company’s assessment as of October 31, 2016, no additional impairment of indefinite-lived intangible assets was recorded during the year ended December 31, 2016 . The Company recorded $21.6 million in IPR&D impairment losses during the year ended December 31, 2015. The Company recorded a $17.8 million impairment loss for its CSS/FBC IPR&D asset, which was transferred to developed technology on October 31, 2015. This intangible asset was obtained through the Entropic acquisition, having an initial fair value of $18.1 million . Due to updated customer demand information obtained in the fourth quarter, the Company revised its net revenue forecast and utilized the relief-from-royalty method to determine the fair value of the asset. In addition, the Company fully impaired its CDR IPR&D asset, which contributed to a $3.8 million impairment loss. This asset was obtained as part of the Physpeed acquisition with an initial fair value of $3.8 million . |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financial Instruments The composition of financial instruments is as follows: December 31, 2016 Amortized Gross Unrealized Fair Gains Losses (in thousands) Assets Money market funds $ 39,181 $ — $ — $ 39,181 Government debt securities 28,025 — (32 ) 27,993 Corporate debt securities 25,923 — (7 ) 25,916 93,129 — (39 ) 93,090 Less amounts included in cash and cash equivalents (39,181 ) — — (39,181 ) $ 53,948 $ — $ (39 ) $ 53,909 Fair Value at December 31, 2016 (in thousands) Liabilities Contingent consideration $ 375 December 31, 2015 Amortized Gross Unrealized Fair Gains Losses (in thousands) Assets Money market funds $ 17,144 $ — $ — $ 17,144 Government debt securities 17,303 — (30 ) 17,273 Corporate debt securities 45,353 — (84 ) 45,269 79,800 — (114 ) 79,686 Less amounts included in cash and cash equivalents (17,144 ) — — (17,144 ) $ 62,656 $ — $ (114 ) $ 62,542 Fair Value at December 31, 2015 (in thousands) Liabilities Contingent consideration $ 395 As of December 31, 2016 , the Company held 25 government and corporate debt securities with an aggregate fair value of $42.2 million that were in an unrealized loss position for less than 12 months . The gross unrealized losses of $0.04 million at December 31, 2016 represent temporary impairments on government and corporate debt securities related to multiple issuers, and were primarily caused by fluctuations in U.S. interest rates. The Company evaluates securities for other-than-temporary impairment on a quarterly basis. Impairment is evaluated considering numerous factors, and their relative significance varies depending on the situation. Factors considered include the length of time and extent to which fair value has been less than the cost basis, the financial condition and near-term prospects of the issuer; including changes in the financial condition of the security’s underlying collateral; any downgrades of the security by a rating agency; nonpayment of scheduled interest, or the reduction or elimination of dividends; as well as our intent and ability to hold the security in order to allow for an anticipated recovery in fair value. All of the Company’s long-term available-for-sale securities were due between 1 and 2 years as of December 31, 2016 . The fair values of the Company’s financial instruments are the amounts that would be received in an asset sale or paid to transfer a liability in an orderly transaction between unaffiliated market participants and are recorded using a hierarchal 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 instruments within Level 1 or Level 2 of the fair value hierarchy on the basis of valuations using quoted market prices or alternate pricing sources and models utilizing market observable inputs, respectively. The Company’s money market funds were valued based on quoted prices for the specific securities in an active market and were therefore classified as Level 1. The government and corporate debt securities have been valued on the basis of valuations provided by third-party pricing services, as derived from such services’ pricing models. The pricing services may use a consensus price which is a weighted average price based on multiple sources or mathematical calculations to determine the valuation for a security, and have been classified as Level 2. The Company reviews Level 2 inputs and fair value for reasonableness and the values may be further validated by comparison to independent pricing sources. In addition, 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. As of December 31, 2016 and 2015 , the Company has not made any adjustments to the prices obtained from its third party pricing providers. The contingent liability is classified as Level 3 as of December 31, 2016 and 2015 and is valued using an internal rate of return model. The assumptions used in preparing the internal rate of return model include estimates for future revenues related to Physpeed products and services and a discount factor of 1 at December 31, 2016 and 0.41 at December 31, 2015 . The assumptions used in preparing the internal rate of return model include estimates for outcome if milestone goals are achieved, the probability of achieving each outcome and discount rates. Significant changes in any of the unobservable inputs used in the fair value measurement of contingent consideration in isolation could result in a significantly lower or higher fair value. A change in estimated future revenues would be accompanied by a directionally similar change in fair value. The following table presents a summary of the Company’s financial instruments that are measured on a recurring basis: Fair Value Measurements at December 31, 2016 Balance at Quoted Prices Significant Significant (in thousands) Assets Money market funds $ 39,181 $ 39,181 $ — $ — Government debt securities 27,993 — 27,993 — Corporate debt securities 25,916 — 25,916 — $ 93,090 $ 39,181 $ 53,909 $ — Liabilities Contingent consideration $ 375 $ — $ — $ 375 $ 375 $ — $ — $ 375 Fair Value Measurements at December 31, 2015 Balance at Quoted Prices Significant Significant (in thousands) Assets Money market funds $ 17,144 $ 17,144 $ — $ — Government debt securities 17,273 — 17,273 — Corporate debt securities 45,269 — 45,269 — $ 79,686 $ 17,144 $ 62,542 $ — Liabilities Contingent consideration $ 395 $ — $ — $ 395 $ 395 $ — $ — $ 395 The following summarizes the activity in Level 3 financial instruments: Fair Value at December 31, 2016 2015 (in thousands) Contingent Consideration (1) Beginning balance $ 395 $ 265 Physpeed earn-out payment (240 ) — Loss recognized in earnings (2) 220 130 Ending balance $ 375 $ 395 Net loss for the period included in earnings attributable to contingent consideration held at the end of the period: $ 220 $ 130 (1) In connection with the acquisition of Physpeed, the Company recorded contingent consideration based upon the expected achievement of certain 2015 and 2016 revenue milestones. Changes to the fair value of contingent consideration due to changes in assumptions used in preparing the valuation model are recorded in selling, general and administrative expense in the statements of operations. (2) Changes to the estimated fair value of contingent consideration were primarily due to revisions to the Company's expectations of earn-out achievement. There were no transfers between Level 1, Level 2 or Level 3 securities in the years ended December 31, 2016 |
Balance Sheet Details
Balance Sheet Details | 12 Months Ended |
Dec. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | Balance Sheet Details Cash and cash equivalents and investments consist of the following: December 31, 2016 December 31, 2015 (in thousands) Cash and cash equivalents $ 82,896 $ 67,956 Short-term investments 47,918 43,300 Long-term investments 5,991 19,242 $ 136,805 $ 130,498 Inventory consists of the following: December 31, 2016 December 31, 2015 (in thousands) Work-in-process $ 13,947 $ 15,713 Finished goods 12,636 16,730 $ 26,583 $ 32,443 Property and equipment consist of the following: Useful Life (in Years) December 31, 2016 December 31, 2015 (in thousands) Furniture and fixtures 5 $ 1,983 $ 2,458 Machinery and equipment 3 -5 27,028 23,679 Masks and production equipment 2 9,153 8,062 Software 3 3,625 3,017 Leasehold improvements 1 -5 11,635 9,573 Construction in progress N/A 39 62 53,463 46,851 Less accumulated depreciation and amortization (32,914 ) (24,993 ) $ 20,549 $ 21,858 Deferred revenue and deferred profit consist of the following: December 31, 2016 December 31, 2015 (in thousands) Deferred revenue—rebates $ 464 $ 118 Deferred revenue—distributor transactions 7,987 5,695 Deferred cost of net revenue—distributor transactions (2,460 ) (1,747 ) $ 5,991 $ 4,066 Accrued price protection liability consists of the following activity: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 20,026 $ 10,018 Additional liability from acquisition — 3,486 Charged as a reduction of revenue 43,931 39,304 Reversal of unclaimed rebates (1,303 ) (158 ) Payments (47,478 ) (32,624 ) Ending balance $ 15,176 $ 20,026 Accrued expenses and other current liabilities consist of the following: December 31, 2016 December 31, 2015 (in thousands) Accrued technology license payments $ 5,850 $ 3,000 Accrued professional fees 1,620 1,196 Accrued engineering and production costs 1,232 826 Accrued restructuring 536 3,416 Accrued royalty 846 2,042 Accrued leases 1,560 — Accrued customer credits 1,207 951 Other 3,507 3,937 $ 16,358 $ 15,368 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation and Employee Benefit Plans | Stock-Based Compensation and Employee Benefit Plans Common Stock At December 31, 2016 , the Company had 500 million authorized shares of Class A common stock and 500 million authorized shares of Class B common stock. Holders of the Company’s Class A and Class B common stock have identical voting rights, except that holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share with respect to transactions that would result in a change of control of the Company or that relate to the Company’s equity incentive plans. In addition, holders of Class B common stock have the exclusive right to elect two members of the Company’s Board of Directors, each referred to as a Class B Director. The shares of Class B common stock are not publicly traded. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock and in most instances automatically converts upon sale or other transfer. On March 29, 2017, each share of the Company’s then outstanding Class A common stock and Class B common stock will convert automatically into a single class of common stock pursuant to the terms of the Company’s Amended and Restated Certificate of Incorporation. Following the conversion, each share of common stock will be entitled to one vote per share and otherwise have the same designations, rights, powers and preferences as the Class A common stock prior to the conversion. In addition, holders of the common stock will vote as a single class of stock on any matter that is submitted to a vote of stockholders. Employee Benefit Plans At December 31, 2016 , 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, as well as the following former Entropic plans: the RF Magic 2000 Incentive Stock Plan, the 2001 Stock Option Plan, the 2007 Equity Incentive Plan, the 2007 Non-Employee Director's Plan and the 2012 Inducement Award Plan. All current stock awards are issued under the 2010 Plan and ESPP. 2010 Equity Incentive Plan The 2010 Plan provides for the grant of incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit awards, stock appreciation rights, performance-based stock awards, and other forms of equity compensation, or collectively, stock awards. The aggregate number of shares of Class A common stock that may be issued pursuant to stock awards under the 2010 Plan will increase by any shares subject to stock options or other awards granted under the 2004 Stock Plan that expire or otherwise terminate without having been exercised in full and shares issued pursuant to awards granted under the 2004 Stock Plan that are forfeited to or repurchased by the Company. In addition, the number of shares of common stock reserved for issuance will automatically increase on the first day of each fiscal year, equal to the lesser of: 2,583,311 shares of the Company’s Class A common stock; four percent ( 4% ) of the outstanding shares of the Company’s Class A common stock and Class B common stock on the last day of the immediately preceding fiscal year; or such lesser amount as the Company’s board of directors may determine. Options granted will generally vest over a four year period and the term can be from seven to ten years. As of December 31, 2016 , the number of shares reserved for issuance under the 2010 Plan is 10,689,175 shares. 2010 Employee Stock Purchase Plan The ESPP authorizes the issuance of shares of the Company’s Class A common stock pursuant to purchase rights granted to the Company’s employees. The number of shares of the Company’s common stock reserved for issuance will automatically increase on the first day of each fiscal year, equal to the least of: 968,741 shares of the Company’s Class A common stock; one and a quarter percent ( 1.25% ) of the outstanding shares of the Company’s Class A common stock and Class B common stock on the first day of the fiscal year; or such lesser amount as may be determined by the Company's board of directors or a committee appointed by the Company's board of directors to administer the ESPP. The ESPP is implemented through a series of offerings of purchase rights to eligible employees. Under the ESPP, the Company may specify offerings with a duration of not more than 27 months , and may specify shorter purchase periods within each offering. Each offering will have one or more purchase dates on which shares of the Company’s common stock will be purchased for employees participating in the offering. An offering may be terminated under certain circumstances. Generally, all regular employees, including executive officers, employed by the Company may participate in the ESPP and may contribute up to 15% of their earnings for the purchase of the Company’s common stock under the ESPP. Unless otherwise determined by the Company’s board of directors, Class A common stock will be purchased for accounts of employees participating in the ESPP at a price per share equal to the lower of (a) 85% of the fair market value of a share of the Company’s Class A common stock on the first date of an offering or (b) 85% of the fair market value of a share of the Company’s Class A common stock on the date of purchase. As of December 31, 2016 , the number of shares of common stock reserved for issuance under the ESPP is 967,545 shares. Employee Incentive Bonus In April 2012 , the Company's compensation committee amended its Executive Incentive Bonus Plan to, among other things, permit the settlement of awards under the plan in the form of shares of its Class A common stock. In May 2013 , the Company's compensation committee amended its Executive Incentive Bonus Plan to permit the settlement of awards under the plan in any combination of cash or shares of its Class A common stock. Additionally, the Company settles a majority of bonus awards for all other employees in Class A common stock. When awards under the Executive Incentive Bonus Plan are settled in Class A common stock issued under the 2010 Equity Incentive Plan, the number of shares issuable to plan participants is determined based on the closing sales price of the Company's Class A common stock as determined in trading on the New York Stock Exchange on the date approved by the Board of Directors. In August 2016, the Company issued 0.2 million freely-tradable shares of its Class A common stock in settlement of bonus awards to employees, including executives, for the January 1, 2016 to June 30, 2016 performance period. In May 2016, the Company issued 0.2 million shares of its Class A common stock in settlement of bonus awards to employees, including executives, for the July 1, 2015 to December 31, 2015 performance period. In August 2015, the Company issued 0.3 million freely-tradable shares of our Class A common stock in settlement of bonus awards to employees, including executives, for the January 1, 2015 to June 30, 2015 performance period. In May 2015, the Company issued 0.2 million freely-tradable shares of our Class A common stock in settlement of bonus awards to employees, including executives, for the fiscal 2014 performance period. At December 31, 2016 , an accrual of $3.8 million was recorded for bonus awards for employees for the July 1, 2016 to December 31, 2016 performance period, which the Company intends to settle in shares of its Class A common stock to be issued under its 2010 Equity Incentive Plan, as amended, with the number of shares issuable to plan participants determined based on the closing sales price of the Company’s Class A common stock as determined in trading on the New York Stock Exchange at a date to be determined. The Company's compensation committee retains discretion to effect payment in cash, stock, or a combination of cash and stock. Stock-Based Compensation Stock-based compensation expense is classified in the consolidated statements of operations based on the department to which the related employee reports. The Company recognized stock-based compensation in the statements of operations as follows: Years Ended December 31, 2016 2015 2014 (in thousands) Cost of net revenue $ 210 $ 213 $ 131 Research and development 14,403 13,205 9,686 Selling, general and administrative 7,152 5,850 5,191 $ 21,765 $ 19,268 $ 15,008 The total unrecognized compensation cost related to unvested stock options as of December 31, 2016 was $0.7 million , and the weighted average period over which these equity awards are expected to vest is 0.90 years. The total unrecognized compensation cost related to unvested restricted stock units and restricted stock awards as of December 31, 2016 was $44.1 million , and the weighted average period over which these equity awards are expected to vest is 2.67 years. Stock Options The Company uses the Black-Scholes valuation model to calculate the fair value of stock options and employee stock purchase rights granted to employees. Stock-based compensation expense is recognized over the vesting period using the straight-line method. The fair values of stock options and employee stock purchase rights (related to the Company's ESPP) were estimated at their respective grant date using the following assumptions: Stock Options Years Ended December 31, 2016 (1) 2015 (1) 2014 Weighted-average grant date fair value per share N/A N/A $ 4.03 Risk-free interest rate N/A N/A 1.70 % Dividend yield N/A N/A — % Expected life (in years) N/A N/A 4.56 Volatility N/A N/A 51.00 % __________________ (1) No options were granted during the years ended December 31, 2016 and 2015. Cash received from exercise of stock options was $3.6 million , $8.2 million and $0.3 million during the year ended December 31, 2016 , 2015 and 2014 , respectively. The tax benefit from stock options exercised was $5.7 million , $6.1 million and $0.4 million during the year ended December 31, 2016 , 2015 and 2014 , respectively. Employee Stock Purchase Rights Years Ended December 31, 2016 2015 2014 Weighted-average grant date fair value per share $5.85 - $6.20 $2.25 - $5.02 $2.03 - $2.47 Risk-free interest rate 0.38 - 0.6% 0.09 - 0.33% 0.05 - 0.07% Dividend yield — % — % — % Expected life (in years) 0.50 0.50 0.50 Volatility 49.94 - 53.94% 32.65 - 59.14% 47.75 - 46.82% The risk-free interest rate assumption was based on the United States Treasury’s rates for 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 weighted-average expected life of options was calculated using the simplified method as prescribed by guidance provided by the SEC. This decision was based on the lack of historical data due to the Company’s limited number of stock option exercises under the 2010 Equity Incentive Plan. A summary of the Company’s stock option activity is as follows: Number of Options (in thousands) Weighted-Average Exercise Price Weighted-Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2015 3,572 $ 6.83 Granted (1) — N/A Exercised (492 ) 5.13 Canceled (55 ) 24.15 Outstanding at December 31, 2016 3,025 $ 6.78 2.73 $ 45,603 Vested and expected to vest at December 31, 2016 3,018 $ 6.78 2.73 $ 45,522 Exercisable at December 31, 2016 2,760 $ 6.65 2.62 $ 41,991 ___________________________ (1) No options were granted during 2016. The intrinsic value of stock options exercised during 2016 , 2015 and 2014 was $6.5 million , $6.6 million and $0.6 million , respectively. Restricted Stock Units and Restricted Stock Awards The Company calculates the fair value of restricted stock units and restricted stock awards based on the fair market value of the Company’s Class A common stock on the grant date. Stock-based compensation expense is recognized over the vesting period using the straight-line method. A summary of the Company’s restricted stock unit and restricted stock award activity is as follows: Number of Shares (in thousands) Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2015 3,642 $ 9.19 Granted 2,932 18.83 Vested (2,308 ) 11.32 Canceled (596 ) 13.55 Outstanding at December 31, 2016 3,670 14.67 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The domestic and international components of income (loss) before provision (benefit) from income taxes are presented as follows: Years Ended December 31, 2016 2015 2014 (in thousands) Domestic $ 75,778 $ (44,094 ) $ (9,631 ) Foreign (12,088 ) 1,188 886 Income (loss) before income taxes $ 63,690 $ (42,906 ) $ (8,745 ) The provision (benefit) for income taxes consists of the following: Years Ended December 31, 2016 2015 2014 (in thousands) Current: Federal $ 1,216 $ — $ — State (11 ) 16 1 Foreign 1,092 942 577 Total current 2,297 958 578 Deferred: Federal 17,492 (13,759 ) (3,341 ) State (8,271 ) (1,034 ) 253 Foreign (2,459 ) 126 54 Valuation allowance release due to acquisition — (1,757 ) (2,335 ) Change in valuation allowance (6,661 ) 14,891 3,087 Total deferred 101 (1,533 ) (2,282 ) Total income tax provision (benefit) $ 2,398 $ (575 ) $ (1,704 ) The actual provision (benefit) for income taxes differs from the amount computed using the federal statutory rate as follows: Years Ended December 31, 2016 2015 2014 (in thousands) Provision (benefit) at statutory rate $ 22,294 $ (14,588 ) $ (2,973 ) State income taxes (net of federal benefit) (13 ) 275 (391 ) Research and development credits (9,076 ) (2,083 ) (66 ) Foreign rate differential 2,888 (62 ) (31 ) Stock compensation (5,756 ) 549 609 Foreign deemed dividend 51 279 — Transaction costs 749 1,329 — Uncertain tax positions (1,204 ) 600 304 Foreign tax credits (72 ) (144 ) — Permanent and other (802 ) 96 92 Valuation allowance release due to acquisition — (1,757 ) (2,335 ) Valuation allowance (6,661 ) 14,931 3,087 Total provision (benefit) for income taxes $ 2,398 $ (575 ) $ (1,704 ) The components of the deferred income tax assets are as follows: December 31, 2016 2015 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 19,524 $ 27,996 Research and development credits 58,170 48,531 Accrued expenses and other 13,387 13,654 Accrued compensation 2,073 1,747 Stock-based compensation 3,451 4,245 Intangible assets 8,575 7,198 105,180 103,371 Less valuation allowance (100,284 ) (98,535 ) 4,896 4,836 Deferred tax liabilities: Fixed assets (2,202 ) (2,322 ) Unremitted foreign earnings (2,909 ) (2,628 ) Net deferred tax liabilities $ (215 ) $ (114 ) At December 31, 2016 , the Company had federal, state and foreign tax net operating loss carryforwards of approximately $38.1 million , $39.3 million and $14.7 million , respectively. The federal and state tax loss carryforwards will begin to expire in 2020 and 2019 , respectively, unless previously utilized. The foreign net operating loss carryforwards may be carried forward indefinitely provided certain requirements are met. At December 31, 2016 , the Company had federal and state tax credit carryforwards of approximately $33.6 million and $43.5 million , respectively. The federal tax credit carryforward will begin to expire in 2020 , unless previously utilized. The state tax credits do not expire. In addition, the Company has federal alternative minimum tax credit carryforwards of $1.0 million that can be carried forward indefinitely. The Company evaluated its net deferred income taxes, which included an assessment of the cumulative income or loss over the prior three -year period and future periods, to determine if a valuation allowance is required. After considering its recent history of losses, the Company recorded a valuation allowance on its net federal deferred tax assets. During 2016 , the Company maintained a valuation allowance against all of its federal and state deferred tax assets as realization of such assets does not meet the more-likely-than-not threshold required under accounting guidelines. The Company also placed a valuation allowance on the foreign deferred tax assets of a newly formed entity. The Company will continue to assess the need for a valuation allowance on the deferred tax assets by evaluating positive and negative evidence that may exist. The valuation allowance during 2016 related to operations decreased by $6.7 million . The Company adopted ASU No. 2016-09 in the second quarter of 2016, which is more fully described in Note 1. The new guidance requires, among other things, excess tax benefits and tax deficiencies to be recorded in the income statement in the provision for income taxes when awards vest or are settled. For the year ended December 31, 2016 , the impact of adoption on the Company's results of operations was to reduce the provision for income taxes and increase net income by $8.3 million . Upon adoption, the Company had excess tax benefits for which a benefit could not be previously recognized of approximately $8.1 million ; however, there was no cumulative effect on retained earnings in the consolidated balance sheet since the Company has a full valuation allowance against U.S. deferred tax assets. At December 31, 2016 , the Company’s unrecognized tax benefits totaled $23.4 million , $17.1 million of which, if recognized at a time when the valuation allowance no longer exists, would affect the effective tax rate. The Company will recognize interest and penalties related to unrecognized tax benefits as a component of income tax expense. At December 31, 2016 , the Company had accrued approximately $0.2 million of interest and penalties. The Company expects decreases to its unrecognized tax benefits of $0.2 million within the next twelve months. The following table summarizes the changes to the unrecognized tax benefits during 2016 , 2015 and 2014 : (in thousands) Balance as of December 31, 2013 $ 5,462 Additions based on tax positions related to the current year 3,158 Additions based on tax positions of prior years 2,188 Balance as of December 31, 2014 10,808 Additions based on tax positions related to the current year 2,585 Additions related to acquisition 13,733 Decreases based on tax positions of prior year (1,073 ) Balance as of December 31, 2015 $ 26,053 Additions based on tax positions related to the current year 2,025 Decreases based on tax positions of prior year (4,661 ) Balance as of December 31, 2016 $ 23,417 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 December 31, 2016, the Company is no longer subject to federal, state or foreign income tax examinations for the years before 2013, 2012 and 2009, respectively. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where net operating losses or tax credits were generated and carried forward, and make adjustments up to the amount of the net operating loss or credit carryforward amount. At December 31, 2013, the Company was under examination by the federal tax authorities for the tax years 2010 and 2011. This examination closed in January 2014. The impact of any adjustments was reflected in 2013. The Company is not currently under federal, state or foreign examination. On January 2, 2013, the American Taxpayer Relief Act of 2012 was enacted. The Act included several provisions related to corporate income tax including the reinstatement of the credit for qualified research and development. The credit was reinstated for years beginning after January 1, 2012. On December 19, 2014, the Tax Increase Prevention Act was enacted. The Act included several business tax provisions including the extension of the credit for qualified research and development through 2014. On December 18, 2015, the Protecting Americans from Tax Hikes Act of 2015 was enacted. The Act included several business tax provisions including the permanent extension of the credit for qualified research and development. |
Employee Retirement Plan
Employee Retirement Plan | 12 Months Ended |
Dec. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Employee Retirement Plan | Employee Retirement Plan The Company has a 401(k) defined contribution retirement plan (the 401(k) Plan) covering all eligible employees. Participants may voluntarily contribute on a pre-tax basis an amount not to exceed a maximum contribution amount pursuant to Section 401(k) of the Internal Revenue Code. The Company is not required to contribute, nor has it contributed, to the 401(k) Plan for any of the periods presented. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease Commitments and Other Contractual Obligations The Company leases facilities and certain equipment under operating lease arrangements expiring at various years through fiscal 2022 . As of December 31, 2016 , future minimum payments under non-cancelable operating leases, other obligations and inventory purchase obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2017 $ 8,123 $ 30,464 $ 4,939 $ 43,526 2018 6,268 — 910 7,178 2019 6,961 — 14 6,975 2020 6,357 — — 6,357 2021 6,300 — — 6,300 Thereafter 1,592 — — 1,592 Total minimum payments $ 35,601 $ 30,464 $ 5,863 $ 71,928 The total rental expense for all operating leases was $2.9 million , $2.4 million and $1.7 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. The Company has subleased certain facilities that it ceased using in connection with a restructuring plan (Note 4). Such subleases expire at various years through fiscal 2022 . As of December 31, 2016 , future minimum rental income under no-cancelable subleases are as follows: Amount (in thousands) 2017 $ 2,144 2018 2,362 2019 2,927 2020 3,392 2021 3,511 Thereafter 293 Total minimum rental income $ 14,629 CrestaTech Litigation On January 21, 2014, CrestaTech Technology Corporation, or CrestaTech, filed a complaint for patent infringement against the Company in the United States District Court of Delaware, or the District Court Litigation. In its complaint, CrestaTech alleges that the Company infringes U.S. Patent Nos. 7,075,585, or the '585 Patent and 7,265,792, or the '792 Patent. In addition to asking for compensatory damages, CrestaTech alleges willful infringement and seeks a permanent injunction. CrestaTech also names Sharp Corporation, Sharp Electronics Corp. and VIZIO, Inc. as defendants based upon their alleged use of the Company's television tuners. On January 28, 2014, CrestaTech filed a complaint with the U.S. International Trade Commission, or ITC, again naming, among others, MaxLinear, Sharp, Sharp Electronics, and VIZIO, or the ITC Investigation. On May 16, 2014, the ITC granted CrestaTech’s motion to file an amended complaint adding six OEM Respondents, namely, SIO International, Inc., Hon Hai Precision Industry Co., Ltd., Wistron Corp., Wistron Infocomm Technology (America) Corp., Top Victory Investments Ltd. and TPV International (USA), Inc. which are collectively referred to with MaxLinear, Sharp and VIZIO as the Company Respondents. CrestaTech’s ITC complaint alleged a violation of 19 U.S.C. § 1337 through the importation into the United States, the sale for importation, or the sale within the United States after importation of MaxLinear’s accused products that CrestaTech alleged infringe the same two patents asserted in the Delaware action. Through its ITC complaint, CrestaTech sought an exclusion order preventing entry into the United States of certain of the Company's television tuners and televisions containing such tuners from Sharp, Sharp Electronics, and VIZIO. CrestaTech also sought a cease and desist order prohibiting the Company Respondents from engaging in the importation into, sale for importation into, the sale after importation of, or otherwise transferring within the United States certain of the Company's television tuners or televisions containing such tuners. On March 10, 2014, the court stayed the District Court Litigation pending resolution of the ITC Investigation. On December 15, 2014, the ITC held a trial in the ITC Investigation. On February 27, 2015, the Administrative Law Judge, or the ALJ, issued a written Initial Determination, or ID, ruling that the Company Respondents do not violate Section 1337 in connection with CrestaTech’s asserted patents because CrestaTech failed to satisfy the economic prong of the domestic industry requirement pursuant to Section 1337(a)(2). In addition, the ID stated that certain of the Company's television tuners and televisions incorporating those tuners manufactured and sold by certain customers infringe three claims of the ‘585 Patent, and these three claims were not determined to be invalid. On April 30, 2015, the ITC issued a notice indicating that it intended to review portions of the ID finding no violation of Section 1337, including the ID’s findings of infringement with respect to, and validity of, the ‘585 Patent, and the ID’s finding that CrestaTech failed to establish the existence of a domestic industry within the meaning of Section 1337. The ITC has subsequently issued its opinion, which terminated its investigation. The opinion affirmed the findings of the ALJ that no violation of Section 1337 had occurred because CrestaTech had failed to establish the economic prong of the domestic industry requirement. The ITC also affirmed the ALJ's finding of infringement with respect to the three claims of the '585 Patent that were not held to be invalid. On November 30, 2015, CrestaTech filed an appeal of the ITC decision with the United States Court of Appeals for the Federal Circuit, or the Federal Circuit. On March 7, 2016, CrestaTech voluntarily dismissed its appeal, resulting in a final determination of the ITC Investigation in the Company's favor. In addition, the Company has filed four petitions for inter partes review, or IPR, by the US Patent Office, two for each of the CrestaTech patents asserted against the Company. The Patent Trial and Appeal Board, or the PTAB, did not institute two of these IPRs as being redundant to IPRs filed by another party that were already underway for the same CrestaTech patent. The remaining two petitions were instituted or instituted-in-part and, together with the IPRs filed by third parties, there are currently six pending IPR proceedings involving the two CrestaTech patents asserted against the Company. In October 2015, the PTAB issued final decisions in two of the six pending IPR proceedings (one for each of the two asserted patents), holding that all of the reviewed claims are unpatentable. Included in these decisions was one of the three claims of the ‘585 Patent mentioned above in connection with the ITC’s final decision. CrestaTech appealed the PTAB’s decisions at the Federal Circuit. On November 8, 2016, the Federal Circuit issued an opinion affirming the PTAB’s finding of unpatentability. In August 2016, the PTAB issued final written decisions in the remaining four pending IPR proceedings (two for each of the asserted patents), holding that many of the reviewed claims - including the two remaining claims of the ‘585 Patent which the ITC held were infringed - are unpatentable. As a result of these IPR decisions, all 13 claims that CrestaTech asserted against the Company in the ITC Investigation have been found to be unpatentable by the PTAB. The parties have filed notices to appeal the two decisions related to the ‘585 Patent. Opening briefs are currently due in late January - early February 2017. CrestaTech, however, did not appeal the PTAB’s rulings related to the ‘792 Patent. On March 18, 2016, CrestaTech filed a petition for Chapter 7 bankruptcy in the Northern District of California. As a result of this proceeding, all rights in the CrestaTech asserted patents, including the right to control the pending litigation, were assigned to CF Crespe LLC, or CF Crespe. CF Crespe is now the named party in the pending IPRs, the Federal Circuit appeal and District Court Litigation. CF Crespe has not sought to lift the stay in the District Court Litigation given the resolution of the ITC Investigation. The Company cannot predict the outcome of any appeal by CF Crespe, CrestaTech, the District Court Litigation, or the IPRs. Any adverse determination in the District Court Litigation could have a material adverse effect on the Company's business and operating results. Trango Systems, Inc. Litigation On or about August 2, 2016, Trango Systems, Inc., or Trango, filed a complaint in the Superior Court of California, County of San Diego, Central Division, against defendants Broadcom Corporation, Inc., or Broadcom, and the Company, collectively, Defendants. On or about December 6, 2016, Trango filed its second amended complaint. Trango is a purchaser that alleges various fraud, breach of contract, and interference with economic relations claims in connection with the discontinuance of a chip line the Company recently acquired from Broadcom. Trango seeks unspecified general and special damages, pre-judgment interest, expenses and costs, statutory penalties, attorneys’ fees, punitive damages, and unspecified injunctive and equitable relief. The Company intends to vigorously defend against the lawsuit. On January 11, 2017, the Company filed its demurrer to each cause of action in the second amended complaint. The Company cannot predict the outcome of the Trango Systems, Inc. litigation. Any adverse determination in the Trango Systems, Inc. litigation could have a material adverse effect on the Company's business and operating results. O ther Matters In addition, 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. Other than the CrestaTech and Trango litigation described above, the Company believes that there are no other currently pending litigation matters that, if determined adversely by the Company, would have a material effect on the Company's business or that would not be covered by the Company's existing liability insurance. |
Significant Customer and Geogra
Significant Customer and Geographic Information | 12 Months Ended |
Dec. 31, 2016 | |
Risks and Uncertainties [Abstract] | |
Significant Customer and Geographic Information | Years Ended December 31, 2016 2015 2014 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 360,325 93 % $ 274,169 91 % $ 125,122 94 % United States 9,181 2 % 10,819 4 % 567 — % Rest of world 18,326 5 % 15,372 5 % 7,423 6 % Total $ 387,832 100 % $ 300,360 100 % $ 133,112 100 % Concentration of Credit Risk, Significant Customers and Geographic Information Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, accounts receivable and inventory. 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, including cable and terrestrial and satellite set-top boxes and gates, DOCSIS data and voice gateways, hybrid analog and digital televisions, satellite low-noise blocker transponders or outdoor units, physical medium devices that go into optical modules for data center, metro, and long-haul transport network applications, and RF transceiver and modem devices for wireless access and backhaul applications. 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: Years Ended December 31, 2016 2015 2014 Percentage of total net revenue Arris 1 27 % 28 % 31 % Technicolor 2 10 % 13 % * * Represents less than 10% of the net revenue for the respective period. 1 In January 2016, Arris completed its acquisition of Pace. The revenue percentage attributed to Arris includes sales made to Pace in the year ended December 31, 2016. 2 In November 2015, Technicolor completed its purchase of Cisco’s connected devices business. The revenue percentage for fiscal year 2015 did not include 1% revenue for Technicolor. Balances greater than 10% of accounts receivable, based on the Company's billings to the contract manufacturer customers, are as follows: December 31, 2016 2015 Percentage of gross accounts receivable Pegatron Corporation 17 % 17 % Sernet Technologies Corporation 15 % 14 % WNC Corporation 12 % 16 % MTI Jupiter Technologies * 13 % * Represents less than 10% of the gross accounts receivable for the respective period end. Suppliers comprising greater than 10% of total inventory purchases are as follows: Years ended December 31, 2016 2015 2014 Globalfoundries 18 % 22 % 16 % United Microelectronics Corporation 16 % 12 % 23 % Taiwan Semiconductor Manufacturing Company 13 % 14 % * Tower-Jazz Semiconductor 12 % 11 % * Semiconductor Manufacturing International Corp 11 % 11 % 27 % Advanced Semiconductor Engineering 11 % 11 % 20 % * Represents less than 10% of the inventory purchases for the respective period. Geographic Information The Company's consolidated net revenues by geographic area based on ship-to location are as follows (in thousands): Years Ended December 31, 2016 2015 2014 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 360,325 93 % $ 274,169 91 % $ 125,122 94 % United States 9,181 2 % 10,819 4 % 567 — % Rest of world 18,326 5 % 15,372 5 % 7,423 6 % Total $ 387,832 100 % $ 300,360 100 % $ 133,112 100 % The products shipped to individual countries representing greater than 10% of net revenue for each of the periods presented are as follows: Years Ended December 31, 2016 2015 2014 Percentage of total net revenue China 78 % 77 % 71 % The determination of which country a particular sale is allocated to is based on the destination of the product shipment. No other individual country in Asia Pacific, United States, or the rest of the world accounted for more than 10% of net revenue during these periods. Long-lived assets, which consists of property and equipment, intangible assets, and goodwill by geographic area are as follows (in thousands): As of December 31, 2016 2015 Amount % of total Amount % of total United States $ 111,336 55 % $ 121,697 99 % Singapore 78,318 39 % 26 — % Rest of world 11,171 6 % 1,269 1 % Total $ 200,825 100 % $ 122,992 100 % |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | 13. Selected Quarterly Financial Data (Unaudited) The following table presents the Company’s unaudited quarterly financial data for each of the eight quarters in the period ended December 31, 2016 . In management’s opinion, this information has been presented on the same basis as the audited consolidated financial statements included in a separate section of this report, and all necessary adjustments, consisting only of normal recurring adjustments, have been included in the amounts below to present fairly the unaudited quarterly results when read in conjunction with the audited consolidated financial statements and related notes. The operating results for any quarter should not be relied upon as necessarily indicative of results for any future period. Year Ended December 31, 2016 (1) First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Net revenue $ 102,685 $ 101,687 $ 96,324 $ 87,136 Gross profit $ 61,170 $ 62,913 $ 55,504 $ 50,403 Net income $ 20,681 $ 22,584 $ 9,679 $ 8,348 Net income per share: Basic $ 0.33 $ 0.36 $ 0.15 $ 0.13 Diluted $ 0.31 $ 0.33 $ 0.14 $ 0.12 ___________________ (1) Includes impact of adoption of ASU 2016-09, Improvements to Share Based Compensation as described in Note 1. The impact of adoption by quarter was to increase net income and reduce the provision for income taxes, and to increase basic and diluted net income per share by the following amounts: Year Ended December 31, 2016 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Increase to net income $ 1,565 $ 3,549 $ 928 $ 2,249 Reduction to income tax provision $ (1,565 ) $ (3,549 ) $ (928 ) $ (2,249 ) Increase to net income per share: Basic $ 0.02 $ 0.06 $ 0.01 $ 0.04 Diluted $ 0.02 $ 0.04 $ 0.01 $ 0.05 Year Ended December 31, 2015 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Net revenue $ 35,396 $ 70,824 $ 95,191 $ 98,949 Gross profit $ 21,671 $ 26,942 $ 51,050 $ 55,760 Net income (loss) $ (4,722 ) $ (30,647 ) $ 1,582 $ (8,544 ) Net income (loss) per share: Basic $ (0.12 ) $ (0.58 ) $ 0.03 $ (0.14 ) Diluted $ (0.12 ) $ (0.58 ) $ 0.03 $ (0.14 ) |
Subsequent Events (Notes)
Subsequent Events (Notes) | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent Events On February 8, 2017 , the Company entered into a definitive agreement to acquire all of the stock in the Spain entity of Marvell Technology Group Ltd, or Marvell, along with acquiring certain other assets and liabilities related to Marvell’s G.hn business for $21.0 million in cash. The acquisition is currently expected to close in the second quarter of 2017. |
Organization and Summary of S23
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | 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 and mixed-signal integrated circuits for cable and satellite broadband communications and the connected home, and wired and wireless infrastructure markets. MaxLinear's customers include 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 Pay-TV operator set-top boxes, DOCSIS data and voice gateways, hybrid analog and digital televisions and consumer terrestrial set-top boxes, Direct Broadcast Satellite outdoor units, optical modules for data center, metro, and long-haul transport network applications, and RF transceivers and modem solutions for wireless carrier infrastructure applications. The Company is a fabless semiconductor company focusing its resources on the design, sales and marketing of its products. |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The 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. All intercompany transactions and investments have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform with the current period presentation. The functional currency of certain foreign subsidiaries is the local currency. Accordingly, assets and liabilities of these foreign subsidiaries are translated at the current exchange rate at the balance sheet date and historical rates for equity. Revenue and expense components are translated at weighted average exchange rates in effect during the period. Gains and losses resulting from foreign currency translation are included as a component of stockholders’ equity. Foreign currency transaction gains and losses are included in the results of operations and, to date, have not been significant. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes of the consolidated financial statements. Actual results could differ from those estimates. |
Business Combinations | Business Combinations The Company applies the provisions of ASC 805, Business Combinations , in accounting for its acquisitions. It requires the Company to recognize separately from goodwill the assets acquired and the liabilities assumed, at the acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, its estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company records adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations. Costs to exit or restructure certain activities of an acquired company or the Company's internal operations are accounted for as termination and exit costs pursuant to ASC 420, Exit or Disposal Cost Obligations , and are accounted for separately from the business combination. A liability for costs associated with an exit or disposal activity is recognized and measured at its fair value in the consolidated statement of operations in the period in which the liability is incurred. When estimating the fair value of facility restructuring activities, assumptions are applied regarding estimated sub-lease payments to be received, which can differ materially from actual results. This may require the Company to revise its initial estimates which may materially affect the results of operations and financial position in the period the revision is made. For a given acquisition, the Company may identify certain pre-acquisition contingencies as of the acquisition date and may extend its review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether the Company includes these contingencies as a part of the fair value estimates of assets acquired and liabilities assumed and, if so, to determine their estimated amounts. If the Company cannot reasonably determine the fair value of a pre-acquisition contingency (non-income tax related) by the end of the measurement period, which is generally the case given the nature of such matters, the Company will recognize an asset or a liability for such pre-acquisition contingency if: (i) it is probable that an asset existed or a liability had been incurred at the acquisition date and (ii) the amount of the asset or liability can be reasonably estimated. Subsequent to the measurement period, changes in estimates of such contingencies will affect earnings and could have a material effect on results of operations and financial position. In addition, uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company reevaluates these items quarterly based upon facts and circumstances that existed as of the acquisition date with any adjustments to the preliminary estimates being recorded to goodwill if identified within the measurement period. Subsequent to the measurement period or final determination of the tax allowance’s or contingency’s estimated value, whichever comes first, changes to these uncertain tax positions and tax related valuation allowances will affect the provision for income taxes in the consolidated statement of operations and could have a material impact on the results of operations and financial position. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents are recorded at cost, which approximates market value. |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | 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 its historical experience, its anticipation of uncollectible accounts receivable and any specific customer collection issues that the Company has identified. As of December 31, 2016 and 2015 , the Company has an allowance for doubtful accounts of $0.1 million and $0.2 million , respectively. |
Inventory, Policy [Policy Text Block] | Inventory The Company assesses the recoverability of its inventory based on assumptions about demand and market conditions. Forecasted demand is determined based on historical sales and expected future sales. Inventory is stated at the lower of cost or market. Cost approximates actual cost on a first-in, first-out basis and market reflects current replacement cost (e.g. net replacement value) which cannot exceed net realizable value or fall below net realizable value less an allowance for an approximately normal profit margin. The Company reduces its inventory to its lower of cost or market on a part-by-part basis to account for its obsolescence or lack of marketability. Reductions are calculated as the difference between the cost of inventory and its market value based upon assumptions about future demand and market conditions. Once established, these adjustments are considered permanent and are not revised until the related inventory is sold or disposed of. |
Investment, Policy [Policy Text Block] | Investments, Available-for-Sale The Company classifies all investments as available-for-sale, as the sale of such investments may be required prior to maturity to implement management strategies. These investments are carried at fair value, with unrealized gains and losses reported as accumulated other comprehensive income until realized. The cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion, as well as interest and dividends, are included in interest income. Realized gains and losses from the sale of available-for-sale investments, if any, are determined on a specific identification basis and are also included in interest income. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment is carried at cost and depreciated over the estimated useful lives of the assets, ranging from two to five years, using the straight-line method. Leasehold improvements are stated at cost and amortized over the shorter of the estimated useful lives of the assets or the lease term. Depreciation expense for the years ended December 31, 2016 , 2015 and 2014 was $10.6 million , $10.8 million and $4.6 million , respectively. Production Masks Production masks with alternative future uses or discernible future benefits are capitalized and amortized over their estimated useful life of two years. To determine if the production mask has alternative future uses or benefits, the Company evaluates risks associated with developing new technologies and capabilities, and the related risks associated with entering new markets. Production masks that do not meet the criteria for capitalization are expensed as research and development costs. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of the acquired net tangible and intangible assets. Intangible assets represent purchased intangible assets including developed technology, in-process research and development, or IPR&D, technologies acquired or licensed from other companies, customer relationships, backlog and tradenames. Purchased intangible assets with definitive lives are capitalized and amortized over their estimated useful lives. Technologies acquired or licensed from other companies, customer relationships, backlog and tradenames are capitalized and amortized over the lesser of the terms of the agreement, or estimated useful life. The Company capitalizes IPR&D projects acquired as part of a business combination. On completion of each project, IPR&D assets are reclassified to developed technology and amortized over their estimated useful lives. |
Impairment of Goodwill and Long-Lived Assets | Impairment of Goodwill and Long-Lived Assets Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations accounted for under the acquisition method. Goodwill is not amortized but is tested for impairment using a qualitative assessment, and subsequently the two-step method as needed. Step one is the identification of potential impairment. This involves 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 fair value of a reporting unit exceeds the carrying amount, the goodwill of the reporting unit is considered not impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test is performed to measure the amount of impairment loss, if any. The Company tests by reporting unit, goodwill and other indefinite-lived intangible assets for impairment as of October 31 each year or more frequently if it believes indicators of impairment exist. During development, IPR&D is not subject to amortization and is tested for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company reviews indefinite-lived intangible assets for impairment using a qualitative assessment, followed by a quantitative assessment, as needed, each year as of October 31, the date of its annual goodwill impairment review, or whenever events or changes in circumstances indicate the carrying value may not be recoverable. Recoverability of indefinite-lived intangible assets is measured by comparing the carrying amount of the asset to its fair value. In certain cases, the Company utilizes the relief-from-royalty method when appropriate, and a fair value will be obtained based on analysis over the costs saved by owning the right instead of leasing it. Once an IPR&D project is complete, it becomes a finite-lived intangible asset and is evaluated for impairment both immediately prior to its change in classification and thereafter in accordance with the Company's policy for long-lived assets. The Company regularly reviews the carrying amount of its long-lived assets subject to depreciation and amortization, as well as the useful lives, to determine whether indicators of impairment may exist which warrant adjustments to carrying values or estimated useful lives. An impairment loss would be 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 would be measured based on the excess of the carrying amount of the asset over the asset’s fair value. During 2016 and 2015 , the Company identified impairment of IPR&D of $1.3 million and $21.6 million , respectively. Refer to Goodwill and Intangible Assets, Note 5 for more information. |
Revenue Recognition | Revenue Recognition Revenue is generated from sales of the Company’s integrated circuits. The Company recognizes revenue when all of the following criteria are met: 1) there is persuasive evidence that an arrangement exists, 2) delivery of goods has occurred, 3) the sales price is fixed or determinable and 4) collectability is reasonably assured. Title to product transfers to customers either when it is shipped to or received by the customer, based on the terms of the specific agreement with the customer. Revenue is recorded based on the facts at the time of sale. Transactions for which the Company cannot reliably estimate the amount that will ultimately be collected at the time the product has shipped and title has transferred to the customer are deferred until the amount that is probable of collection can be determined. Items that are considered when determining the amounts that will be ultimately collected are: a customer’s overall creditworthiness and payment history; customer rights to return unsold product; customer rights to price protection; customer payment terms conditioned on sale or use of product by the customer; or extended payment terms granted to a customer. A portion of the Company’s revenues are generated from sales made through distributors under agreements allowing for pricing credits and/or stock rotation rights of return. Revenues from sales through the Company’s distributors accounted for 19% , 13% and 28% of net revenue for the years ended December 31, 2016 , 2015 and 2014 , respectively. Pricing credits to the Company’s distributors may result from its price protection and unit rebate provisions, among other factors. These pricing credits and/or stock rotation rights prevent the Company from being able to reliably estimate the final sales price of the inventory sold and the amount of inventory that could be returned pursuant to these agreements. As a result, for sales through distributors, the Company has determined that it does not meet all of the required revenue recognition criteria at the time it delivers its products to distributors as the final sales price is not fixed or determinable. For these distributor transactions, revenue is not recognized until product is shipped to the end customer and the amount that will ultimately be collected is fixed or determinable. Upon shipment of product to these distributors, title to the inventory transfers to the distributor and the distributor is invoiced, generally with 30 to 60 day terms. On shipments to the Company’s distributors where revenue is not recognized, the Company records a trade receivable for the selling price as there is a legally enforceable right to payment, relieving the inventory for the carrying value of goods shipped since legal title has passed to the distributor, and records the corresponding gross profit in the consolidated balance sheet as a component of deferred revenue and deferred profit, representing the difference between the receivable recorded and the cost of inventory shipped. Future pricing credits and/or stock rotation rights from the Company’s distributors may result in the realization of a different amount of profit included in the Company’s future consolidated statements of operations than the amount recorded as deferred profit in the Company’s consolidated balance sheets. The Company records reductions in revenue for estimated pricing adjustments related to price protection agreements with the Company’s end customers in the same period that the related revenue is recorded. Price protection pricing adjustments are recorded at the time of sale as a reduction to revenue and an increase in the Company’s accrued liabilities. The amount of these reductions is based on specific criteria included in the agreements and other factors known at the time. The Company accrues 100% of potential price protection adjustments at the time of sale and does not apply a breakage factor. The Company de-recognizes the accrual for unclaimed price protection amounts as specific programs contractually end and when the Company believes unclaimed amounts are no longer subject to payment and will not be paid. See Note 7 for a summary of the Company's price protection activity. |
Warranty | Warranty The Company generally provides a warranty on its products for a period of one to three years. The Company makes estimates of product return rates and expected costs to replace the products under warranty at the time revenue is recognized based on historical warranty experience and any known product warranty issues. If actual return rates and/or replacement costs differ significantly from these estimates, adjustments to recognize additional cost of net revenue may be required in future periods. As of December 31, 2016 and 2015 , the Company has $0.9 million and $0.2 million of warranty reserves based on the Company’s analysis. |
Segment Reporting, Policy [Policy Text Block] | Segment Information The Company operates in one segment as it has developed, marketed and sold primarily only one class of similar products, radio frequency and mixed-signal integrated circuits for cable and satellite broadband communications and the connected home, and wired and wireless infrastructure markets. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its Chief Executive Officer. The Company’s Chief Executive Officer reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company has one business activity and there are no segment managers who are held accountable for operations, operating results and plans for products or components below the consolidated unit level. Accordingly, the Company reports as a single operating segment. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-based Compensation The Company measures the cost of employee services received in exchange for equity incentive awards, including stock options, employee stock purchase rights, restricted stock units and restricted stock awards based on the grant date fair value of the award. The Company uses the Black-Scholes valuation model to calculate the fair value of stock options and employee stock purchase rights granted to employees. The Company calculates the fair value of restricted stock units and restricted stock awards based on the fair market value of its Class A common stock on the grant date. Stock-based compensation expense is recognized over the period during which the employee is required to provide services in exchange for the award, which is usually the vesting period. The Company recognizes compensation expense over the vesting period using the straight-line method and classifies these amounts in the statements of operations based on the department to which the related employee reports. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Costs incurred in connection with the development of the Company’s technology and future products are charged to research and development expense as incurred. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company provides for income taxes utilizing the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. Deferred taxes are presented net as noncurrent. The provision for income taxes generally represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from the differences between the financial and tax bases of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when a judgment is made that is considered more likely than not that a tax benefit will not be realized. A decision to record a valuation allowance results in an increase in income tax expense or a decrease in income tax benefit. If the valuation allowance is released in a future period, income tax expense will be reduced accordingly. The calculation of tax liabilities involves dealing with uncertainties in the application of complex global tax regulations. The impact of an uncertain income tax position is recognized at the largest amount that is “more likely than not” to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. If the estimate of tax liabilities proves to be less than the ultimate assessment, a further charge to expense would result. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company continually assesses the need for a valuation allowance on the deferred tax asset by evaluating both positive and negative evidence that may exist. Any adjustment to the net deferred tax asset valuation allowance would be recorded in the income statement for the period that the adjustment is determined to be required. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity (net assets) of a business entity during a period from transactions and other events and circumstances from non-owner sources. Other comprehensive income (loss) includes certain changes in equity that are excluded from net income (loss), such as unrealized holding gains and losses on available-for-sale investments, net of tax, and translation gains and losses. |
Earnings Per Share, Policy [Policy Text Block] | Net Income (Loss) per Share Basic net income (loss) per share is computed by dividing net income (loss) attributable to the Company by the weighted average number of shares of Class A and Class B common stock outstanding during the period. For diluted net income (loss) per share, net income attributable to the Company is divided by the sum of the weighted average number of shares of Class A and Class B common stock outstanding and the potential number of shares of dilutive Class A and Class B common stock outstanding during the period. |
Litigation and Settlement Costs | Litigation and Settlement Costs Legal costs are expensed as incurred. The Company is involved in disputes, litigation and other legal actions in the ordinary course of business. The Company continually evaluates uncertainties associated with litigation and records a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements and (ii) the loss or range of loss can be reasonably estimated. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued new accounting guidance related to revenue recognition. This new standard will replace all current U.S. GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. This guidance will be effective for the Company beginning in the first quarter of fiscal year 2018 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. Adoption of the amendments in this guidance is expected to accelerate the timing of the Company’s revenue recognition on products sold via distributors which will change from the sell-through method to the sell-in method. The Company currently has no plans to alter its selling practices or terms of sales through distributors in anticipation of adoption of the amendments in this guidance. The Company has performed a preliminary assessment of the impact of adopting this new accounting standard on its consolidated financial position and results of operations and believes the change would not have a material impact on the Company's revenues for the year ending December 31, 2018 and comparative periods expected to be presented, based on the current volume and amount of distributor transactions. The Company plans to apply the guidance prospectively with an adjustment to retained earnings for the cumulative effect of adoption. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory, which requires inventory to be subsequently measured using the lower of cost and net realizable value, and thereby eliminating the market value approach. The FASB has defined net realizable value to be the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation.” ASU 2015-11 is effective for the Company beginning in the first quarter of fiscal year 2017 and is applied prospectively. The adoption of the amendments in this update are not expected to have a material impact on the Company's consolidated financial position and results of operations. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations: Simplifying the Accounting for Measurement-Period Adjustments . To simplify the accounting for adjustments made to provisional amounts recognized in a business combination, the amendments in this update eliminate the requirement to retrospectively account for those adjustments and to revise comparative information for prior periods presented as a result of changes made to provisional amounts. Instead, those adjustments are recognized in the reporting period that the adjustments are determined. Those adjustments are required when new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts initially recognized or would have resulted in the recognition of additional assets or liabilities. The amendments in this update also require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The amendments in this update were effective for the Company beginning in the first quarter of fiscal year 2016, and were applied prospectively. The adoption of ASU No. 2015-16 by the Company in 2016 did not have a material impact on the Company’s consolidated financial position and results of operations. In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities . The amendments in this update include a requirement to measure equity investments (except equity method investments) at fair value with changes in fair value recognized in net income; previously changes in fair value were recognized in other comprehensive income. The amendments in this update are effective for the Company beginning in the first quarter of fiscal year 2018. The adoption of the amendments in this update are not expected to have a material impact on the Company's consolidated financial position and results of operations. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The amendments in this update require a lessee to recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term for all leases with terms greater than twelve months. For leases less than twelve months, an entity is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The amendments in this update are effective for the Company for fiscal years beginning with fiscal year 2019, including interim periods within those years, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption of the amendments in this update on the Company’s consolidated financial position and results of operations; however, adoption of the amendments in this update is expected to have a material impact on the Company's consolidated financial position. In March 2016, the FASB issued ASU No. 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) to clarify the revenue recognition implementation guidance on principal versus agent considerations. The amendments in this update clarify that when another party is involved in providing goods or services to a customer, an entity that is the principal has obtained control of a good or service before it is transferred to a customer, and provides indicators to assist an entity in determining whether it controls a specified good or service prior to the transfer to the customer. An entity that is the principal recognizes revenue in the gross amount of consideration to which it expects to be entitled in exchange for the specified good or service transferred to the customer, whereas an agent recognizes revenue in the amount of any fee or commission to which it expects to be entitled in exchange for arranging for the specified good or service to be provided by the other party. The amendments in this update are effective for the Company beginning in the first quarter of fiscal year 2018, concurrent with the new revenue recognition standard. The adoption of the amendments in this update are not expected to have a material impact on the Company's consolidated financial position and results of operations. In March 2016, the FASB issued ASU No. 2016-09, Improvements to Share-Based Compensation to simplify certain aspects of accounting for share-based payment transactions associated with income taxes, classification as equity or liabilities, and classification on the statement of cash flows. The amendments in this update are effective for the Company for fiscal years beginning with fiscal year 2017, including interim periods within those years, with early adoption permitted. Early adoption, if elected, must be completed for all of the amendments in the same period. The new guidance requires, among other things, excess tax benefits and tax deficiencies to be recorded in the income statement in the provision for income taxes when awards vest or are settled. Also, because excess tax benefits are no longer recognized in additional paid-in capital, the assumed proceeds from applying the treasury stock method when computing earnings per share is amended to exclude the amount of excess tax benefits that would be recognized in additional paid-in capital. The Company adopted ASU No. 2016-09 during the quarter ended June 30, 2016, as previously described in the Company's Report on Form 10-Q for the period ended June 30, 2016 filed with the Securities Exchange Commission on August 8, 2016. For the year ended December 31, 2016 , the impact of adoption on the Company's results of operations was to reduce the provision for income taxes and increase net income by $8.3 million and increase basic net income per share by $0.13 , and increase diluted net income per share by $0.12 . The increase to diluted net income per share includes the effect of the reduction of the tax provision and an increase in the number of incremental shares used in computing diluted EPS by 846,000 shares for the year ended December 31, 2016 (Note 2). Also, excess tax benefits have been included on a prospective basis as a non-cash reconciling item in the consolidated statement of operations for the year ended December 31, 2016 ; prior periods have not been adjusted. There was no cumulative effect on retained earnings in the consolidated balance sheet since the Company has a full valuation allowance against U.S. deferred tax assets. The Company elected to continue to estimate forfeitures of share-based awards resulting in no impact to stock-based compensation expense, and is also continuing to classify cash paid by the Company when directly withholding shares for tax withholding purposes in cash flows from financing activities. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments to eliminate the diversity in practice regarding the presentation and classification of certain cash receipts and cash payments, including, among other things, contingent consideration payments made following a business combination and proceeds from the settlement of insurance claims in the statement of cash flows. Cash payments not made soon after the acquisition date up to the amount of the contingent consideration liability recognized at the acquisition date should be classified as financing activities, with any excess payments classified as operating activities, whereas cash payments made soon after the acquisition date to settle the contingent consideration should be classified as investing activities. Cash proceeds received from settlement of insurance claims should be classified on the basis of the nature of the related losses. The amendments in this update are effective for the Company in fiscal years beginning with fiscal year 2017, including interim periods within those years, with early adoption permitted. The Company does not expect the adoption of the amendments in this update to have a material impact on its consolidated statement of cash flows. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes (Topic 740) to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. Current GAAP prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. The Board decided that an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The amendments in this update are effective for the Company beginning in the first quarter of fiscal 2018. The impact of adoption of the amendments in this update could be material depending on the size of any intra-entity transfers the Company may implement in 2018 and future periods. |
Organization and Summary of S24
Organization and Summary of Significant Accounting Policies Tables (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Available for Sale Investments Cumulative Translation Adjustments Total (in thousands) Balance at December 31, 2015 $ 45 $ (867 ) $ (822 ) Balance at December 31, 2016 $ 55 $ (1,615 ) $ (1,560 ) |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Earnings Per Share | The Company computes basic earnings per share by dividing net income (loss) by the weighted average number of shares of Class A and Class B common stock outstanding during the period. For diluted earnings per share, the Company divides net income (loss) by the sum of the weighted average number of shares of Class A and Class B common stock outstanding and the potential number of shares of dilutive Class A and Class B common stock outstanding during the period. Years Ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Numerator: Net income (loss) $ 61,292 $ (42,331 ) $ (7,041 ) Denominator: Weighted average common shares outstanding—basic 63,781 53,378 36,472 Dilutive common stock equivalents 3,872 — — Weighted average common shares outstanding—diluted 67,653 53,378 36,472 Net income (loss) per share: Basic $ 0.96 $ (0.79 ) $ (0.19 ) Diluted $ 0.91 $ (0.79 ) $ (0.19 ) |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Less Noncontrolling Interest [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Description Amount (in thousands) Fair value of consideration transferred: Cash $ 21,000 Purchase price allocation: Inventory $ 912 Property and equipment 21 Identifiable intangible assets 13,600 Warranty obligations (12 ) Accrued expenses (456 ) Identifiable net assets acquired 14,065 Goodwill 6,935 Total purchase price $ 21,000 Description Amount (in thousands) Fair value of consideration transferred: Cash $ 80,000 Preliminary purchase price allocation: Inventory $ 8,715 Other current assets 2,181 Property and equipment, net 1,616 Identifiable intangible assets 56,300 Accrued expenses and other current liabilities (5,911 ) Accrued compensation (2,202 ) Identifiable net assets acquired 60,699 Goodwill 19,301 Total purchase price $ 80,000 |
Identified Intangible Assets Acquired | Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7 $ 8,600 Customer relationships 2.7 3,100 Backlog 0.5 500 Covenants not-to-compete 3 100 Total finite-lived intangible assets 5.6 12,300 In-process research and development n/a 1,300 Total intangible assets $ 13,600 Estimated Useful Life (in years) Fair Value (in thousands) Developed technology 7 $ 19,100 Customer relationships 2.5 12,200 Backlog 0.5 1,900 Covenants not-to-compete 3 800 Total finite-lived intangible assets 4.9 34,000 In-process research and development n/a 22,300 Total intangible assets $ 56,300 |
Unaudited Pro Forma Financial Information | Years Ended December 31, 2016 2015 (in thousands) Net revenue $ 387,832 $ 300,360 Add: Net revenue – acquired businesses 11,013 33,525 Net revenues – proforma combined $ 398,845 $ 333,885 Years Ended December 31, 2016 2015 (in thousands) Net revenue – proforma combined $ 398,845 $ 333,885 Net income (loss) – proforma combined $ 58,189 $ (85,908 ) |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustments [Table Text Block] | Years Ended December 31, 2016 2015 (in thousands) Net income (loss) $ 61,292 $ (42,331 ) Add: Results of operations – acquired businesses (8,822 ) (22,227 ) Less: Proforma adjustments Depreciation of property and equipment (397 ) (797 ) Amortization of intangible assets (2,346 ) (12,701 ) Amortization of inventory step-up 5,641 (5,641 ) Impairment of intangible assets 1,300 (1,300 ) Acquisition and integration expenses 2,141 — Income taxes (620 ) (911 ) Net income (loss) – proforma combined $ 58,189 $ (85,908 ) Net income (loss) per share – proforma combined: Basic $ 0.91 $ (1.61 ) Diluted $ 0.86 $ (1.61 ) Shares used to compute net income (loss) per share – proforma combined: Basic 63,781 53,378 Diluted 67,653 53,378 |
Restructuring Activity (Tables)
Restructuring Activity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring activity and rollforward of restructuring liability | The following table presents the activity related to the plans, which is included in restructuring charges in the consolidated statements of operations: Year Ended December 31, 2016 Year Ended December 31, 2015 (in thousands) Employee separation expenses $ 1,038 $ 5,533 Lease related impairment 2,264 8,163 Other 130 390 $ 3,432 $ 14,086 The Company does not expect to incur additional material costs related to these restructuring plans. The following table presents a roll-forward of the Company's restructuring liability for the years ended December 31, 2016 and 2015, which is included in accrued expenses and other current liabilities in the consolidated balance sheets: Employee Separation Expenses Lease Related Impairment Other Total (in thousands) Liability as of December 31, 2014 $ — $ — $ — $ — Acquisition — 984 1,479 2,463 Restructuring charges 5,533 8,163 390 14,086 Cash payments (3,913 ) (1,645 ) (284 ) (5,842 ) Non-cash charges (1,545 ) (5,472 ) (274 ) (7,291 ) Liability as of December 31, 2015 75 2,030 1,311 3,416 Restructuring charges 1,038 2,264 130 3,432 Cash payments (1,047 ) (4,039 ) (1,338 ) (6,424 ) Non-cash charges (66 ) 244 (66 ) 112 Liability as of December 31, 2016 $ — $ 499 $ 37 $ 536 |
Goodwill and Intangible Asset28
Goodwill and Intangible Assets Tables (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The following table presents the changes in the carrying amount of goodwill for the periods indicated: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 49,779 $ 1,201 Acquisition of wireless infrastructure access business 6,935 — Acquisition of wireless infrastructure backhaul business 19,301 — Acquisition of Entropic — 48,578 Ending balance $ 76,015 $ 49,779 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | The following table sets forth the Company’s finite-lived intangible assets resulting from business acquisitions and technology licenses purchased, which continue to be amortized: December 31, 2016 December 31, 2015 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 3 $ 3,311 $ (2,957 ) $ 354 $ 2,921 $ (2,725 ) $ 196 Developed technology 7 77,800 (13,550 ) 64,250 47,000 (4,652 ) 42,348 Trademarks and trade names 7 1,700 (405 ) 1,295 1,700 (162 ) 1,538 Customer relationships 3.7 20,000 (4,782 ) 15,218 4,700 (627 ) 4,073 Covenants non-compete 3 900 (156 ) 744 — — — Backlog 0.5 26,600 (26,600 ) — 24,200 (24,200 ) — $ 130,311 $ (48,450 ) $ 81,861 $ 80,521 $ (32,366 ) $ 48,155 The amortization expense related to intangible assets for the years ended December 31, 2016 , 2015 and 2014 was $16.1 million , $29.9 million and $0.4 million , respectively. The following table sets forth the Company’s activities related to finite-lived intangible assets resulting from acquisitions, other additions, transfers to developed technology from IPR&D, and the related amortization of acquired finite-lived intangible assets: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 48,155 $ 3,086 Acquisition of Entropic — 74,200 Acquisition of wireless infrastructure access business 12,300 — Acquisition of wireless infrastructure backhaul business 34,000 — Other additions 390 100 Transfers to developed technology from IPR&D 3,100 700 Amortization (16,084 ) (29,931 ) Ending balance $ 81,861 $ 48,155 |
Schedule of Indefinite-Lived Intangible Assets [Table Text Block] | The following table sets forth the Company’s activities related to the indefinite-lived intangible assets resulting from additions to IPR&D through acquisitions, transfers to developed technology from IPR&D and impairment losses: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 3,200 $ 7,300 Acquisition of Entropic — 18,200 Acquisition of wireless infrastructure access business 1,300 — Acquisition of wireless infrastructure backhaul business 22,300 — Transfers to developed technology from IPR&D (3,100 ) (700 ) Impairment losses $ (1,300 ) $ (21,600 ) Ending balance $ 22,400 $ 3,200 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table presents a summary of the Company’s financial instruments that are measured on a recurring basis: Fair Value Measurements at December 31, 2016 Balance at Quoted Prices Significant Significant (in thousands) Assets Money market funds $ 39,181 $ 39,181 $ — $ — Government debt securities 27,993 — 27,993 — Corporate debt securities 25,916 — 25,916 — $ 93,090 $ 39,181 $ 53,909 $ — Liabilities Contingent consideration $ 375 $ — $ — $ 375 $ 375 $ — $ — $ 375 Fair Value Measurements at December 31, 2015 Balance at Quoted Prices Significant Significant (in thousands) Assets Money market funds $ 17,144 $ 17,144 $ — $ — Government debt securities 17,273 — 17,273 — Corporate debt securities 45,269 — 45,269 — $ 79,686 $ 17,144 $ 62,542 $ — Liabilities Contingent consideration $ 395 $ — $ — $ 395 $ 395 $ — $ — $ 395 |
Available-for-sale Securities [Table Text Block] | The composition of financial instruments is as follows: December 31, 2016 Amortized Gross Unrealized Fair Gains Losses (in thousands) Assets Money market funds $ 39,181 $ — $ — $ 39,181 Government debt securities 28,025 — (32 ) 27,993 Corporate debt securities 25,923 — (7 ) 25,916 93,129 — (39 ) 93,090 Less amounts included in cash and cash equivalents (39,181 ) — — (39,181 ) $ 53,948 $ — $ (39 ) $ 53,909 Fair Value at December 31, 2016 (in thousands) Liabilities Contingent consideration $ 375 December 31, 2015 Amortized Gross Unrealized Fair Gains Losses (in thousands) Assets Money market funds $ 17,144 $ — $ — $ 17,144 Government debt securities 17,303 — (30 ) 17,273 Corporate debt securities 45,353 — (84 ) 45,269 79,800 — (114 ) 79,686 Less amounts included in cash and cash equivalents (17,144 ) — — (17,144 ) $ 62,656 $ — $ (114 ) $ 62,542 Fair Value at December 31, 2015 (in thousands) Liabilities Contingent consideration $ 395 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following summarizes the activity in Level 3 financial instruments: Fair Value at December 31, 2016 2015 (in thousands) Contingent Consideration (1) Beginning balance $ 395 $ 265 Physpeed earn-out payment (240 ) — Loss recognized in earnings (2) 220 130 Ending balance $ 375 $ 395 Net loss for the period included in earnings attributable to contingent consideration held at the end of the period: $ 220 $ 130 (1) In connection with the acquisition of Physpeed, the Company recorded contingent consideration based upon the expected achievement of certain 2015 and 2016 revenue milestones. Changes to the fair value of contingent consideration due to changes in assumptions used in preparing the valuation model are recorded in selling, general and administrative expense in the statements of operations. (2) Changes to the estimated fair value of contingent consideration were primarily due to revisions to the Company's expectations of earn-out achievement. |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Cash, Cash Equivalents and Investments | Cash and cash equivalents and investments consist of the following: December 31, 2016 December 31, 2015 (in thousands) Cash and cash equivalents $ 82,896 $ 67,956 Short-term investments 47,918 43,300 Long-term investments 5,991 19,242 $ 136,805 $ 130,498 |
Inventory | Inventory consists of the following: December 31, 2016 December 31, 2015 (in thousands) Work-in-process $ 13,947 $ 15,713 Finished goods 12,636 16,730 $ 26,583 $ 32,443 |
Property and Equipment | Property and equipment consist of the following: Useful Life (in Years) December 31, 2016 December 31, 2015 (in thousands) Furniture and fixtures 5 $ 1,983 $ 2,458 Machinery and equipment 3 -5 27,028 23,679 Masks and production equipment 2 9,153 8,062 Software 3 3,625 3,017 Leasehold improvements 1 -5 11,635 9,573 Construction in progress N/A 39 62 53,463 46,851 Less accumulated depreciation and amortization (32,914 ) (24,993 ) $ 20,549 $ 21,858 |
Deferred Revenue and Deferred Profit | Deferred revenue and deferred profit consist of the following: December 31, 2016 December 31, 2015 (in thousands) Deferred revenue—rebates $ 464 $ 118 Deferred revenue—distributor transactions 7,987 5,695 Deferred cost of net revenue—distributor transactions (2,460 ) (1,747 ) $ 5,991 $ 4,066 |
Price Protection Liability | Accrued price protection liability consists of the following activity: Years Ended December 31, 2016 2015 (in thousands) Beginning balance $ 20,026 $ 10,018 Additional liability from acquisition — 3,486 Charged as a reduction of revenue 43,931 39,304 Reversal of unclaimed rebates (1,303 ) (158 ) Payments (47,478 ) (32,624 ) Ending balance $ 15,176 $ 20,026 |
Accrued Expenses | Accrued expenses and other current liabilities consist of the following: December 31, 2016 December 31, 2015 (in thousands) Accrued technology license payments $ 5,850 $ 3,000 Accrued professional fees 1,620 1,196 Accrued engineering and production costs 1,232 826 Accrued restructuring 536 3,416 Accrued royalty 846 2,042 Accrued leases 1,560 — Accrued customer credits 1,207 951 Other 3,507 3,937 $ 16,358 $ 15,368 |
Stock-Based Compensation and Em
Stock-Based Compensation and Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-based compensation expense is classified in the consolidated statements of operations based on the department to which the related employee reports. The Company recognized stock-based compensation in the statements of operations as follows: Years Ended December 31, 2016 2015 2014 (in thousands) Cost of net revenue $ 210 $ 213 $ 131 Research and development 14,403 13,205 9,686 Selling, general and administrative 7,152 5,850 5,191 $ 21,765 $ 19,268 $ 15,008 |
Fair Value of Employee Stock Purchase Rights | The fair values of stock options and employee stock purchase rights (related to the Company's ESPP) were estimated at their respective grant date using the following assumptions: Stock Options Years Ended December 31, 2016 (1) 2015 (1) 2014 Weighted-average grant date fair value per share N/A N/A $ 4.03 Risk-free interest rate N/A N/A 1.70 % Dividend yield N/A N/A — % Expected life (in years) N/A N/A 4.56 Volatility N/A N/A 51.00 % Employee Stock Purchase Rights Years Ended December 31, 2016 2015 2014 Weighted-average grant date fair value per share $5.85 - $6.20 $2.25 - $5.02 $2.03 - $2.47 Risk-free interest rate 0.38 - 0.6% 0.09 - 0.33% 0.05 - 0.07% Dividend yield — % — % — % Expected life (in years) 0.50 0.50 0.50 Volatility 49.94 - 53.94% 32.65 - 59.14% 47.75 - 46.82% |
Schedule of Stock by Class [Table Text Block] | summary of the Company’s restricted stock unit and restricted stock award activity is as follows: Number of Shares (in thousands) Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2015 3,642 $ 9.19 Granted 2,932 18.83 Vested (2,308 ) 11.32 Canceled (596 ) 13.55 Outstanding at December 31, 2016 3,670 14.67 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company’s stock option activity is as follows: Number of Options (in thousands) Weighted-Average Exercise Price Weighted-Average Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2015 3,572 $ 6.83 Granted (1) — N/A Exercised (492 ) 5.13 Canceled (55 ) 24.15 Outstanding at December 31, 2016 3,025 $ 6.78 2.73 $ 45,603 Vested and expected to vest at December 31, 2016 3,018 $ 6.78 2.73 $ 45,522 Exercisable at December 31, 2016 2,760 $ 6.65 2.62 $ 41,991 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | A summary of the Company’s restricted stock unit and restricted stock award activity is as follows: Number of Shares (in thousands) Weighted-Average Grant-Date Fair Value per Share Outstanding at December 31, 2015 3,642 $ 9.19 Granted 2,932 18.83 Vested (2,308 ) 11.32 Canceled (596 ) 13.55 Outstanding at December 31, 2016 3,670 14.67 |
Income Taxes Income Tax (Tables
Income Taxes Income Tax (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | Years Ended December 31, 2016 2015 2014 (in thousands) Domestic $ 75,778 $ (44,094 ) $ (9,631 ) Foreign (12,088 ) 1,188 886 Income (loss) before income taxes $ 63,690 $ (42,906 ) $ (8,745 ) |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Years Ended December 31, 2016 2015 2014 (in thousands) Current: Federal $ 1,216 $ — $ — State (11 ) 16 1 Foreign 1,092 942 577 Total current 2,297 958 578 Deferred: Federal 17,492 (13,759 ) (3,341 ) State (8,271 ) (1,034 ) 253 Foreign (2,459 ) 126 54 Valuation allowance release due to acquisition — (1,757 ) (2,335 ) Change in valuation allowance (6,661 ) 14,891 3,087 Total deferred 101 (1,533 ) (2,282 ) Total income tax provision (benefit) $ 2,398 $ (575 ) $ (1,704 ) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Years Ended December 31, 2016 2015 2014 (in thousands) Provision (benefit) at statutory rate $ 22,294 $ (14,588 ) $ (2,973 ) State income taxes (net of federal benefit) (13 ) 275 (391 ) Research and development credits (9,076 ) (2,083 ) (66 ) Foreign rate differential 2,888 (62 ) (31 ) Stock compensation (5,756 ) 549 609 Foreign deemed dividend 51 279 — Transaction costs 749 1,329 — Uncertain tax positions (1,204 ) 600 304 Foreign tax credits (72 ) (144 ) — Permanent and other (802 ) 96 92 Valuation allowance release due to acquisition — (1,757 ) (2,335 ) Valuation allowance (6,661 ) 14,931 3,087 Total provision (benefit) for income taxes $ 2,398 $ (575 ) $ (1,704 ) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2016 2015 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 19,524 $ 27,996 Research and development credits 58,170 48,531 Accrued expenses and other 13,387 13,654 Accrued compensation 2,073 1,747 Stock-based compensation 3,451 4,245 Intangible assets 8,575 7,198 105,180 103,371 Less valuation allowance (100,284 ) (98,535 ) 4,896 4,836 Deferred tax liabilities: Fixed assets (2,202 ) (2,322 ) Unremitted foreign earnings (2,909 ) (2,628 ) Net deferred tax liabilities $ (215 ) $ (114 ) |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | The following table summarizes the changes to the unrecognized tax benefits during 2016 , 2015 and 2014 : (in thousands) Balance as of December 31, 2013 $ 5,462 Additions based on tax positions related to the current year 3,158 Additions based on tax positions of prior years 2,188 Balance as of December 31, 2014 10,808 Additions based on tax positions related to the current year 2,585 Additions related to acquisition 13,733 Decreases based on tax positions of prior year (1,073 ) Balance as of December 31, 2015 $ 26,053 Additions based on tax positions related to the current year 2,025 Decreases based on tax positions of prior year (4,661 ) Balance as of December 31, 2016 $ 23,417 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Payments Under Operating Leases | As of December 31, 2016 , future minimum payments under non-cancelable operating leases, other obligations and inventory purchase obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2017 $ 8,123 $ 30,464 $ 4,939 $ 43,526 2018 6,268 — 910 7,178 2019 6,961 — 14 6,975 2020 6,357 — — 6,357 2021 6,300 — — 6,300 Thereafter 1,592 — — 1,592 Total minimum payments $ 35,601 $ 30,464 $ 5,863 $ 71,928 Amount (in thousands) 2017 $ 2,144 2018 2,362 2019 2,927 2020 3,392 2021 3,511 Thereafter 293 Total minimum rental income $ 14,629 |
Future Minimum Payments Under Other Obligations | As of December 31, 2016 , future minimum payments under non-cancelable operating leases, other obligations and inventory purchase obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2017 $ 8,123 $ 30,464 $ 4,939 $ 43,526 2018 6,268 — 910 7,178 2019 6,961 — 14 6,975 2020 6,357 — — 6,357 2021 6,300 — — 6,300 Thereafter 1,592 — — 1,592 Total minimum payments $ 35,601 $ 30,464 $ 5,863 $ 71,928 |
Future Minimum Payments Under Inventory Purchase Obligations | As of December 31, 2016 , future minimum payments under non-cancelable operating leases, other obligations and inventory purchase obligations are as follows: Operating Leases Inventory Purchase Obligations Other Obligations Total (in thousands) 2017 $ 8,123 $ 30,464 $ 4,939 $ 43,526 2018 6,268 — 910 7,178 2019 6,961 — 14 6,975 2020 6,357 — — 6,357 2021 6,300 — — 6,300 Thereafter 1,592 — — 1,592 Total minimum payments $ 35,601 $ 30,464 $ 5,863 $ 71,928 |
Significant Customer and Geog34
Significant Customer and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Concentration Risk [Line Items] | |
Long-lived Assets by Geographic Areas [Table Text Block] | As of December 31, 2016 2015 Amount % of total Amount % of total United States $ 111,336 55 % $ 121,697 99 % Singapore 78,318 39 % 26 — % Rest of world 11,171 6 % 1,269 1 % Total $ 200,825 100 % $ 122,992 100 % |
Significant Customer and Geographic Information | greater than 10% of net revenues for each of the periods presented are as follows: Years Ended December 31, 2016 2015 2014 Percentage of total net revenue Arris 1 27 % 28 % 31 % Technicolor 2 10 % 13 % * * Represents less than 10% of the net revenue for the respective period. 1 In January 2016, Arris completed its acquisition of Pace. The revenue percentage attributed to Arris includes sales made to Pace in the year ended December 31, 2016. 2 In November 2015, Technicolor completed its purchase of Cisco’s connected devices business. December 31, 2016 2015 Percentage of gross accounts receivable Pegatron Corporation 17 % 17 % Sernet Technologies Corporation 15 % 14 % WNC Corporation 12 % 16 % MTI Jupiter Technologies * 13 % roducts shipped to individual countries representing greater than 10% of net revenue for each of the periods presented are as follows: Years Ended December 31, 2016 2015 2014 Percentage of total net revenue China 78 % 77 % 71 % Years ended December 31, 2016 2015 2014 Globalfoundries 18 % 22 % 16 % United Microelectronics Corporation 16 % 12 % 23 % Taiwan Semiconductor Manufacturing Company 13 % 14 % * Tower-Jazz Semiconductor 12 % 11 % * Semiconductor Manufacturing International Corp 11 % 11 % 27 % Advanced Semiconductor Engineering 11 % 11 % 20 % |
Significant Customer and Geographic Information | Years Ended December 31, 2016 2015 2014 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 360,325 93 % $ 274,169 91 % $ 125,122 94 % United States 9,181 2 % 10,819 4 % 567 — % Rest of world 18,326 5 % 15,372 5 % 7,423 6 % Total $ 387,832 100 % $ 300,360 100 % $ 133,112 100 % Concentration of Credit Risk, Significant Customers and Geographic Information Financial instruments, which potentially subject the Company to concentrations of credit risk, consist primarily of cash and cash equivalents, accounts receivable and inventory. 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, including cable and terrestrial and satellite set-top boxes and gates, DOCSIS data and voice gateways, hybrid analog and digital televisions, satellite low-noise blocker transponders or outdoor units, physical medium devices that go into optical modules for data center, metro, and long-haul transport network applications, and RF transceiver and modem devices for wireless access and backhaul applications. 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: Years Ended December 31, 2016 2015 2014 Percentage of total net revenue Arris 1 27 % 28 % 31 % Technicolor 2 10 % 13 % * * Represents less than 10% of the net revenue for the respective period. 1 In January 2016, Arris completed its acquisition of Pace. The revenue percentage attributed to Arris includes sales made to Pace in the year ended December 31, 2016. 2 In November 2015, Technicolor completed its purchase of Cisco’s connected devices business. The revenue percentage for fiscal year 2015 did not include 1% revenue for Technicolor. Balances greater than 10% of accounts receivable, based on the Company's billings to the contract manufacturer customers, are as follows: December 31, 2016 2015 Percentage of gross accounts receivable Pegatron Corporation 17 % 17 % Sernet Technologies Corporation 15 % 14 % WNC Corporation 12 % 16 % MTI Jupiter Technologies * 13 % * Represents less than 10% of the gross accounts receivable for the respective period end. Suppliers comprising greater than 10% of total inventory purchases are as follows: Years ended December 31, 2016 2015 2014 Globalfoundries 18 % 22 % 16 % United Microelectronics Corporation 16 % 12 % 23 % Taiwan Semiconductor Manufacturing Company 13 % 14 % * Tower-Jazz Semiconductor 12 % 11 % * Semiconductor Manufacturing International Corp 11 % 11 % 27 % Advanced Semiconductor Engineering 11 % 11 % 20 % * Represents less than 10% of the inventory purchases for the respective period. Geographic Information The Company's consolidated net revenues by geographic area based on ship-to location are as follows (in thousands): Years Ended December 31, 2016 2015 2014 Amount % of total net revenue Amount % of total net revenue Amount % of total net revenue Asia $ 360,325 93 % $ 274,169 91 % $ 125,122 94 % United States 9,181 2 % 10,819 4 % 567 — % Rest of world 18,326 5 % 15,372 5 % 7,423 6 % Total $ 387,832 100 % $ 300,360 100 % $ 133,112 100 % The products shipped to individual countries representing greater than 10% of net revenue for each of the periods presented are as follows: Years Ended December 31, 2016 2015 2014 Percentage of total net revenue China 78 % 77 % 71 % The determination of which country a particular sale is allocated to is based on the destination of the product shipment. No other individual country in Asia Pacific, United States, or the rest of the world accounted for more than 10% of net revenue during these periods. Long-lived assets, which consists of property and equipment, intangible assets, and goodwill by geographic area are as follows (in thousands): As of December 31, 2016 2015 Amount % of total Amount % of total United States $ 111,336 55 % $ 121,697 99 % Singapore 78,318 39 % 26 — % Rest of world 11,171 6 % 1,269 1 % Total $ 200,825 100 % $ 122,992 100 % |
Selected Quarterly Financial 35
Selected Quarterly Financial Data (Tables) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | ||
Schedule of Quarterly Financial Information | The operating results for any quarter should not be relied upon as necessarily indicative of results for any future period. Year Ended December 31, 2016 (1) First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Net revenue $ 102,685 $ 101,687 $ 96,324 $ 87,136 Gross profit $ 61,170 $ 62,913 $ 55,504 $ 50,403 Net income $ 20,681 $ 22,584 $ 9,679 $ 8,348 Net income per share: Basic $ 0.33 $ 0.36 $ 0.15 $ 0.13 Diluted $ 0.31 $ 0.33 $ 0.14 $ 0.12 ___________________ (1) Includes impact of adoption of ASU 2016-09, Improvements to Share Based Compensation as described in Note 1. The impact of adoption by quarter was to increase net income and reduce the provision for income taxes, and to increase basic and diluted net income per share by the following amounts: Year Ended December 31, 2016 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Increase to net income $ 1,565 $ 3,549 $ 928 $ 2,249 Reduction to income tax provision $ (1,565 ) $ (3,549 ) $ (928 ) $ (2,249 ) Increase to net income per share: Basic $ 0.02 $ 0.06 $ 0.01 $ 0.04 Diluted $ 0.02 $ 0.04 $ 0.01 $ 0.05 | Year Ended December 31, 2015 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Net revenue $ 35,396 $ 70,824 $ 95,191 $ 98,949 Gross profit $ 21,671 $ 26,942 $ 51,050 $ 55,760 Net income (loss) $ (4,722 ) $ (30,647 ) $ 1,582 $ (8,544 ) Net income (loss) per share: Basic $ (0.12 ) $ (0.58 ) $ 0.03 $ (0.14 ) Diluted $ (0.12 ) $ (0.58 ) $ 0.03 $ (0.14 ) |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | Year Ended December 31, 2016 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except per share amounts) Increase to net income $ 1,565 $ 3,549 $ 928 $ 2,249 Reduction to income tax provision $ (1,565 ) $ (3,549 ) $ (928 ) $ (2,249 ) Increase to net income per share: Basic $ 0.02 $ 0.06 $ 0.01 $ 0.04 Diluted $ 0.02 $ 0.04 $ 0.01 $ 0.05 |
Organization and Summary of S36
Organization and Summary of Significant Accounting Policies - Acquisition of Entropic Communications, Inc (Details) - USD ($) $ in Thousands | Apr. 28, 2016 | Apr. 30, 2015 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||
Cash | $ 21,000 | $ 80,000 | |
Entropic Communications [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 111,125 |
Organization and Summary of S37
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) $ / shares in Units, $ in Thousands | Oct. 31, 2015USD ($) | Dec. 31, 2016USD ($)employee$ / shares | Sep. 30, 2016$ / shares | Jun. 30, 2016$ / shares | Mar. 31, 2016$ / shares | Dec. 31, 2016USD ($)employeeshares$ / shares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Restructuring Cost and Reserve [Line Items] | ||||||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Operating Results | $ 8,300 | |||||||
Restricted Cash and Cash Equivalents | $ 1,800 | 1,800 | $ 1,200 | |||||
Standard Product Warranty Accrual, Current | $ 900 | $ 900 | 200 | |||||
New Accounting Pronouncement Impact to Basic Earnings-per-share | $ / shares | $ 0.13 | |||||||
New Accounting Pronouncement Impact to Diluted Earnings-per-share | $ / shares | $ 0.05 | $ 0.01 | $ 0.04 | $ 0.02 | $ 0.12 | |||
New Accounting Pronouncement Impact, Incremental Dilutive Share Increase | shares | 846,000 | |||||||
Allowance for Doubtful Accounts Receivable | $ 100 | $ 100 | 200 | |||||
Depreciation | 10,600 | 10,800 | $ 4,600 | |||||
Impairment of Intangible Assets (Excluding Goodwill) | $ 17,800 | $ 1,300 | $ 21,600 | $ 0 | ||||
Percentage Of Revenue From Companys Distributors | 19.00% | 13.00% | 28.00% | |||||
Term Of Invoice Of Distributor | 30 days | |||||||
Number of operating segments | 1 | |||||||
Entropic Communications [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Number of employees terminated | employee | 87 | 87 |
Organization and Summary of S38
Organization and Summary of Significant Accounting Policies AOCI Table (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Restructuring Cost and Reserve [Line Items] | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (1,560) | $ (822) |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | (1,615) | (867) |
Available-for-sale Securities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ 55 | $ 45 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Basic and Diluted Earnings Per Share (Detail) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016USD ($)$ / shares | Sep. 30, 2016USD ($)$ / shares | Jun. 30, 2016USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | Sep. 30, 2015USD ($)$ / shares | Jun. 30, 2015USD ($)$ / shares | Mar. 31, 2015USD ($)$ / shares | Sep. 30, 2016$ / shares | Dec. 31, 2016USD ($)shares$ / shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | |
Earnings Per Share [Abstract] | ||||||||||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Operating Results | $ | $ 8,300 | |||||||||||
Numerator: | ||||||||||||
Net income (loss) | $ | $ 8,348 | $ 9,679 | $ 22,584 | $ 20,681 | $ (8,544) | $ 1,582 | $ (30,647) | $ (4,722) | $ 61,292 | $ (42,331) | $ (7,041) | |
Denominator: | ||||||||||||
Weighted average common shares outstanding-basic (shares) | 63,781,000 | 53,378,000 | 36,472,000 | |||||||||
Dilutive common stock equivalents (shares) | 3,872,000 | 0 | 0 | |||||||||
Weighted average common shares outstanding-diluted (shares) | 67,653,000 | 53,378,000 | 36,472,000 | |||||||||
Net income (loss) per share: | ||||||||||||
Basic (usd per share) | $ / shares | $ 0.13 | $ 0.15 | $ 0.36 | $ 0.33 | $ (0.14) | $ 0.03 | $ (0.58) | $ (0.12) | $ 0.96 | $ (0.79) | $ (0.19) | |
Diluted (usd per share) | $ / shares | 0.12 | 0.14 | 0.33 | 0.31 | $ (0.14) | $ 0.03 | $ (0.58) | $ (0.12) | $ 0.91 | $ 0.91 | $ (0.79) | $ (0.19) |
New Accounting Pronouncement Impact, Incremental Dilutive Share Increase | 846,000 | |||||||||||
New Accounting Pronouncement Impact to Diluted Earnings-per-share | $ / shares | $ 0.05 | $ 0.01 | $ 0.04 | $ 0.02 | $ 0.12 |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Detail) shares in Millions | 12 Months Ended | ||
Dec. 31, 2016classshares | Dec. 31, 2015shares | Dec. 31, 2014shares | |
Earnings Per Share [Abstract] | |||
Total number of class of stock outstanding | class | 2 | ||
Common stock equivalents excluded from the calculation of net loss per share (shares) | shares | 0.8 | 3 | 3.1 |
Business Combination - Addition
Business Combination - Additional Information (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Apr. 28, 2016 | Apr. 30, 2015 | Oct. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||||
Business Acquisition, Date of Acquisition Agreement | Apr. 28, 2016 | Jul. 1, 2016 | |||||
Cash | $ 21,000 | $ 80,000 | |||||
Business Acquisition, Name of Acquired Entity | wireless infrastructure access business | wireless infrastructure backhaul business | |||||
Stock based compensation expense | $ 21,765 | $ 19,268 | $ 15,008 | ||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Fair Value Mark Up On Inventory | 5,300 | ||||||
Business Combination Pro Forma Information Amortization of Inventory Step Up included in Consolidated Income Statement | 5,641 | 5,641 | |||||
Remaining fair value step-up included in inventory | 26,583 | 32,443 | |||||
Contingent consideration liability | 1,700 | ||||||
Contingent consideration payments | (220) | (130) | 0 | ||||
Goodwill | 76,015 | 49,779 | $ 1,201 | ||||
Continued Employment [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Separately recognized transactions, expenses and losses recognized | $ 100 | 50 | 70 | ||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Cash | $ 80,000 | $ 21,000 | |||||
Business Combination Pro Forma Information Amortization of Inventory Step Up included in Consolidated Income Statement | 5,305 | ||||||
Goodwill | $ 19,301 | $ 21,000 | $ 19,301 | ||||
Average useful life | 4 years 10 months 25 days | ||||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Developed Technology Rights [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Average useful life | 7 years | ||||||
Entropic Communications [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Acquisition, Date of Acquisition Agreement | Apr. 30, 2015 | ||||||
Cash | $ 111,125 | ||||||
Total consideration given | 289,391 | ||||||
Portion of outstanding equity awards deemed to have been outstanding and vested | 173,781 | ||||||
Equity value of shares that were outstanding and vested prior to acquisition | $ 4,485 | ||||||
Goodwill | $ 48,578 | ||||||
Physpeed [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Acquisition, Date of Acquisition Agreement | Oct. 31, 2014 | ||||||
Cash | $ 9,250 | ||||||
Percentage of voting interests acquired | 100.00% | ||||||
Escrow deposit | $ 1,100 | ||||||
Physpeed [Member] | Earn-out Consideration [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Contingent consideration liability | 300 | ||||||
Contingent consideration, high range of outcomes | $ 750 | ||||||
Base amount multiplied by revenue percent | $ 375 | ||||||
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payment of Contingent Consideration | $ (240) |
Business Combination - Fair Val
Business Combination - Fair Value of Purchase Price (Details) - USD ($) $ in Thousands | Apr. 28, 2016 | Apr. 30, 2015 | Oct. 31, 2014 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||
Business Acquisition, Date of Acquisition Agreement | Apr. 28, 2016 | Jul. 1, 2016 | ||
Cash | $ 21,000 | $ 80,000 | ||
Entropic Communications [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, Date of Acquisition Agreement | Apr. 30, 2015 | |||
Cash | $ 111,125 | |||
Class A common stock issued | 173,781 | |||
Liabilities incurred | 4,485 | |||
Total purchase consideration | $ 289,391 | |||
Physpeed [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, Date of Acquisition Agreement | Oct. 31, 2014 | |||
Cash | $ 9,250 |
Business Combination - Purchase
Business Combination - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Apr. 28, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 76,015 | $ 49,779 | $ 1,201 | ||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 34,000 | ||||
Average useful life | 4 years 10 months 25 days | ||||
Inventory | $ 8,715 | $ 912 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 2,181 | 21 | |||
Fixed assets | 1,616 | 13,600 | |||
Business Combination, Finite and Indefinite Lived Intangible Assets Acquired | 56,300 | (12) | $ 56,300 | ||
Business Combination, Accrued expenses and other current liabilities | (5,911) | (456) | |||
Business Combination, Accrued compensation | (2,202) | 14,065 | |||
Total identifiable net assets | 60,699 | 6,935 | |||
Goodwill | 19,301 | $ 21,000 | 19,301 | ||
Business Combination, Purchase price | $ 80,000 | ||||
Entropic Communications [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | 74,200 | ||||
Goodwill | $ 48,578 | ||||
Developed Technology Rights [Member] | Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 19,100 | ||||
Average useful life | 7 years | ||||
Customer Relationships [Member] | Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 12,200 | ||||
Average useful life | 2 years 6 months | ||||
Backlog [Member] | Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 1,900 | ||||
Average useful life | 6 months | ||||
Noncompete Agreements [Member] | Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 800 | ||||
Average useful life | 3 years |
Business Combination - Acquisit
Business Combination - Acquisition of Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Apr. 28, 2016 | Apr. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||
Business Acquisition, Date of Acquisition Agreement | Apr. 28, 2016 | Jul. 1, 2016 | ||||
Cash | $ 21,000 | $ 80,000 | ||||
Business Acquisition, Name of Acquired Entity | wireless infrastructure access business | wireless infrastructure backhaul business | ||||
Business Combination Pro Forma Information Amortization of Inventory Step Up included in Consolidated Income Statement | $ 5,641 | $ 5,641 | ||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Fair Value Mark Up On Inventory | 5,300 | |||||
Goodwill | 76,015 | 49,779 | $ 1,201 | |||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 5 years 6 months 22 days | |||||
Finite-lived Intangible Assets Acquired | $ 12,300 | 12,300 | ||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Fair Value Mark Up On Inventory | 300 | |||||
Business Combination, Finite and Indefinite Lived Intangible Assets Acquired | 13,600 | |||||
Goodwill | $ 6,935 | |||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | In-process research and development [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Fair Value, indefinite-lived intangible assets acquired | $ 1,300 | |||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Developed technology [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 7 years | |||||
Finite-lived Intangible Assets Acquired | $ 8,600 | |||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Customer relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 2 years 8 months | |||||
Finite-lived Intangible Assets Acquired | $ 3,100 | |||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Backlog [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 6 months | |||||
Finite-lived Intangible Assets Acquired | $ 500 | |||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Noncompete Agreements [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 3 years | |||||
Finite-lived Intangible Assets Acquired | $ 100 | |||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 4 years 10 months 25 days | |||||
Finite-lived Intangible Assets Acquired | $ 34,000 | |||||
Cash | $ 80,000 | 21,000 | ||||
Business Combination Pro Forma Information Amortization of Inventory Step Up included in Consolidated Income Statement | 5,305 | |||||
Inventory | 8,715 | 912 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 2,181 | 21 | ||||
Fixed assets | 1,616 | 13,600 | ||||
Business Combination, Finite and Indefinite Lived Intangible Assets Acquired | 56,300 | (12) | 56,300 | |||
Business Combination, Accrued expenses and other current liabilities | (5,911) | (456) | ||||
Business Combination, Accrued compensation | (2,202) | 14,065 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 60,699 | 6,935 | ||||
Goodwill | $ 19,301 | $ 21,000 | 19,301 | |||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | In-process research and development [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Fair Value, indefinite-lived intangible assets acquired | $ 22,300 | |||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Developed technology [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 7 years | |||||
Finite-lived Intangible Assets Acquired | $ 19,100 | |||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Customer relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 2 years 6 months | |||||
Finite-lived Intangible Assets Acquired | $ 12,200 | |||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Backlog [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 6 months | |||||
Finite-lived Intangible Assets Acquired | $ 1,900 | |||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Noncompete Agreements [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Useful Life (in years) | 3 years | |||||
Finite-lived Intangible Assets Acquired | $ 800 | |||||
Entropic Communications [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business Acquisition, Date of Acquisition Agreement | Apr. 30, 2015 | |||||
Finite-lived Intangible Assets Acquired | 74,200 | |||||
Cash | $ 111,125 | |||||
Goodwill | $ 48,578 |
Business Combination - Pro Form
Business Combination - Pro Forma Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||||||||||
Net revenue | $ 87,136 | $ 96,324 | $ 101,687 | $ 102,685 | $ 98,949 | $ 95,191 | $ 70,824 | $ 35,396 | $ 387,832 | $ 300,360 | $ 133,112 |
Business Acquisition, Pro Forma Historical Revenue | 11,013 | 33,525 | |||||||||
Business Acquisition, Pro Forma Revenue | 398,845 | 333,885 | |||||||||
Business Acquisition Proforma Nonrecurring | 8,000 | ||||||||||
Pro Forma Information | |||||||||||
Net income (loss) | 8,348 | $ 9,679 | $ 22,584 | $ 20,681 | (8,544) | $ 1,582 | $ (30,647) | $ (4,722) | 61,292 | (42,331) | (7,041) |
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | (8,822) | (22,227) | |||||||||
Business Acquisition Proforma Depreciation of Property, Plant and Equipment | (397) | (797) | |||||||||
Business Acquisition Proforma Amortization of Intangible Assets | (2,346) | (12,701) | |||||||||
Business Combination Pro Forma Information Amortization of Inventory Step Up included in Consolidated Income Statement | (5,641) | (5,641) | |||||||||
Pro Forma Impairment of Intangible Assets | 1,300 | (1,300) | |||||||||
Business Acquisition, Transaction Costs | 2,141 | $ 0 | 2,141 | 0 | |||||||
Business Acquisition, Proforma Acquisitions, Tax Provision | (620) | (911) | |||||||||
Net Loss | $ 58,189 | $ (85,908) | |||||||||
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax, Per Share, Basic | $ 0.91 | $ (1.61) | |||||||||
Business Acquisition, Pro Forma Income (Loss) from Continuing Operations, Net of Tax, Per Share, Diluted | $ 0.86 | $ (1.61) | |||||||||
Weighted Average Basic Shares Outstanding, Pro Forma | 63,781 | 53,378 | |||||||||
Pro Forma Weighted Average Shares Outstanding, Diluted | 67,653 | 53,378 | |||||||||
Amortization of Intangible Assets | $ 16,084 | $ 29,931 | $ 400 | ||||||||
Wireless Infrastructure Access and Backhaul Businesses of Microsemi and Broadcom [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Earnings of acquiree since acquisition | 11,200 | ||||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 15,400 | ||||||||||
Pro Forma Information | |||||||||||
Business Acquisition Proforma Amortization of Intangible Assets | 2,400 | ||||||||||
Business Combination Pro Forma Information Amortization of Inventory Step Up included in Consolidated Income Statement | $ (5,641) | ||||||||||
Business Acquisition, Transaction Costs | $ 2,141 | 2,141 | |||||||||
Business Combination, Amortization of Intangible Assets and Inventory Step Up | $ 7,800 |
Restructuring Activity (Details
Restructuring Activity (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)employee | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||
Operating Leases, Rent Expense, Sublease Rentals | $ 1,300,000 | ||
Restructuring charges | 3,432,000 | $ 14,086,000 | $ 0 |
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | 0 | ||
Restructuring charges | 3,432,000 | 14,086,000 | 0 |
Cash payments | (6,424,000) | ||
Non-cash charges | 112,000 | ||
Liability as of December 31, 2016 | 536,000 | 0 | |
Employee Separation Expenses [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1,038,000 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | 0 | ||
Restructuring charges | 1,038,000 | ||
Cash payments | (1,047,000) | ||
Non-cash charges | (66,000) | ||
Liability as of December 31, 2016 | 0 | 0 | |
Facility Closing [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 100,000 | ||
Restructuring Liability Rollforward | |||
Restructuring charges | 100,000 | ||
Lease Related Impairment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 2,264,000 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | 0 | ||
Restructuring charges | 2,264,000 | ||
Cash payments | (4,039,000) | ||
Non-cash charges | 244,000 | ||
Liability as of December 31, 2016 | 499,000 | 0 | |
Other Restructuring [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 130,000 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | 0 | ||
Restructuring charges | 130,000 | ||
Cash payments | (1,338,000) | ||
Non-cash charges | (66,000) | ||
Liability as of December 31, 2016 | 37,000 | $ 0 | |
Restructuring Plan, 2016 [Member] | Lease Related Impairment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 186,300 | ||
Restructuring Liability Rollforward | |||
Restructuring charges | $ 186,300 | ||
Entropic Communications [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Acquisition related costs | 2,463,000 | ||
Number of employees terminated | employee | 87 | ||
Restructuring charges | 14,086,000 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | $ 3,416,000 | ||
Restructuring charges | 14,086,000 | ||
Cash payments | (5,842,000) | ||
Non-cash charges | (7,291,000) | ||
Liability as of December 31, 2016 | 3,416,000 | ||
Entropic Communications [Member] | Employee Separation Expenses [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Acquisition related costs | 0 | ||
Restructuring Costs | 5,500,000 | ||
Restructuring charges | 5,533,000 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | 75,000 | ||
Restructuring charges | 5,533,000 | ||
Cash payments | (3,913,000) | ||
Non-cash charges | (1,545,000) | ||
Liability as of December 31, 2016 | 75,000 | ||
Entropic Communications [Member] | Facility Closing [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 2,650,000 | ||
Restructuring Liability Rollforward | |||
Restructuring charges | 2,650,000 | ||
Entropic Communications [Member] | Lease Related Impairment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Acquisition related costs | 984,000 | ||
Restructuring charges | 8,163,000 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | 2,030,000 | ||
Restructuring charges | 8,163,000 | ||
Cash payments | (1,645,000) | ||
Non-cash charges | (5,472,000) | ||
Liability as of December 31, 2016 | 2,030,000 | ||
Entropic Communications [Member] | Impairment Of Leasehold Improvements [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 5,245,000 | ||
Restructuring Liability Rollforward | |||
Restructuring charges | 5,245,000 | ||
Entropic Communications [Member] | Other Restructuring [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Acquisition related costs | 1,479,000 | ||
Restructuring charges | 390,000 | ||
Restructuring Liability Rollforward | |||
Liability as of December 31, 2015 | 1,311,000 | ||
Restructuring charges | 390,000 | ||
Cash payments | (284,000) | ||
Non-cash charges | (274,000) | ||
Liability as of December 31, 2016 | $ 1,311,000 | ||
Share Distribution [Member] | Entropic Communications [Member] | Employee Separation Expenses [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Costs | 1,491,000 | ||
Entropic [Member] | Lease Related Impairment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 2,000,000 | ||
Restructuring Liability Rollforward | |||
Restructuring charges | $ 2,000,000 |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2016 | Jul. 01, 2016 | Apr. 28, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | |||||
Goodwill | $ 76,015,000 | $ 49,779,000 | $ 1,201,000 | ||
Goodwill impairment loss | 0 | ||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | 6,935,000 | ||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 19,301,000 | $ 19,301,000 | $ 21,000,000 | ||
Entropic Communications [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 48,578,000 |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets Goodwill and Intangibles Other (Details 1) - USD ($) $ in Thousands | Apr. 28, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $ 18,803 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 18,786 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 12,485 | |||
2,019 | 11,670 | |||
2,020 | 11,293 | |||
Transfers into developed technology from IPR&D | 390 | $ 100 | ||
Amortization of Intangible Assets | (16,084) | (29,931) | $ (400) | |
Intangibles assets, Gross | 130,311 | 80,521 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (48,450) | (32,366) | ||
Intangible assets, net | 81,861 | 48,155 | $ 3,086 | |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 8,824 | |||
Assets, Total [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Transfer from IPRD to Developed Tech | $ 3,100 | 700 | ||
Licensed Technology [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Intangibles assets, Gross | $ 3,311 | 2,921 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (2,957) | (2,725) | ||
Intangible assets, net | $ 354 | 196 | ||
Developed Technology Rights [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 years | |||
Intangibles assets, Gross | $ 77,800 | 47,000 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (13,550) | (4,652) | ||
Intangible assets, net | $ 64,250 | 42,348 | ||
Trademarks and Trade Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 years | |||
Intangibles assets, Gross | $ 1,700 | 1,700 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (405) | (162) | ||
Intangible assets, net | $ 1,295 | 1,538 | ||
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years 8 months | |||
Intangibles assets, Gross | $ 20,000 | 4,700 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (4,782) | (627) | ||
Intangible assets, net | $ 15,218 | 4,073 | ||
Noncompete Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Intangibles assets, Gross | $ 900 | 0 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (156) | 0 | ||
Intangible assets, net | $ 744 | 0 | ||
Backlog [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 6 months | |||
Intangibles assets, Gross | $ 26,600 | 24,200 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (26,600) | (24,200) | ||
Intangible assets, net | 0 | 0 | ||
Entropic Communications [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | $ 74,200 | |||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | $ 12,300 | 12,300 | ||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Developed Technology Rights [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | 8,600 | |||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | 3,100 | |||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Noncompete Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | 100 | |||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | Backlog [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | $ 500 | |||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | 34,000 | |||
Purchases of intangible finite-lived assets unrelated to acquisition | 34,000 | |||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Developed Technology Rights [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | 19,100 | |||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | 12,200 | |||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Noncompete Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | 800 | |||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | Backlog [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-lived Intangible Assets Acquired | $ 1,900 |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets Goodwill and Intangibles Other (Details 2) - USD ($) $ in Thousands | Oct. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Apr. 30, 2015 |
Indefinite-lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $ 18,803 | ||||
Other Indefinite-lived Intangible Assets | $ 3,200 | $ 7,300 | |||
Impairment of Intangible Assets (Excluding Goodwill) | $ (17,800) | (1,300) | (21,600) | 0 | |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 1,300 | 21,600 | 0 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 18,786 | ||||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 12,485 | ||||
2,019 | 11,670 | ||||
2,020 | 11,293 | ||||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 8,824 | ||||
Finite-Lived Intangible Assets, Net | 81,861 | 48,155 | $ 3,086 | ||
Entropic Communications [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Indefinite-lived Intangible Assets, Purchase Accounting Adjustments | 18,200 | ||||
Wireless Infrastructure Access Line Business of of Microsemi Storage Solutions, Inc. [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Indefinite-lived Intangible Assets, Purchase Accounting Adjustments | 1,300 | ||||
Wireless Infrastructure Backhaul Business of Broadcom Corporation [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Transfers into developed technology from IPR&D | 22,300 | ||||
CDR [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Impairment of Intangible Assets (Excluding Goodwill) | (3,800) | ||||
Indefinite-lived Intangible Assets [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Other Indefinite-lived Intangible Assets | 22,400 | 3,200 | |||
Intangible Assets, Transfer from IPRD to Developed Tech | (3,100) | (700) | |||
Impairment of Intangible Assets (Excluding Goodwill) | $ (1,300) | $ (21,600) | |||
Indefinite-lived Intangible Assets [Member] | Entropic Communications [Member] | |||||
Indefinite-lived Intangible Assets [Line Items] | |||||
Identifiable intangible assets | $ 18,100 |
Financial Instruments Financial
Financial Instruments Financial Instruments (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Business Combination, Contingent Consideration, Liability | $ 1,700 | ||
Available-for-sale Securities, Amortized Cost Basis | $ 93,129 | $ 79,800 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39 | 114 | |
Available-for-sale Securities | 93,090 | 79,686 | |
Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 39,181 | 17,144 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 | |
Available-for-sale Securities | 39,181 | 17,144 | |
Investments [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 53,948 | 62,656 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39 | 114 | |
Available-for-sale Securities | 53,909 | 62,542 | |
US Government Agencies Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 28,025 | 17,303 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 32 | 30 | |
Available-for-sale Securities | 27,993 | 17,273 | |
Corporate Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 25,923 | 45,353 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 7 | 84 | |
Available-for-sale Securities | 25,916 | 45,269 | |
Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 39,181 | 17,144 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 | |
Available-for-sale Securities | 39,181 | 17,144 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 93,090 | 79,686 | |
Estimate of Fair Value Measurement [Member] | Money Market Funds [Member] | Fair Value, Measurements, Recurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | $ 39,181 | $ 17,144 |
Financial Instruments Financi51
Financial Instruments Financial Instruments (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | $ 93,129 | $ 79,800 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39 | 114 | |
Available-for-sale Securities | 93,090 | 79,686 | |
Business Combination, Contingent Consideration, Liability | $ 1,700 | ||
Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 39,181 | 17,144 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 | |
Available-for-sale Securities | 39,181 | 17,144 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 39,181 | 17,144 | |
Available-for-sale Securities, Debt Securities, Current | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Contingent Consideration [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities, Current | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | US Government Agencies Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Corporate Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 39,181 | 17,144 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 53,909 | 62,542 | |
Available-for-sale Securities, Debt Securities, Current | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Contingent Consideration [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities, Current | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | US Government Agencies Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 27,993 | 17,273 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 25,916 | 45,269 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Contingent Consideration [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Debt Securities, Current | 395 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | US Government Agencies Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Corporate Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 0 | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 0 | 0 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 93,090 | 79,686 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | US Government Agencies Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 27,993 | 17,273 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Corporate Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 25,916 | 45,269 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities | 39,181 | 17,144 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Contingent Consideration [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Business Combination, Contingent Consideration, Liability | 375 | 395 | |
Corporate Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 25,923 | 45,353 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 7 | 84 | |
Available-for-sale Securities | 25,916 | 45,269 | |
US Government Agencies Debt Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 28,025 | 17,303 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 32 | 30 | |
Available-for-sale Securities | 27,993 | 17,273 | |
Cash and Cash Equivalents [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 39,181 | 17,144 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 | |
Available-for-sale Securities | 39,181 | 17,144 | |
Investments [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Amortized Cost Basis | 53,948 | 62,656 | |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 | |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39 | 114 | |
Available-for-sale Securities | $ 53,909 | $ 62,542 | |
Maximum [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value Inputs, Discount Rate | 1.00% | 0.41% |
Financial Instruments Financi52
Financial Instruments Financial Instruments (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 31, 2014 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $ 1,700 | |||
Net Gain (Loss) Attributable To Contingent Consideration | $ 220 | $ 130 | ||
Physpeed [Member] | Earn-out Consideration [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $ 300 | |||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Contingent Consideration [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Available-for-sale Securities, Debt Securities, Current | 395 | |||
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Payment of Contingent Consideration | (240) | |||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 395 | 265 | ||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | 220 | 130 | ||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 395 | |||
Estimate of Fair Value Measurement [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Contingent Consideration [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Business Combination, Contingent Consideration, Liability | $ 375 | $ 395 |
Financial Instruments Financi53
Financial Instruments Financial Instruments - Additional Information (Details 4) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2016USD ($)debt_security | Dec. 31, 2015USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value, Liabilities, Transfers between Levels | $ 0 | ||
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount | $ 0 | ||
Available-for-sale, Securities in Unrealized Loss Positions, Qualitative Disclosure, Number of Positions | debt_security | 25 | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | $ 42,200,000 | ||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 39,000 | $ 114,000 | |
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount | 0 | ||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Transfers, Net | $ 0 | ||
Minimum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available For Sale Securities Non Current Maturity Period | 1 year | ||
Maximum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Period Of Unrealized Loss Position | 12 months | ||
Available For Sale Securities Non Current Maturity Period | 2 years | ||
Maximum [Member] | Fair Value, Inputs, Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value Inputs, Discount Rate | 1.00% | 0.41% | |
Investments [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | $ 39,000 | $ 114,000 |
Balance Sheer Details - Cash an
Balance Sheer Details - Cash and Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Balance Sheet Related Disclosures [Abstract] | ||||
Cash and cash equivalents | $ 82,896 | $ 67,956 | $ 20,696 | $ 26,450 |
Short-term investments, available-for-sale | 47,918 | 43,300 | ||
Long-term investments, available-for-sale | 5,991 | 19,242 | ||
Investments and Cash | $ 136,805 | $ 130,498 |
Balance Sheet Details - Invento
Balance Sheet Details - Inventory (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Balance Sheet Related Disclosures [Abstract] | ||
Work-in-process | $ 13,947 | $ 15,713 |
Finished goods | 12,636 | 16,730 |
Inventory Total | $ 26,583 | $ 32,443 |
Balance Sheet Details - Propert
Balance Sheet Details - Property and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 53,463 | $ 46,851 |
Less accumulated depreciation and amortization | (32,914) | (24,993) |
Property and equipment, net | $ 20,549 | 21,858 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Property and equipment, Gross | $ 1,983 | 2,458 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 27,028 | 23,679 |
Machinery and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Machinery and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Masks and production equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 2 years | |
Property and equipment, Gross | $ 9,153 | 8,062 |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Property and equipment, Gross | $ 3,625 | 3,017 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 11,635 | 9,573 |
Leasehold improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 1 year | |
Leasehold improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 39 | $ 62 |
Balance Sheet Details - Intangi
Balance Sheet Details - Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||
Intangibles assets, Gross | $ 130,311 | $ 80,521 | |
Less accumulated amortization | (48,450) | (32,366) | |
Intangible assets, net | 81,861 | 48,155 | $ 3,086 |
Intangible Assets, Net (Excluding Goodwill) | 104,261 | 51,355 | |
Amortization of Intangible Assets | $ 16,084 | 29,931 | $ 400 |
Licensed Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 3 years | ||
Intangibles assets, Gross | $ 3,311 | 2,921 | |
Less accumulated amortization | (2,957) | (2,725) | |
Intangible assets, net | $ 354 | 196 | |
Developed Technology Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 7 years | ||
Intangibles assets, Gross | $ 77,800 | 47,000 | |
Less accumulated amortization | (13,550) | (4,652) | |
Intangible assets, net | $ 64,250 | 42,348 | |
Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 7 years | ||
Intangibles assets, Gross | $ 1,700 | 1,700 | |
Less accumulated amortization | (405) | (162) | |
Intangible assets, net | $ 1,295 | 1,538 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 3 years 8 months | ||
Intangibles assets, Gross | $ 20,000 | 4,700 | |
Less accumulated amortization | (4,782) | (627) | |
Intangible assets, net | $ 15,218 | 4,073 | |
Backlog [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period in years | 6 months | ||
Intangibles assets, Gross | $ 26,600 | 24,200 | |
Less accumulated amortization | (26,600) | (24,200) | |
Intangible assets, net | $ 0 | $ 0 |
Balance Sheet Details - Amortiz
Balance Sheet Details - Amortization of Company's Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2,017 | $ 18,786 | ||
2,018 | 12,485 | ||
2,019 | 11,670 | ||
2,020 | 11,293 | ||
Intangibles assets, Gross | $ 81,861 | $ 48,155 | $ 3,086 |
Balance Sheet Details - Deferre
Balance Sheet Details - Deferred Revenue and Deferred Profit (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Balance Sheet Related Disclosures [Abstract] | ||
Deferred revenue-rebates | $ 464 | $ 118 |
Deferred revenue - distributor transactions | 7,987 | 5,695 |
Deferred cost of net revenue - distributor transactions | (2,460) | (1,747) |
Deferred revenue and deferred profit | $ 5,991 | $ 4,066 |
Balance Sheet Details- Accrued
Balance Sheet Details- Accrued Price Protection Liability (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accrued Price Protection Rebate Activity [Roll Forward] | ||||
Begining Balance | $ 20,026 | $ 10,018 | $ 20,026 | $ 10,018 |
Additional liability from acquisition | $ 0 | $ 3,486 | ||
Charged as a reduction of revenue | 43,931 | 39,304 | ||
Reversal of unclaimed rebates | (1,303) | (158) | ||
Payments | (47,478) | (32,624) | ||
Ending Balance | $ 15,176 | $ 20,026 |
Balance Sheet Details - Accrued
Balance Sheet Details - Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Balance Sheet Related Disclosures [Abstract] | |||
Accrued technology license payments | $ 5,850 | $ 3,000 | |
Accrued professional fees | 1,620 | 1,196 | |
Accrued engineering and prod costs | 1,232 | 826 | |
Accrued restructuring | 536 | 3,416 | |
Accrued royalty | 846 | 2,042 | |
Accrued leases | 1,560 | 0 | |
Accrued customer credit | 1,207 | 951 | |
Business Combination, Contingent Consideration, Liability | $ 1,700 | ||
Other | 3,507 | 3,937 | |
Total | $ 16,358 | $ 15,368 |
Stock-Based Compensation and 62
Stock-Based Compensation and Employee Benefit Plans - Stock-Based Compensation (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Proceeds from Stock Options Exercised | $ 3,600 | $ 8,200 | $ 300 |
Stock based compensation | 21,765 | 19,268 | 15,008 |
Cost of net revenue [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock based compensation | 210 | 213 | 131 |
Research and development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock based compensation | 14,403 | 13,205 | 9,686 |
Selling, general and administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock based compensation | $ 7,152 | $ 5,850 | $ 5,191 |
Stock-Based Compensation and 63
Stock-Based Compensation and Employee Benefits Plan - Fair Value of Stock Options (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Proceeds from Stock Options Exercised | $ 3.6 | $ 8.2 | $ 0.3 |
Employee Service Share-based Compensation, Tax Benefit Realized from Exercise of Stock Options | $ 5.7 | $ 6.1 | $ 0.4 |
Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share | $ 4.03 | ||
Risk-free interest rate | 1.70% | ||
Dividend yield | 0.00% | ||
Expected life (in years) | 4 years 6 months 21 days | ||
Volatility | 51.00% |
Stock-Based Compensation and 64
Stock-Based Compensation and Employee Benefit Plans - Fair Value of Employee Stock Purchase Rights (Details) - Employee Stock Purchase Rights [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | |
Expected life (in years) | 6 months | 6 months | 6 months |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share | $ 5.85 | $ 2.25 | $ 2.03 |
Risk-free interest rate | 0.38% | 0.09% | 0.05% |
Volatility | 49.94% | 32.65% | 47.75% |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share | $ 6.20 | $ 5.02 | $ 2.47 |
Risk-free interest rate | 0.60% | 0.33% | 0.07% |
Volatility | 53.94% | 59.14% | 46.82% |
Stock-Based Compensation Stock
Stock-Based Compensation Stock options Activity Roll Forward (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 10 months 25 days | |
Stock 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 | 3,025 | 3,572 |
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, Exercises in Period | (492) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | (55) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 6.78 | $ 6.83 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | 5.13 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 24.15 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable [Table Text Block] | 3,018 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Exercisable Options | 2,760 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 6.78 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Exercise Price | $ 6.65 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 2 years 8 months 24 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 8 months 24 days | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Exercisable Options, Weighted Average Remaining Contractual Term | 2 years 7 months 15 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 45,603 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | 45,522 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 41,991 |
Stock-Based Compensation Stoc66
Stock-Based Compensation Stock Compensation Awards Activity Roll Forward (Details) - Restricted Stock Unit and Restricted Stock Award [Member] - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 3,670 | 3,642 |
RSUs granted in period (shares) | 2,932 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (2,308) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (596) | |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 14.67 | $ 9.19 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 18.83 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Intrinsic Value, Amount Per Share | 11.32 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Intrinsic Value | $ 13.55 |
Stock-Based Compensation Stoc67
Stock-Based Compensation Stock Reserved for Future Issuance (Details) - shares | Dec. 31, 2016 | Dec. 31, 2015 |
Equity Incentive Plan [Member] | ||
Class of Stock [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 10,689,175 | |
ESPP [Member] | ||
Class of Stock [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 967,545 | |
Restricted Stock Unit and Restricted Stock Award [Member] | ||
Class of Stock [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 3,670,000 | 3,642,000 |
Stock-Based Compensation and 68
Stock-Based Compensation and Employee Benefit Plans - Additional Information (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2016USD ($)directorvote$ / sharesshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Aug. 12, 2016shares | May 13, 2016shares | Aug. 20, 2015shares | May 14, 2015shares | |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||
Common stock, shares authorized (shares) | 550,000,000 | 550,000,000 | |||||
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ | $ 700 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 10 months 25 days | ||||||
Stock based compensation expense | $ | $ 21,765 | $ 19,268 | $ 15,008 | ||||
Shares issued upon settlement of bonus awards (shares) | 200,000 | 200,000 | 300,000 | 200,000 | |||
Deferred Compensation Share-based Arrangements, Liability, Current | $ | 3,800 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ | $ 6,500 | $ 6,600 | $ 600 | ||||
Class A Common Stock [Member] | |||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||
Common stock, shares authorized (shares) | 500,000,000 | 500,000,000 | |||||
Voting rights per share | vote | 1 | ||||||
Class B Common Stock [Member] | |||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||
Common stock, shares authorized (shares) | 500,000,000 | 500,000,000 | |||||
Voting rights per share | vote | 10 | ||||||
Number of directors appointed by shareholders | director | 2 | ||||||
Equity Incentive Plan [Member] | |||||||
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | |||||||
Vesting period for new restricted stock units | 4 years | ||||||
Term of option granted, minimum | 7 years | ||||||
Term of option granted, maximum | 10 years | ||||||
Common Stock Capital Shares Reserved For Future Issuance Period Increase Decrease | 2,600,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Outstanding Stock Maximum | 4.00% | ||||||
Employee Stock Purchase Plan [Member] | |||||||
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | |||||||
Contribution of earnings by employees | 15.00% | ||||||
Percentage of purchase of common stock | 85.00% | ||||||
Percentage of common stock on the date of purchase | 85.00% | ||||||
Common Stock Capital Shares Reserved For Future Issuance Period Increase Decrease | 1,000,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Outstanding Stock Maximum | 1.25% | ||||||
MaximumDurationOfEmployeeStockPurchasePlan | 27 months | ||||||
RSU and RSA [Member] | |||||||
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 7 months 30 days | ||||||
Portion of equity awards that have not been vested or earned | $ | $ 44,100 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 18.83 | ||||||
RSUs granted in period (shares) | 2,932,000 | ||||||
Stock Option [Member] | |||||||
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 2 years 8 months 24 days | ||||||
Option Granted in period | $ / shares | $ 0 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 |
Income Taxes Schedule Of Income
Income Taxes Schedule Of Income Before Income Tax Domestic And Foreign (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule Of Income Before Income Tax Domestic And Foreign [Line Items] | |||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | $ 75,778 | $ (44,094) | $ (9,631) |
Income (Loss) from Continuing Operations before Income Taxes, Foreign | (12,088) | 1,188 | 886 |
Income (loss) before income taxes | $ 63,690 | $ (42,906) | $ (8,745) |
Income Taxes Components of Inco
Income Taxes Components of Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Current Federal Tax Expense (Benefit) | $ 1,216 | $ 0 | $ 0 |
Current State and Local Tax Expense (Benefit) | (11) | 16 | 1 |
Current Foreign Tax Expense (Benefit) | 1,092 | 942 | 577 |
Current Income Tax Expense (Benefit) | 2,297 | 958 | 578 |
Deferred Federal Income Tax Expense (Benefit) | 17,492 | (13,759) | (3,341) |
Deferred State and Local Income Tax Expense (Benefit) | (8,271) | (1,034) | 253 |
Deferred Foreign Income Tax Expense (Benefit) | (2,459) | 126 | 54 |
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | (1,757) | (2,335) |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | (6,661) | 14,891 | 3,087 |
Deferred Income Taxes Expense Benefit | $ 101 | $ (1,533) | $ (2,282) |
Income Taxes Income Tax Expense
Income Taxes Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | $ 22,294 | $ (14,588) | $ (2,973) |
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Amount | (13) | 275 | (391) |
Effective Income Tax Rate Reconciliation, Tax Credit, Research, Amount | (9,076) | (2,083) | (66) |
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Amount | 2,888 | (62) | (31) |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Compensation Cost, Amount | (5,756) | 549 | 609 |
Income Tax Reconciliation Foreign Dividends | 51 | 279 | 0 |
Income tax impact to provision due to transaction costs | 749 | 1,329 | 0 |
Income Tax Reconciliation, Uncertain Tax Position | (1,204) | 600 | 304 |
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Amount | (72) | (144) | 0 |
Current Foreign Tax Expense (Benefit) | 1,092 | 942 | 577 |
Effective Income Tax Rate Reconciliation, Other Adjustments, Amount | (802) | 96 | 92 |
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | (1,757) | (2,335) |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | (6,661) | 14,931 | 3,087 |
Provision (benefit) for income taxes | $ 2,398 | $ (575) | $ (1,704) |
Income Taxes Components of Defe
Income Taxes Components of Deferred Income Tax Asset (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Current Federal Tax Expense (Benefit) | $ 1,216 | $ 0 | $ 0 |
Deferred Tax Assets, Operating Loss Carryforwards | 19,524 | 27,996 | |
Deferred Tax Assets, Tax Credit Carryforwards, Research | 58,170 | 48,531 | |
Deferred Tax Assets, Other | 13,387 | 13,654 | |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 2,073 | 1,747 | |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost | 3,451 | 4,245 | |
Deferred Tax Assets, Goodwill and Intangible Assets | 8,575 | 7,198 | |
Deferred Tax Assets, Gross | 105,180 | 103,371 | |
Deferred Tax Assets, Valuation Allowance | (100,284) | (98,535) | |
Deferred Tax Assets, Net of Valuation Allowance | 4,896 | 4,836 | |
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Amount | (13) | 275 | (391) |
Deferred Tax Liabilities, Other Finite-Lived Assets | 2,202 | 2,322 | |
Deferred Tax Liabilities, Undistributed Foreign Earnings | 2,909 | 2,628 | |
Deferred Tax Liabilities, Net | 215 | ||
Deferred Tax Assets, Net | (114) | ||
Current State and Local Tax Expense (Benefit) | (11) | 16 | 1 |
Current Foreign Tax Expense (Benefit) | 1,092 | 942 | 577 |
Current Income Tax Expense (Benefit) | 2,297 | 958 | 578 |
Deferred Federal Income Tax Expense (Benefit) | 17,492 | (13,759) | (3,341) |
Deferred State and Local Income Tax Expense (Benefit) | (8,271) | (1,034) | 253 |
Deferred Foreign Income Tax Expense (Benefit) | (2,459) | 126 | 54 |
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | 1,757 | 2,335 |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 6,661 | (14,891) | (3,087) |
Deferred Income Taxes Expense Benefit | 101 | (1,533) | (2,282) |
Provision (benefit) for income taxes | $ 2,398 | $ (575) | $ (1,704) |
Income Taxes Unrecognized tax e
Income Taxes Unrecognized tax expense (benefit) roll forward (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ 23,417 | $ 26,053 | $ 10,808 | $ 5,462 |
Unrecognized Tax Benefits, Increase Resulting from Current Period Tax Positions | 2,025 | 2,585 | 3,158 | |
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions | 13,733 | $ 2,188 | ||
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions | $ 4,661 | $ (1,073) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | ||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ 23,417 | $ 26,053 | $ 10,808 | $ 5,462 |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 6,661 | (14,891) | (3,087) | |
Provision (benefit) for income taxes | $ 2,398 | (575) | (1,704) | |
Tax Credit Carryforward, Expiration Date | Dec. 31, 2020 | |||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ (6,661) | 14,931 | 3,087 | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Operating Results | 8,300 | |||
New Accounting Pronouncement, Effect on Income Taxes | 8,100 | |||
Valuation Allowance, Deferred Tax Asset, Release due to Acquisition, amount | 0 | $ 1,757 | $ 2,335 | |
Unrecognized tax expense (benefit), without valuation allowance remaining | 17,100 | |||
Income Tax Examination, Penalties and Interest Accrued | $ 200 | |||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Other Information | .2 | |||
Foreign Tax Authority [Member] | ||||
Business Acquisition [Line Items] | ||||
Operating Loss Carryforwards | $ 14,700 | |||
State and Local Jurisdiction [Member] | ||||
Business Acquisition [Line Items] | ||||
Operating Loss Carryforwards | 39,300 | |||
Tax Credit Carryforward, Amount | 43,500 | |||
Domestic Tax Authority [Member] | ||||
Business Acquisition [Line Items] | ||||
Operating Loss Carryforwards | 38,100 | |||
Tax Credit Carryforward, Amount | 33,600 | |||
Federal Alternative Minimum Tax Credit Carryforward | $ 1,000 |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contingencies-Additional Details (Details) - USD ($) $ in Thousands | Nov. 11, 2015 | Dec. 17, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Commitments and Contingencies Disclosure [Abstract] | |||||
Lease expiration date | Dec. 31, 2022 | ||||
Operating Leases | |||||
2,017 | $ 8,123 | ||||
2,017 | 6,268 | ||||
2,018 | 6,961 | ||||
2,019 | 6,357 | ||||
2,020 | 6,300 | ||||
Thereafter | 1,592 | ||||
Total minimum payments: | 35,601 | ||||
Other Obligations | |||||
2,017 | 4,939 | ||||
2,017 | 910 | ||||
2,018 | 14 | ||||
2,019 | 0 | ||||
2,020 | 0 | ||||
Thereafter | 0 | ||||
Total minimum payments: | 5,863 | ||||
Future Minimum Payments, Due Thereafter | 1,592 | ||||
Future Minimum Payments, Due in Five Years | 6,300 | ||||
Future Minimum Payments, Due in Four Years | 6,357 | ||||
Future Minimum Payments, Due in Three Years | 6,975 | ||||
Future Minimum Payments, Due in Two Years | 7,178 | ||||
Future Minimum Payments, Remainder of Fiscal Year | 43,526 | ||||
Recorded Unconditional Purchase Obligation [Line Items] | |||||
Operating Leases, Rent Expense, Net | 2,900 | $ 2,400 | $ 1,700 | ||
Inventory Purchase Obligations | |||||
Lease Incentive for Leasehold Improvements | 61 | $ 4,255 | $ 2,008 | ||
Future Minimum Payments, Due | 71,928 | ||||
Inventories [Member] | |||||
Inventory Purchase Obligations | |||||
2,017 | 30,464 | ||||
2,017 | 0 | ||||
2,018 | 0 | ||||
2,019 | 0 | ||||
2,020 | 0 | ||||
Thereafter | 0 | ||||
Total minimum payments: | $ 30,464 | ||||
The Campus Carlsbad, LLC [Member] | |||||
Inventory Purchase Obligations | |||||
Lease term | 3 years 7 months | ||||
Northwest Mutual Life Insurance Company [Member] | |||||
Inventory Purchase Obligations | |||||
Lease term | 6 years 2 months |
Commitments and Contingencies -
Commitments and Contingencies - Litigation (Details) | May 16, 2014USD ($)claim | Jan. 08, 2014patent | Dec. 31, 2016USD ($)claim | Dec. 31, 2015USD ($) |
Loss Contingencies [Line Items] | ||||
Operating Leases, Future Sublease Income, Remainder of Fiscal Year | $ 2,144,000 | |||
Operating Leases, Future Sublease Income, Due in Two Years | 2,362,000 | |||
Operating Leases, Future Sublease Income, Due in Three Years | 2,927,000 | |||
Operating Leases, Future Sublease Income, Due in Four Years | 3,392,000 | |||
Operating Leases, Future Sublease Income, Due in Five Years | 3,511,000 | |||
Operating Leases, Future Sublease Income, Due Thereafter | 293,000 | |||
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | 14,629,000 | |||
2,017 | 8,123,000 | |||
2,017 | 6,268,000 | |||
2,018 | 6,961,000 | |||
2,019 | 6,357,000 | |||
2,020 | 6,300,000 | |||
Thereafter | $ 1,592,000 | |||
CrestaTech Technology Corporation v. MaxLinear, Inc. [Member] | ||||
Loss Contingencies [Line Items] | ||||
Patents allegedly infringed upon | 3 | 2 | ||
Claims dismissed | claim | 13 | |||
Inter Partes Review by US Patent Office [Member] | ||||
Loss Contingencies [Line Items] | ||||
New claims filed | 4 | |||
Inter Partes Review by US Patent Office v. CrestaTech Patents [Member] | ||||
Loss Contingencies [Line Items] | ||||
Patents allegedly infringed upon | patent | 2 | |||
Inter Partes Review Petitions | 2 |
Significant Customer and Geog77
Significant Customer and Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Concentration Risk [Line Items] | |||||||||||
Long lived assets | $ 200,825 | $ 122,992 | |||||||||
Long-lived Assets by Geographic Areas [Table Text Block] | As of December 31, 2016 2015 Amount % of total Amount % of total United States $ 111,336 55 % $ 121,697 99 % Singapore 78,318 39 % 26 — % Rest of world 11,171 6 % 1,269 1 % Total $ 200,825 100 % $ 122,992 100 % | ||||||||||
Net revenue | $ 87,136 | $ 96,324 | $ 101,687 | $ 102,685 | $ 98,949 | $ 95,191 | $ 70,824 | $ 35,396 | $ 387,832 | 300,360 | $ 133,112 |
Asia [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Net revenue | 360,325 | 274,169 | 125,122 | ||||||||
UNITED STATES | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Long lived assets | 111,336 | 121,697 | |||||||||
Net revenue | 9,181 | 10,819 | 567 | ||||||||
Rest of World [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Long lived assets | 11,171 | 1,269 | |||||||||
Net revenue | 18,326 | 15,372 | $ 7,423 | ||||||||
SINGAPORE | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Long lived assets | $ 78,318 | $ 26 | |||||||||
Long lived assets [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Benchmark Description | 1 | 1 | |||||||||
Long lived assets [Member] | UNITED STATES | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Benchmark Description | 0.55 | 0.99 | |||||||||
Long lived assets [Member] | Rest of World [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Benchmark Description | 0.06 | 0.01 | |||||||||
Long lived assets [Member] | SINGAPORE | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration Risk, Benchmark Description | 0.39 | 0 | |||||||||
Net Revenue [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 100.00% | 100.00% | 100.00% | ||||||||
Net Revenue [Member] | Asia [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 93.00% | 91.00% | 94.00% | ||||||||
Net Revenue [Member] | UNITED STATES | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 2.00% | 4.00% | 0.00% | ||||||||
Net Revenue [Member] | Rest of World [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 5.00% | 5.00% | 6.00% | ||||||||
Accounts Receivable [Member] | Pegatron Corporation [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 17.00% | 17.00% | |||||||||
Accounts Receivable [Member] | Sernet Technologies Corporation [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 15.00% | 14.00% | |||||||||
Accounts Receivable [Member] | WNC Corporation [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 12.00% | 16.00% | |||||||||
Accounts Receivable [Member] | Pegatron Corporation [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 13.00% | ||||||||||
Customer Concentration Risk [Member] | Net Revenue [Member] | Arris Corporation [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 27.00% | 28.00% | 31.00% | ||||||||
Customer Concentration Risk [Member] | Net Revenue [Member] | Cisco [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 10.00% | 13.00% | |||||||||
Geographic Concentration Risk [Member] | Net Revenue [Member] | China [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 78.00% | 77.00% | 71.00% | ||||||||
Supplier Concentration Risk [Member] | Globalfoundries [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 18.00% | 22.00% | 16.00% | ||||||||
Supplier Concentration Risk [Member] | Tower-Jazz Semiconductor [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 12.00% | 11.00% | |||||||||
Supplier Concentration Risk [Member] | Semiconductor Manufacturing International [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 11.00% | 11.00% | 27.00% | ||||||||
Supplier Concentration Risk [Member] | Taiwan Semiconductor Manufacturing Company [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 13.00% | 14.00% | |||||||||
Supplier Concentration Risk [Member] | United Microelectronics Corporation [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 16.00% | 12.00% | 23.00% | ||||||||
Supplier Concentration Risk [Member] | Advanced Semiconductor Engineering [Member] | |||||||||||
Concentration Risk [Line Items] | |||||||||||
Concentration risk percentage | 11.00% | 11.00% | 20.00% |
Selected Quarterly Financial 78
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Net revenue | $ 87,136 | $ 96,324 | $ 101,687 | $ 102,685 | $ 98,949 | $ 95,191 | $ 70,824 | $ 35,396 | $ 387,832 | $ 300,360 | $ 133,112 | |
Gross profit | 50,403 | 55,504 | 62,913 | 61,170 | 55,760 | 51,050 | 26,942 | 21,671 | 229,990 | 155,423 | 81,958 | |
Net income (loss) | $ 8,348 | $ 9,679 | $ 22,584 | $ 20,681 | $ (8,544) | $ 1,582 | $ (30,647) | $ (4,722) | $ 61,292 | $ (42,331) | $ (7,041) | |
Basic | $ 0.13 | $ 0.15 | $ 0.36 | $ 0.33 | $ (0.14) | $ 0.03 | $ (0.58) | $ (0.12) | $ 0.96 | $ (0.79) | $ (0.19) | |
Diluted | $ 0.12 | $ 0.14 | $ 0.33 | $ 0.31 | $ (0.14) | $ 0.03 | $ (0.58) | $ (0.12) | $ 0.91 | $ 0.91 | $ (0.79) | $ (0.19) |
Selected Quarterly Financial 79
Selected Quarterly Financial Data New Accounting Pronouncement, Share Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Net Income | $ 2,249 | $ 928 | $ 3,549 | $ 1,565 | |
New Accounting Pronouncement or Change in Accounting Principle, Effect on Income Taxes | $ (2,249) | $ (928) | $ (3,549) | $ (1,565) | |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Basic Earnings Per Share | $ 0.04 | $ 0.01 | $ 0.06 | $ 0.02 | |
New Accounting Pronouncement Impact to Diluted Earnings-per-share | $ 0.05 | $ 0.01 | $ 0.04 | $ 0.02 | $ 0.12 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Feb. 08, 2017 | |
Subsequent Event [Line Items] | ||
Business Combination, Consideration to be Transferred | $ 21 | |
Subsequent Event, Date | Feb. 8, 2017 |